-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FHBT7MzvoH3o2TLBE/ESvuo/+LWdD43siONqv8qldjHF/A+EOAbubIqGk9gtYspx DfvJ5pOLoC26LgX4M5yHSA== 0000950146-96-002032.txt : 19961210 0000950146-96-002032.hdr.sgml : 19961210 ACCESSION NUMBER: 0000950146-96-002032 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961114 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN MORTGAGE INVESTORS TRUST CENTRAL INDEX KEY: 0000878774 STANDARD INDUSTRIAL CLASSIFICATION: 6798 IRS NUMBER: 136972380 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-23972 FILM NUMBER: 96662949 BUSINESS ADDRESS: STREET 1: 625 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2124215333 MAIL ADDRESS: STREET 1: 625 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 10-Q 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES - - --- EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1996 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE - - --- SECURITIES EXCHANGE ACT OF 1934 Commission File Number 0-23972 AMERICAN MORTGAGE INVESTORS TRUST (Exact names of registrant as specified in its governing instrument) Massachusetts 13-6972380 - - ------------------------------------- ------------------------------------ (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 625 Madison Avenue, New York, New York 10022 - - ---------------------------------------- -------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (212) 421-5333 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 ____ --- PART I Item 1. Financial Statements AMERICAN MORTGAGE INVESTORS TRUST BALANCE SHEETS (Unaudited) ASSETS
September 30, December 31, 1996 1995 ----------- ----------- Investments in loans (Note 2) $43,691,246 $39,497,133 Cash and cash equivalents 6,811,252 6,242,945 Investment in REMIC and GNMA Certificates and FHA Insured Project Loan (Note 3) 12,944,750 19,327,518 Organization costs (net of accumulated amortization of $32,500 and $25,000, respectively) 17,500 25,000 Deferred costs 17,164 70,988 Accrued interest receivable 513,018 354,026 ----------- ----------- Total assets $63,994,930 $65,517,610 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Accounts payable and accrued expenses $ 167,000 $ 83,855 Due to affiliates (Note 4) 1,260,471 919,121 ----------- ----------- Total liabilities 1,427,471 1,002,976 ----------- ----------- Commitments (Note 5) Shareholders' equity: Shares of beneficial interest; $.10 par value; 12,500,000 shares authorized; 3,991,248 and 3,934,423 shares issued and outstanding, respectively 399,125 393,443 Treasury stock; $.10 par value; 150,363 and 93,539 shares, respectively (15,036) (9,354) Additional paid-in capital 68,849,572 68,899,562 Accumulated deficit (6,527,555) (4,709,954) Net unrealized loss on marketable securities (Note 3) (138,647) (59,063) ----------- ----------- Total shareholders' equity 62,567,459 64,514,634 ----------- ----------- Total liabilities and shareholders' equity $63,994,930 $65,517,610 =========== ===========
See accompanying notes to financial statements -2- AMERICAN MORTGAGE INVESTORS TRUST STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended Nine Months Ended September 30, September 30, ------------------------- ------------------------- 1996 1995 1996 1995 ---------- ---------- ---------- ---------- Revenues: Interest income: Mortgage loans (Note 2) $ 690,911 $ 580,552 $2,086,545 $1,656,306 REMIC and GNMA Certificates and FHA Insured Project Loan (Note 3) 327,321 375,701 1,042,659 1,217,639 Temporary investments 61,093 127,301 186,346 403,088 ---------- ---------- ---------- ---------- Total revenues 1,079,325 1,083,554 3,315,550 3,277,033 ---------- ---------- ---------- ---------- Expenses: General and administrative 49,497 43,456 157,315 163,922 General and administrative - related parties (Note 4) 107,459 159,955 396,932 419,285 Realized (gain) loss on sale of REMICs and GNMAs and FHA Insured Project Loan (Note 3) 407,708 (1,932) 405,886 440,768 Amortization 2,500 2,500 7,500 7,500 ---------- ---------- ---------- ---------- Total expenses 567,164 203,979 967,633 1,031,475 ---------- ---------- ---------- ---------- Net income $ 512,161 $ 879,575 $2,347,917 $2,245,558 ========== ========== ========== ========== Net income per weighted average share $ .13 $ .22 $ .59 $ .57 ========== ========== ========== ==========
