PIPER INSTITUTIONAL FUNDS INC
N-30D, 1996-12-10
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<PAGE>
            Financial Statements
 
- --------------------------------------------------------------------------------
                      STATEMENT OF OPERATIONS  Period from July 1, 1996 to
                      September 16, 1996
 ..................................................................
 
<TABLE>
<S>                                                           <C>
INCOME:
Interest ...................................................     $   72,047
                                                              ----------------
 
EXPENSES (NOTE 3):
Investment management fee ..................................          3,313
Custodian and accounting fees ..............................          2,841
Transfer agent and dividend disbursing agent fees ..........          5,028
Amortization of organization costs .........................          1,704
Directors' fees ............................................          1,126
Audit and legal fees .......................................          5,728
                                                              ----------------
  Total expenses ...........................................         19,740
Less expenses waived by the adviser ........................        (13,114)
                                                              ----------------
 
  Net expenses before expenses paid indirectly .............          6,626
Less expenses paid indirectly ..............................            (15)
                                                              ----------------
 
  Total net expenses .......................................          6,611
                                                              ----------------
 
  Net investment income ....................................         65,436
                                                              ----------------
 
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gain on investments (note 4) ..................         29,485
Net change in unrealized appreciation or depreciation of
  investments ..............................................        (21,955)
                                                              ----------------
 
  Net gain on investments ..................................          7,530
                                                              ----------------
 
  Net increase in net assets resulting from operations .....     $   72,966
                                                              ----------------
                                                              ----------------
</TABLE>
 
                      SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
 
- --------------------------------------------------------------------------------
 
1                                      1996 Annual Report - Institutional
                                     Government Adjustable
<PAGE>
                     Financial Statements  (continued)
- --------------------------------------------------------------------------------
 
                      STATEMENTS OF CHANGES IN NET ASSETS
 ..................................................................
 
<TABLE>
<CAPTION>
                                                                PERIOD FROM
                                                                 7/1/96 TO          YEAR ENDED
                                                                  9/16/96            6/30/96
                                                              ----------------   ----------------
 
<S>                                                           <C>                <C>
OPERATIONS:
Net investment income ......................................     $   65,436         $  611,416
Net realized gain (loss) on investments ....................         29,485           (143,585)
Net change in unrealized appreciation or depreciation of
  investments ..............................................        (21,955)           190,446
                                                              ----------------   ----------------
 
  Net increase in net assets resulting from operations .....         72,966            658,277
                                                              ----------------   ----------------
 
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income .................................        (40,866)          (362,543)
Tax return of capital ......................................        (24,570)          (221,821)
                                                              ----------------   ----------------
  Total distributions ......................................        (65,436)          (584,364)
                                                              ----------------   ----------------
 
CAPITAL SHARE TRANSACTIONS (NOTE 5):
Proceeds from sales ........................................          3,007            187,462
Proceeds from shares issued for reinvestment of
  distributions ............................................         49,028            505,527
Payments for shares redeemed ...............................     (1,172,089)        (9,962,203)
Payment for shares exchanged in connection with merger (note
  1) .......................................................     (4,661,948)                --
                                                              ----------------   ----------------
  Decrease in net assets from capital share transactions ...     (5,782,002)        (9,269,214)
                                                              ----------------   ----------------
  Total decrease in net assets .............................     (5,774,472)        (9,195,301)
 
Net assets at beginning of period ..........................      5,774,472         14,969,773
                                                              ----------------   ----------------
 
Net assets at end of period ................................     $       --         $5,774,472
                                                              ----------------   ----------------
                                                              ----------------   ----------------
 
Distributions in excess of net investment income ...........     $       --         $  (25,308)
                                                              ----------------   ----------------
                                                              ----------------   ----------------
</TABLE>
 
                      SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
 
- --------------------------------------------------------------------------------
 
2                                      1996 Annual Report - Institutional
                                     Government Adjustable
<PAGE>
             Notes to Financial Statements
- --------------------------------------------------
 