See accompanying notes to financial statements -3- AMERICAN MORTGAGE INVESTORS TRUST STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited)
Net Unrealized Shares of Loss on Beneficial Interest Treasury Stock Securities -------------------- ------------------- Additional Accumulated Available Shares Amount Shares Amount Paid-in Capital Deficit for Sale Total --------- -------- ------- ------- --------------- ----------- --------------- -------- Balance at January 1, 1996 3,934,423 $393,443 (93,539) $(9,354) $68,899,562 $(4,709,954) $(59,063) $64,514,634 Net Income 0 0 0 0 0 2,347,917 0 2,347,917 Distributions 0 0 0 0 0 (4,165,518) 0 (4,165,518) Purchase of Treasury Stock 0 0 (56,824) (5,682) (1,073,979) 0 0 (1,079,661) Issuance of shares of beneficial interest (Note 5) 56,825 5,682 0 0 1,073,989 0 0 1,079,671 Offering Costs 0 0 0 0 (50,000) 0 0 (50,000) Change in net unrealized loss on securities available for sale (Note 3) 0 0 0 0 0 0 (79,584) (79,584) --------- -------- -------- -------- ----------- ----------- --------- ----------- Balance at September 30, 1996 3,991,248 $399,125 (150,363) $(15,036) $68,849,572 $(6,527,555) $(138,647) $62,567,459 ========= ======== ======== ======== =========== =========== ========= ===========
See accompanying notes to financial statements. -4- AMERICAN MORTGAGE INVESTORS TRUST STATEMENTS OF CASH FLOWS (Unaudited)
Nine Months Ended September 30, ----------------------------- 1996 1995 ------------ ------------ Cash flows from operating activities: Net income $ 2,347,917 $ 2,245,558 ------------ ------------ Adjustments to reconcile net income to net cash provided by operating activities Amortization expense - organization costs 7,500 7,500 Amortization expense - loan premium and origination costs 358,046 310,795 Amortization of REMIC premium 19,523 18,286 Amortization of REMIC and GNMA and FHA Insured Project Loan discount (33,481) (41,539) Loss on sale of REMIC certificates 399,155 442,794 (Gain) loss on sale of GNMAs 5,253 (1,200) (Gain) loss on sale of FHA Insured Project Loan 1,478 (826) Changes in operating assets and liabilities: Increase in accrued interest receivable (158,992) (82,300) Increase in due to affiliates 291,350 573,734 Increase (decrease) in accounts payable and accrued expenses 83,145 (57,753) ------------ ------------ Total adjustments 972,977 1,169,491 ------------ ------------ Net cash provided by operating activities 3,320,894 3,415,049 ------------ ------------ Cash flows provided by (used in) investing activities: Investments in loans (4,629,892) (4,020,997) Purchase of FHA Insured Project Loan 0 (3,374,677) Proceeds from sale of REMIC Certificates 4,940,625 4,092,188 Principal repayments of loans 131,568 122,051 Principal repayment of GNMA 70,802 65,177 Principal repayments of REMIC 866,765 781,290 Principal repayments of FHA Insured Project Loan 33,064 26,905 Increase in deferred costs (11) (2,759) Origination costs 0 (76,697) ------------ ------------ Net cash provided by (used in) investing activities 1,412,921 (2,387,519) ------------ ------------ Cash flows used in financing activities: Increase (decrease) in due to affiliates 50,000 (98,617) Distributions to shareholders (4,165,518) (4,162,792) Proceeds from issuance of shares of beneficial interest 1,079,671 1,086,928 Purchase of treasury stock (1,079,661) (1,404,178) Increase in offering costs (50,000) (2,815) ------------ ------------ Net cash used in financing activities (4,165,508) (4,581,474) ============ ============
-5- AMERICAN MORTGAGE INVESTORS TRUST STATEMENTS OF CASH FLOWS (continued) (Unaudited)
Nine Months Ended September 30, ---------------------------- 1996 1995 ------------ ------------ Net increase (decrease) in cash and cash equivalents 568,307 (3,553,944) Cash and cash equivalents at beginning of period 6,242,945 12,285,691 ------------ ------------ Cash and cash equivalents at end of period $ 6,811,252 $ 8,731,747 ============ ============ Supplemental schedule of non cash financial activities: Decrease in offering costs (value of shares issued to Advisor) $ 0 $ 2,538 Treasury Stock (return of shares issued to Advisor) 0 (2,538) Decrease in deferred costs 53,835 85,104 Increase in investments in loans (53,835) (46,755) Increase in investment in REMIC and GNMA Certificates and FHA Insured Project Loan 0 (38,349) ------------ ------------ $ 0 $ 0 ============ ============
See accompanying notes to financial statements -6- AMERICAN MORTGAGE INVESTORS TRUST NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1996 (Unaudited) NOTE 1 - General American Mortgage Investors Trust (the "Company") was formed on June 11, 1991 as a Massachusetts business trust for the primary purpose of investing in government-insured mortgages and guaranteed mortgage-backed certificates. The Company is electing to be treated as a real estate investment trust ("REIT") under the Internal Revenue Code of 1986, as amended. The Company issued 10,000 shares of beneficial interest at $20 per share in exchange for $200,000 cash from Related AMI Associates, Inc., the current advisor to the Company (the "Advisor"). On March 29, 1993, the Company commenced a public offering (the "Offering") through Related Equities Corporation, (the "Dealer Manager") an affiliate of the Advisor, and other broker-dealers on a "best efforts" basis, for up to 10,000,000 of its shares of beneficial interest at an initial offering price of $20 per share. The Offering terminated as of November 30, 1994. As of November 30, 1994, a total of 3,809,601 shares had been sold to the public, either through the Offering or the Company's dividend reinvestment plan (the "Reinvestment Plan"), representing Gross Proceeds (the "Gross Proceeds") of $76,192,021 (before volume discounts of $40,575). Pursuant to the Redemption Plan which became effective November 30, 1994, the Company is required to redeem eligible shares presented for redemption for cash to the extent it has sufficient net proceeds from the sale of shares under the Reinvestment Plan. After November 30, 1994, 133,166 shares were sold through the Reinvestment Plan, the proceeds of which are restricted for use in connection with the Redemption Plan and are not included in gross proceeds. Pursuant to the Redemption Plan as of September 30, 1996 150,191 shares were redeemed for an aggregate price of $2,856,065. Since 16,931 shares were redeemed from proceeds from the Reinvestment Plan before the termination of the Offering the proceeds available for future investment have been reduced by $319,987. In addition, during the Offering, the Advisor received 38,481 restricted shares (including 717 from the Reinvestment Plan) which the Advisor has valued at $14.75 per share, pursuant to the terms of the Offering. As a result of the shares being redeemed the Advisor was required to return 172 shares as of September 30, 1996. The Company has invested principally in two types of mortgage investments ("Mortgage Investments"), new mortgage loans originated by or on behalf of the Company or by other lenders and sold to the Company prior to the loans being fully funded and also Ginnie Mae mortgage-backed securities and pass-through certificates ("Originated Mortgages") and existing mortgage loans that it acquires ("Acquired Mortgages") on multifamily residential rental properties ("Developments"). No more than 7% of the Net Proceeds may be invested in non-interest bearing uninsured loans made directly to developers or sponsors of Developments (or the general partners or other principals of the owner of the Developments) with respect to which the Company holds a mortgage ("Additional Loans"). As of September 30, 1996, all of the total Net Proceeds available for investment had been invested in permanent Mortgage Investments. As of September 30, 1996, of the total Net Proceeds available for investment, 84.9% had been invested in Originated Mortgages (including 6.32% in Additional Loans) and 15.1% had been invested in Acquired Mortgages. The Company also invests in REMICs and in CMOs or participations therein that are backed by single family and/or multifamily mortgage loans insured by FHA or mortgage certificates guaranteed by Ginnie Mae, Fannie Mae or Freddie Mac. Management of the Company has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosures of contingent assets and liabilities to prepare these financial statements in conformity with generally accepted accounting principals. Actual results could differ from those estimates. -7- AMERICAN MORTGAGE INVESTORS TRUST NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1996 (Unaudited) NOTE 1 - General (continued) The unaudited financial statements have been prepared on the same basis as the audited financial statements included in the Company's Form 10-K for the year ended December 31, 1995. In the opinion of the Advisor, the accompanying unaudited financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the financial position of the Company as of September 30, 1996, the results of operations for the three and nine months ended September 30, 1996 and 1995 and its cash flows for the nine months ended September 30, 1996 and 1995. However, the operating results for the three and nine months ended September 30, 1996 may not be indicative of the results for the year. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 1995. -8- AMERICAN MORTGAGE INVESTORS TRUST NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1996 (Unaudited) NOTE 2 - Investments in Loans The Company originally funded five Originated Mortgages (excluding GNMAs-see Note 3), five noninterest bearing Additional Loans and two additional loan-bridge loans in the aggregate amount of $42,852,610. Information relating to investments in Originated Mortgages (excluding GNMAs-see Note 3) and Additional Loans as of September 30, 1996 is as follows: Investments in loans, January 1, 1996 $39,497,133 Additions: Columbiana Originated Mortgage 8,683,000 Columbiana Originated Mortgage - unadvanced (666,871) ---------- Columbiana total advanced 8,016,129 Columbiana advanced in 1995 and 1994 (7,552,100) ---------- Columbiana-advanced in 1996 464,029 Columbiana - loan origination costs 5,395 ----------- Stonybrook Originated Mortgage 8,500,000 Stonybrook Originated Mortgage - unadvanced (3,723,928) ---------- Stonybrook total advanced 4,776,072 Stonybrook advanced in 1995 (610,209) ---------- Stonybrook-advanced in 1996 4,165,863 Stonybrook - loan origination costs 48,440 ----------- 44,180,860 ----------- Deductions: Amortization of Additional Loans (279,687) Amortization of loan origination costs (78,359) Collection of principal - Cove (34,695) - Oxford (47,706) - Town and Country (49,167) ----------- (489,614) ----------- Investments in loans, September 30, 1996 $43,691,246 =========== -9- AMERICAN MORTGAGE INVESTORS TRUST NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1996 (Unaudited) NOTE 2 - Investments in Loans Information relating to investments in Originated Mortgages (Excluding GNMAs-see Note 3) and Additional Loans as of September 30, 1996 is as follows:
Amounts Advanced --------------------------------------------- Date of Total Total Amounts Investment\Final Equity Bridge Mortgage Amounts Amounts Advanced & Property Description Maturity Date Loans Loans Loans Advanced Unadvanced Unadvanced - - ------------------------------------------------------------------------------------------------------------------------------- The Cove Apts 308 Dec-93 $840,500 $84,210 $6,800,000 $7,724,710 $0 $7,724,710 Houston, TX Apartment Jan-29 (D) (A) Units (E) Oxford on 405 Dec-93 1,156,000 115,790 9,350,000 10,621,790 0 10,621,790 Greenridge Apartment Jan-29 (D) Apts Units (E) Houston, TX (A) Town & 330 Apr-94 1,039,000 NONE 9,348,000 10,387,000 0 10,387,000 Country IV Apartment May-29 Apts Units (F) Urbana, IL (B) Columbiana 204 Apr-94 563,000 NONE 8,016,129 8,579,129 666,871 9,246,000 Lakes Apts Apartment Nov-35 Columbia, SC Units (G) (C) Stony Brook 125 Dec-95 763,909 NONE 4,776,072 5,539,981 3,723,928 9,263,909 Village II Apts. Apartment Jun-37 East Haven, CT Units (G) ---------------------------------------------------------------------------- (H) Total $4,362,409 $200,000 $38,290,201 $42,852,610 $4,390,799 $47,243,409 ============================================================================