(1) ORGANIZATION
 ................................................................................
                      Piper Institutional Funds Inc. (the company) is registered
                      under the Investment Company Act of 1940 (as amended) as
                      an open-end management investment company. Institutional
                      Government Adjustable Portfolio (the fund), a series of
                      the company, commenced operations on February 2, 1993. The
                      fund ceased operations and merged all its net assets into
                      Piper Funds Inc. II--Adjustable Rate Mortgage Securities
                      Fund via a tax free reorganization on September 16, 1996.
                      The merger was conducted in accordance with a plan
                      approved by the fund's shareholders on September 12, 1996.
 
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 ................................................................................
                      INVESTMENTS IN SECURITIES
                      The value of certain fixed income securities were provided
                      by an independent pricing service, which determined these
                      valuations at a time earlier than the close of the New
                      York Stock Exchange each trading day. Fixed income
                      securities for which prices were not available from an
                      independent pricing service but where an active market
                      exists were valued using market quotations obtained from
                      one or more dealers that make markets in the securities.
 
                      Occasionally, events affecting the value of such
                      securities occurred between the time valuations were
                      determined and the close of the Exchange. If events
                      materially affecting the value of such securities
                      occurred, if the Company's management determined for any
                      other reason that valuations provided by the pricing
                      service or market quotations from dealers were inaccurate
                      or when market quotations were not readily available,
                      securities were valued at their fair value according to
                      procedures decided upon in good faith by the Board of
                      Directors. Short-term securities with maturities of 60
                      days or less were valued at amortized cost, which
                      approximates market value.
 
                      Securities transactions were accounted for on the date the
                      securities were purchased or sold. Realized gains and
                      losses were calculated on the identified-cost basis.
                      Interest income, including amortization of bond discount
                      and premium computed on a level-yield basis, was accrued
                      daily.
 
                      FEDERAL TAXES
                      The fund complied with the requirements of the Internal
                      Revenue Code applicable to regulated investment companies
                      and was not subject to federal income tax.
 
                      Net investment income and net realized gains (losses)
                      differed for financial statement and tax purposes
                      primarily because of the non-deductibility of amortization
                      of organization costs. The character of distributions made
                      during the year from net investment income or net realized
                      gains may differ from its ultimate characterization for
                      federal income tax purposes. Distributions that exceeded
                      the net investment income or net realized gains recorded
                      on a tax basis are presented as a "tax return of capital"
                      in the statements of changes in net assets and the
                      financial highlights. In addition, due to the timing of
                      dividend distributions, the fiscal year in which amounts
                      were distributed may differ from the year that the income
                      or realized gains (losses) were recorded by the fund.
 
                      DISTRIBUTIONS TO SHAREHOLDERS
                      Distributions to shareholders from net investment income
                      were declared daily and paid monthly. Net realized gains
                      distributions, if any, were made at least annually.
                      Distributions were payable in cash or reinvested in
                      additional shares.
 
- --------------------------------------------------------------------------------
 
3  1996 Annual Report - Institutional Government Adjustable
<PAGE>
                      Notes to Financial Statements (continued)
- --------------------------------------------------------------------------------
 
                      ORGANIZATION COSTS
                      Organization costs were incurred in connection with the
                      start up and initial registration of the fund. These costs
                      were being amortized over 60 months on a straight-line
                      basis. Upon ceasing operations, the fund was reimbursed by
                      Piper Capital for any unamortized organizational costs.
 
(3) EXPENSES
 ................................................................................
                      The company had entered into an investment management
                      agreement with Piper Capital Management Incorporated
                      (Piper Capital) under which Piper Capital managed the
                      fund's assets and furnished related office facilities,
                      equipment, research and personnel. The agreement required
                      the fund to pay Piper Capital a monthly fee based on
                      average daily net assets computed at the per-annum rate of
                      0.30%.
 