Interest Earned Loan Final Balance Final Balance by the Outstanding Origination Accumulated At September At Decemter Company Less 1996 Net Interest Property Loan Balance Costs Amortization 30,1996 31, 1995 for 1996 Amortization Earned - - ----------------------------------------------------------------------------------------------------------------------------------- The Cove Apts $7,525,625 $444,215 $282,628 $7,687,212 $7,797,927 $453,618 $76,020 $377,598 Houston, TX Oxford on 10,348,047 610,814 388,695 10,570,166 10,722,421 638,249 104,549 533,700 Greenridge Apts Houston, TX Town & 10,242,529 603,895 284,759 10,561,665 10,698,339 618,822 87,507 531,315 Country IV Apts Urbana, IL Columbiana 8,579,129 529,803 134,964 8,973,968 8,546,769 507,121 42,225 464,896 Lakes Apts Columbia, SC Stony Brook 5,539,981 408,908 50,654 5,898,235 1,731,677 226,781 47,745 179,038 Village II Apts East Haven, CT ------------------------------------------------------------------------------------------------------------------- Total $42,235,311 $2,597,635 $1,141,700 $43,691,246 $39,497,133 $2,444,591 $358,046 $2,086,547 ===================================================================================================================
(A) The interest rates for The Cove and Oxford are 7.625%-9.129% during the permanent loan period. In addition to the interest rate during the permanent loan period the Company will be entitled to 30% of the cash flow remaining after payment of 9.129% interest and accrued interest, if any. Payments at the rate of 9.129% are guaranteed by the developer for three years after closing of the loans. (B) The interest rates for Town and Country are 7.375%-9.167% during the permanent loan period. In addition to the interest rate during the permanent loan period, the Company will be entitled to 30% of the cash flow remaining after payment of 9.167% interest. (C) The interest rates for Columbiana are 7.9%-8.678% during the permanent loan period and 7.4% during the construction period. In addition to the interest rate during the permanent loan period, the Company will be entitled to 25% of the cash flow remaining after payment of 8.678% interest. (D) Bridge loans were repaid in full on April 7, 1994. (E) The Originated Mortgages have terms of 35 years, subject to mandatory prepayment at any time after 10 years and upon one year's notice. (F) The Originated Mortgage has a term of 35 years, subject to mandatory prepayment at any time after 12 years and upon one year's notice. (G) The Originated Mortgage has a term of 40 years, subject to mandatory prepayment at any time after 10 years and upon one year's notice. (H) The interest rates for Stony Brook are 7.75%-9.128% during the permanent loan period and 8.625% during the construction period. In addition to the interest rate during the permanent loan period, the Company will be entitled to 40% of the cash flow remaining after payment of 9.128% interest. -10- AMERICAN MORTGAGE INVESTORS TRUST Total NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1996 (Unaudited) NOTE 3 - Investment in REMIC and GNMA Certificates and FHA Insured Project Loan Originated Mortgages - - -------------------- GNMA Certificates ----------------- The Company used a portion of the Net Proceeds of its Offering to purchase three Ginnie Mae Guaranteed FHA Insured Project Loan Backed Certificates from unaffiliated third parties. The full amount of the purchase price of each of the GNMA Certificates was allocated as a permanent Originated Mortgage. The table set forth below outlines pertinent information relating to the GNMA Certificates. Acquired Mortgages - - ------------------ REMIC Certificates ------------------ The Company used a portion of the Net Proceeds of its Offering to purchase six REMIC Certificates from unaffiliated third parties. Except as set forth in the notes to the table, each of the REMIC Certificates was purchased as a permanent Acquired Mortgage. The table set forth below outlines pertinent information relating to the REMIC Certificates. FHA Insured Project Loan ------------------------ The Company used a portion of the Net Proceeds of its Offering to purchase a FHA Insured Project Loan from an unaffiliated third party. The full amount of the purchase price was allocated as a permanent Acquired Mortgage. The table set forth below outlines pertinent information relating to the FHA Insured Project Loan. Information relating to investments in REMIC and GNMA Certificates and FHA Insured Project Loan as of September 30, 1996: Investments in REMIC and GNMA Certificates and FHA Insured Project Loan - January 1, 1996 $19,327,518 Additions: Amortization of Discount 33,481 ----------- 19,360,999 =========== -11- AMERICAN MORTGAGE INVESTORS TRUST NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1996 (Unaudited) NOTE 3 - Investment in REMIC and GNMA Certificates and FHA Insured Project Loan (continued) Deductions: Principal Repayments (Sales) of GNMA (70,802) Principal Repayments (Sales) of REMIC (866,765) Principal Repayments (Sales) of FHA Insured Project Loan (33,064) Proceeds from sale of REMIC Certificates (4,940,625) Loss on Sale of REMIC Certificates (399,155) Loss on Sale of GNMAs (5,253) Loss on Sale of FHA Insured Project Loan (1,478) Amortization of REMIC Premium (19,523) ----------- (6,336,665) ----------- Amortized Cost at September 30, 1996 (including unrealized loss at December 31, 1995) 13,024,334 Change in net unrealized loss on securities available for sale (79,584) ----------- Fair value at September 30, 1996 $12,944,750 =========== -12- AMERICAN MORTGAGE INVESTORS TRUST NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1996 (Unaudited) NOTE 3 - Investment in REMIC and GNMA Certificates and FHA Insured Project Loan (continued) Information relating to investments in REMIC and GNMA Certificates and FHA Insured Project Loan as of September 30, 1996, is as follows:
Date Original Loan Purchased Purchase Premium Accumulated Origination /Final Stated Price Principal (Discount) Acceleration Costs Certificate Payment Interest Including at Sept. at Sept. at Sept. at Sept. Seller Number Date Rate Prem/(Disc) 30, 1996 30, 1996 30, 1996 30, 1996 - - ------ ----------- ---------- -------- ----------- ----------- ----------- ------------- ------------ GNMA Certificates - - ----------------- Bear Stearns 0355540 7/27/94 7.125% $ 2,407,102 $ 2,613,610 $(241,759) $44,266 $ 80,859 3/15/29 Malone Mortgage 0382486 7/28/94 8.500% 2,197,130 2,183,595 (8,188) 1,566 74,162 8/15/29 Goldman Sachs 0328502 7/29/94 8.250% 3,928,615 3,800,620 (3,561) 741 129,446 7/15/29 REMIC Certificates - - ------------------ Bear Stearns 1992-17G(1) 8/27/93 6.500% 10,160,938 0 0 0 0 Sold (1) Bear Stearns G-024C(2) 10/26/93 4.850% 4,838,600 0 0 0 0 Sold (3) Meridan Capital Markets 1292ZA(3) 10/25/94 5.750% 1,721,291 512,950 (5,290) 5,290 17,306 6/15/97 Meridan Capital Markets 1992-153A(3) 10/25/94 5.250% 258,357 82,968 (1,763) 1,763 2,768 9/25/97 Meridan Capital Markets 1580A(3) 10/27/94 6.500% 742,538 276,486 (1,901) 1,901 9,361 9/15/98 Meridan Capital Markets 1258C(3) 11/9/94 7.350% 269,658 53,443 200 (200) 1,828 5/15/04 FHA Insured Loan Project - - ------------------------ Donaldson, Lufkin & Jenrette 092-11005 1/3/95 8.600% 3,374,679 3,419,771 (113,280) 31,718 112,721 4/1/19 ----------- ----------- --------- ------- -------- Total $29,898,908 $12,943,443 $(375,542) $87,045 $428,451 =========== =========== ========= ======= ========