                      The company had also entered into shareholder servicing
                      agreements under which Piper Jaffray and Piper Trust
                      Company performed various transfer and dividend disbursing
                      agent services for accounts held at the respective
                      company. The fees, which were paid monthly to Piper
                      Jaffray and Piper Trust Company for providing these
                      services, were equal to an annual rate of $7.50 per active
                      shareholder account and $1.60 per closed account.
 
                      In addition to the investment management, transfer agent
                      and dividend disbursing agent fees, the fund was
                      responsible for paying most other operating expenses
                      including: outside directors' fees and expenses; custodian
                      fees; registration fees; printing and shareholder reports;
                      transfer agent fees and expenses; legal, auditing and
                      accounting services; insurance; interest; taxes and other
                      miscellaneous expenses. For the period ended September 16,
                      1996, Piper Capital voluntarily limited total fees and
                      expenses to an annual rate of 0.60% of the funds average
                      daily net assets.
 
                      Expenses paid indirectly represent a reduction of
                      custodian fees for earnings on cash balances maintained by
                      the fund.
 
(4) INVESTMENT SECURITY TRANSACTIONS
 ................................................................................
                      Cost of purchases and proceeds from sales of securities,
                      other than temporary investments in short-term securities,
                      for the period ended September 16, 1996 aggregated
                      $451,926 and $1,600,423, respectively.
 
                      For the period ended September 16, 1996, no brokerage
                      commissions were paid to Piper Jaffray Inc., an affiliated
                      broker.
 
(5) CAPITAL SHARE TRANSACTIONS
 ................................................................................
                      Transactions in shares of the fund were as follows:
 
<TABLE>
<CAPTION>
Period ended September 16, 1996:
<S>                                              <C>
  Sold ......................................            317
  Issued for reinvested distributions .......          5,168
  Redeemed ..................................       (123,630)
  Exchanged in connection with merger .......       (490,713)
                                                 -----------
    Decrease ................................       (608,858)
                                                 -----------
                                                 -----------
Year ended June 30, 1996:
  Sold ......................................         19,737
  Issued for reinvested distributions .......         53,334
  Redeemed ..................................     (1,049,909)
                                                 -----------
    Decrease ................................       (976,838)
                                                 -----------
                                                 -----------
</TABLE>
 
- --------------------------------------------------------------------------------
 
4  1996 Annual Report - Institutional Government Adjustable
<PAGE>
                      Notes to Financial Statements (continued)
- --------------------------------------------------------------------------------
 
(6) FINANCIAL HIGHLIGHTS
 ................................................................................
                      Per-share data for a share of capital stock outstanding
                      throughout each period and selected information for each
                      period are as follows:
 
                      INSTITUTIONAL GOVERNMENT ADJUSTABLE PORTFOLIO
 
<TABLE>
<CAPTION>
                                                 Period
                                                  from
                                                 7/1/96       Year        Year        Year        Year
                                                   to         Ended       Ended       Ended       Ended
                                                 9/16/96(a)  6/30/96     6/30/95     6/30/94     6/30/93(e)
                                                 -------     -------     -------     -------     -------
<S>                                              <C>         <C>         <C>         <C>         <C>
PER-SHARE DATA
Net asset value, beginning of period ........    $ 9.48      $ 9.44      $ 9.46      $10.04      $10.00
                                                 -------     -------     -------     -------     -------
Operations:
  Net investment income .....................      0.13        0.59(g)     0.52        0.49        0.18
  Net realized and unrealized gains (losses)
    on investments ..........................      0.01       (0.01)      (0.04)      (0.57)       0.04
                                                 -------     -------     -------     -------     -------
    Total from operations ...................      0.14       (0.58)       0.48       (0.08)       0.22
                                                 -------     -------     -------     -------     -------
Distributions to shareholders:
  From net investment income ................     (0.07)      (0.25)      (0.41)      (0.50)      (0.18)
  Tax return of capital .....................     (0.05)      (0.29)      (0.09)         --          --
                                                 -------     -------     -------     -------     -------
    Total distributions to shareholders .....     (0.12)      (0.54)      (0.50)      (0.50)      (0.18)
                                                 -------     -------     -------     -------     -------
Net asset value, date of merger .............     (9.50)         --          --          --          --
                                                 -------     -------     -------     -------     -------
Net asset value, end of period ..............    $   --      $ 9.48      $ 9.44      $ 9.46      $10.04
                                                 -------     -------     -------     -------     -------
                                                 -------     -------     -------     -------     -------
SELECTED INFORMATION
Total return (b) ............................      1.49%       6.34%       5.26%      (0.91)%      2.18%
Net assets at end of period (in millions) ...    $   --      $    6      $   15      $   35      $   41
Ratio of expenses to average daily net assets
  (c) .......................................      0.60%(f)    0.61%       0.55%       0.55%       0.74%(f)
Ratio of net investment income to average
  daily net assets (c) ......................      5.97%(f)    5.98%       5.54%       5.13%       4.73%(f)
Portfolio turnover rate (excluding short-term
  securities) ...............................         9%         43%         43%        110%         26%
Amount of borrowings outstanding at end of
  period (in millions)(d) ...................    $   --      $   --      $   --      $    9      $    6
Average amount of borrowings outstanding
  during the period (in millions) ...........    $   --      $   --      $ 1.62      $11.71      $ 5.87
Average number of shares outstanding during
  the period (in millions) ..................        --        1.03        2.41        5.38        3.37
Average per-share asset amount of borrowings
  outstanding during the period .............    $   --      $ 0.03      $ 0.67      $ 2.18      $ 1.74
</TABLE>
 
(A)  ON SEPTEMBER 16, 1996, THE FUND CEASED OPERATIONS AND MERGED ALL OF ITS NET
     ASSETS INTO PIPER FUNDS INC. II--ADJUSTABLE RATE MORTGAGE SECURITIES FUND
     VIA A TAX FREE REORGANIZATION.
(B)  TOTAL RETURN IS BASED ON THE CHANGE IN NET ASSET VALUE DURING THE PERIOD,
     ASSUMES REINVESTMENT OF ALL DISTRIBUTIONS AND DOES NOT REFLECT A SALES
     CHARGE.
(C)  DURING THE YEARS REFLECTED ABOVE, THE ADVISOR VOLUNTARILY WAIVED FEES AND
     EXPENSES. HAD THE FUND PAID ALL FEES AND EXPENSES, THE RATIOS OF EXPENSES
     AND NET INVESTMENT INCOME TO AVERAGE DAILY NET ASSETS WOULD HAVE BEEN AS
     FOLLOWS: 1.80%/4.77%, 1.75%/4.84%, 0.75%/5.34% AND 0.60%/5.08% FOR THE
     PERIOD ENDED SEPTEMBER 16, 1996, AND FISCAL YEARS 1996, 1995 AND 1994
     RESPECTIVELY. BEGINNING IN FISCAL 1996, THE EXPENSE RATIO REFLECTS THE
     EFFECT OF GROSS EXPENSES PAID INDIRECTLY BY THE FUND. PRIOR PERIOD EXPENSE
     RATIOS HAVE NOT BEEN ADJUSTED.
(D)  SECURITIES PURCHASED ON A WHEN-ISSUED BASIS FOR WHICH LIQUID, HIGH-GRADE
     DEBT OBLIGATIONS ARE MAINTAINED IN A SEGREGATED ACCOUNT ARE NOT CONSIDERED
     BORROWINGS.
(E)  COMMENCEMENT OF OPERATIONS WAS FEBRUARY 2, 1993.
(F)  ADJUSTED TO AN ANNUAL BASIS.
(G)  BASED ON AVERAGE SHARES OUTSTANDING DURING THE YEAR.
 
- --------------------------------------------------------------------------------
 
5  1996 Annual Report - Institutional Government Adjustable
<PAGE>
             Independent Auditors' Report
- --------------------------------------------------
 
                      THE BOARD OF DIRECTORS AND SHAREHOLDERS
                      PIPER INSTITUTIONAL FUNDS INC.:
 
                      We have audited the accompanying statement of operations
                      of Institutional Government Adjustable Portfolio (a fund
                      within Piper Institutional Funds Inc.) for the period from
                      July 1, 1996 to September 16, 1996, the related statements
                      of changes in net assets for the period from July 1, 1996
                      to September 16, 1996 and the year ended June 30, 1996 and
                      the financial highlights for the periods presented in note
                      6 to the financial statements. These financial statements
                      and the financial highlights are the responsibility of the
                      fund's management. Our responsibility is to express an
                      opinion on these financial statements and the financial
                      highlights 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 and the
                      financial highlights are free of material misstatement. An
                      audit includes examining, on a test basis, evidence
                      supporting the amounts and 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 provide
                      a reasonable basis for our opinion.
 
                      In our opinion, the financial statements and the financial
                      highlights referred to above present fairly, in all
                      material respects, the results of operations of
                      Institutional Government Adjustable Portfolio and the
                      changes in its net assets and the financial highlights for
                      the periods stated in the first paragraph above, in
                      conformity with generally accepted accounting principles.
 
                      As described in note 1 to the financial statements,
                      Institutional Government Adjustable Portfolio ceased
                      operations and merged all of its net assets into Piper
                      Funds Inc. II -Adjustable Rate Mortgage Securities Fund on
                      September 16, 1996.
 
                      KPMG Peat Marwick LLP
                      Minneapolis, Minnesota
                      November 27, 1996
 
- --------------------------------------------------------------------------------
 
6  1996 Annual Report - Institutional Government Adjustable
<PAGE>
             Directors and Officers
- --------------------------------------------------
 
                      DIRECTORS
                      David T. Bennett, CHAIRMAN, HIGHLAND HOMES, INC., USL
                          PRODUCTS, INC., KIEFER BUILT, INC., OF COUNSEL, GRAY,
                          PLANT, MOOTY, MOOTY & BENNETT, P.A.
                      Jaye F. Dyer, PRESIDENT, DYER MANAGEMENT COMPANY
                      William H. Ellis, PRESIDENT, PIPER JAFFRAY COMPANIES INC.,
                          PIPER CAPITAL MANAGEMENT INCORPORATED
                      Karol D. Emmerich, PRESIDENT, THE PARACLETE GROUP
                      Luella G. Goldberg, DIRECTOR, TCF FINANCIAL, RELIASTAR
                          FINANCIAL CORP., HORMEL FOODS CORP.
                      David A. Hughey, RETIRED EXECUTIVE VICE PRESIDENT AND
                          CHIEF ADMINISTRATIVE OFFICER OF DEAN WITTER
                          INTERCAPITAL INC. AND DEAN WITTER TRUST CO.
                      George Latimer, CHIEF EXECUTIVE OFFICER, NATIONAL EQUITY
                          FUNDS
 
                      OFFICERS
                      William H. Ellis, CHAIRMAN OF THE BOARD
                      Paul A. Dow, PRESIDENT
                      Robert H. Nelson, VICE PRESIDENT AND TREASURER
                      Susan Sharp Miley, SECRETARY
 
                      INVESTMENT ADVISER
                      Piper Capital Management Incorporated
                      222 SOUTH NINTH STREET, MINNEAPOLIS, MN 55402-3804
 
                      CUSTODIAN AND TRANSFER AGENT
                      Investors Fiduciary Trust Company
                      127 WEST 10TH STREET, KANSAS CITY, MO 64105-1716
 
                      LEGAL COUNSEL
                      Dorsey & Whitney LLP
                      220 SOUTH SIXTH STREET, MINNEAPOLIS, MN 55402
 
                      INDEPENDENT AUDITORS
                      KPMG Peat Marwick LLP
                      4200 NORWEST CENTER, MINNEAPOLIS, MN 55402
 
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7  1996 Annual Report - Institutional Government Adjustable


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