Interest Unrealized Final Final Earned Gain (Loss) Balance Balance by the Net at Sept. at Sept. at Dec. Company 1996 Interest Seller 30, 1996 30, 1996 31, 1995 for 1996 Amortization Earned - - ------ ------------ ---------- ----------- ------------ -------------- ---------- GNMA Certificates - - ----------------- Bear Stearns $ 7,394 $ 2,504,370 $ 2,628,912 $ 140,120 $15,365 $ 155,485 Malone Mortgage (34,785) 2,216,350 2,268,623 139,442 543 139,985 Goldman Sachs (103,466) 3,823,780 3,966,233 236,508 258 236,766 REMIC Certificates - - ------------------ Bear Stearns 0 0 5,098,406 230,357 (19,523) 210,834 Bear Stearns 0 0 0 0 0 0 Meridan Capital Markets (18,589) 511,667 1,013,800 31,871 2,076 33,947 Meridan Capital Markets (3,339) 82,397 151,388 4,526 666 5,192 Meridan Capital Markets (8,756) 277,091 470,090 18,404 906 19,310 Meridan Capital Markets (1,945) 53,326 158,324 5,938 0 5,938 FHA Insured Loan Project - - ------------------------ Donaldson, Lufkin & Jenrette 24,839 3,475,769 3,571,742 221,535 13,667 235,202 ---------- ----------- ----------- ---------- ------- ---------- Total $(138,647) $12,944,750 $19,327,518 $1,028,701 $13,958 $1,042,659 ========== =========== =========== ========== ======= ==========
-13- AMERICAN MORTGAGE INVESTORS TRUST NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1996 (Unaudited) NOTE 3 - Investment in REMIC and GNMA Certificates and FHA Insured Project Loan (continued) (1) On October 15, 1993 the Company allocated $5,000,000 of the principal face value as an Acquired Mortgage based on the expectation that a majority of the investment would be held for at least two years. Based on such allocation, compensation was paid to the Advisor. The Advisor has undertaken to reimburse the Company for any compensation paid to it which is attributable to the portion of any REMIC Certificate which is sold to support the Company's distribution policy (the "Advisor's Reimbursement Undertaking"). On November 4, 1993 and February 1, 1994, the Company sold $200,000 and $200,000 respectively, of the REMIC Certificate and the Advisor has reimbursed the Company for the fees previously paid and the trading loss incurred with respect to the portions of the REMIC Certificate which were sold. On March 30, 1995, the Company sold $4,500,000 of the temporary portion at the discounted price of 90.9375% or $4,092,188. The realized loss on this sale was $447,472. Also on August 15, 1996, the Company sold the remaining balance of the temporary and permanent portions of the REMIC Certificate which totaled $5,100,000. The realized loss on this sale was $328,895. The REMIC Certificate represented a beneficial ownership interest in Fannie Mae REMIC Trust 1992-17. The assets of the trust consisted primarily of interests in a separate trust which holds Fannie Mae Guaranteed Pass-Through Certificates (the "MBS Certificates"), each of which represents a beneficial interest in a pool of first lien, fixed-rate residential mortgage loans (the "Mortgage Loans"). The Company was entitled to monthly interest payments on the outstanding principal amount of the REMIC Certificate. (2) Represents an FHLMC Mortgage Participation Certificate. On May 4, 1994 the Company allocated $2,419,300 of the principal face value as an Acquired Mortgage based on the expectation that a majority of the investment would be held for at least two years. Based upon such allocation, compensation was paid to the Advisor. On May 5, 1994 the Company sold $1,000,000 of the permanent portion of the Mortgage Participation Certificate and on October 11, 1994 the Company sold the remaining balance of the temporary and permanent portions of the Mortgage Participation Certificate which totaled $3,838,600. Pursuant to the Advisor's Reimbursement Undertaking, the Advisor has reimbursed the Company for the fees previously paid and the trading loss incurred with respect to the permanent investment portion of the certificate which was sold. A loss of $297,836 was recorded on these sales in 1994. (3) Purchased as a permanent investment using a portion of the proceeds from the sale of FHLMC REMIC Certificate #G-024C. See (2) above. -14- AMERICAN MORTGAGE INVESTORS TRUST NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1996 (Unaudited) NOTE 3 - Investment in REMIC and GNMA Certificates and FHA Insured Project Loan (continued) The amortized cost, unrealized gain (loss) and fair value for the investment in REMIC and GNMA Certificates and FHA Insured Project Loan at September 30, 1996 and December 31, 1995 are as follows:
Unrealized Unrealized Amortized Gain Fair Amortized Gain Fair Cost at (Loss) at Value at Cost at (Loss) at Value at September September September December December December Security 30, 1996 30, 1996 30, 1996 31,1995 31, 1995 31, 1995 - - -------- ----------- ---------- ----------- ----------- --------- ----------- FHA Insured Project Loan $ 3,450,930 $ 24,839 $ 3,475,769 $ 3,471,806 $ 99,936 $ 3,571,742 Fannie Mae REMICs 85,736 (3,339) 82,397 5,450,047 (200,253) 5,249,794 Federal Home Loan REMICs 871,374 (29,290) 842,084 1,729,483 (87,269) 1,642,214 Ginnie Mae Certificates 8,675,357 (130,857) 8,544,500 8,735,245 128,523 8,863,768 ----------- ---------- ----------- ----------- --------- ----------- $13,083,397 $ (138,647) $12,944,750 $19,386,581 $ (59,063) $19,327,518 =========== ========== =========== =========== ========= ===========
The change in the unrealized loss for the nine months ended September 30, 1996 and the year ended December 31, 1995 were as follows: Unrealized loss at December 31, 1994 $(2,631,197) Sale of securities during the year ended December 31, 1995 included in unrealized loss at December 31, 1994 887,415 Unrealized gain on securities purchased during the year ended December 31, 1995 99,936 Unrealized gain on securities held at December 31, 1995 and 1994 1,584,783 ----------- Unrealized loss at December 31, 1995 (59,063) Sale of securities during the nine months ended September 30, 1996 included in unrealized loss at December 31, 1995 236,250 Unrealized loss on securities held at September 30, 1996 and December 31, 1995 (315,834) ----------- Unrealized loss at September 30, 1996$ (138,647) ----------- -15- AMERICAN MORTGAGE INVESTORS TRUST NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1996 (Unaudited) NOTE 3 - Investment in REMIC and GNMA Certificates and FHA Insured Project Loan (continued) For the nine months ended September 30, 1996, proceeds from the sale of REMICs were $4,940,625 from the August 15, 1996 sale. The realized loss on this sale in the amount of $328,895 (including acquisition fees and expenses) in addition to losses of $76,991 (including acquisition fees and expenses) on principal repayments of REMICs GNMAs and FHA Insured Project Loans, resulted in a net loss of $405,886 for the nine months ended September 30, 1996. NOTE 4 - Related Party Transactions The Company has entered into an agreement with Related AMI Associates, Inc. to act as the advisor to the Company. In accordance with the Agreement, the Advisor will receive compensation consisting primarily of (i) compensation in connection with the organization and start-up of the Company and the Company's investment in the Mortgage Investments; (ii) asset management fees calculated on a percentage of total assets invested by the Company which totaled $99,332 and $90,050 for the three months ended September 30, 1996 and 1995, and $279,522 and $256,656 for the nine months ended September 30, 1996 and 1995, respectively, such amounts are included in due to affiliates; (iii) a subordinated incentive fee based on the economic gain on the sale of Mortgage Investments; (iv) an amount, payable in shares of the Company which, after issuance, will equal 1% of all shares of the Company issued during the offering period or pursuant to the Company's Reinvestment Plan as compensation for services rendered. During the Offering the Advisor received 38,481 shares, in addition to the 10,000 shares purchased, however as a result of the shares being redeemed the Advisor was required to return 172 shares. (As of September 30, 1996 and December 31, 1995 shares received by the Advisor totaled 38,309 at a total value of $565,058 ($14.75 per share)); (v) acquisition expense allowance and acquisition fees calculated on a percentage of the Gross Proceeds applicable to the origination of Originated Mortgages and related Additional Loans and the acquisition of Acquired Mortgages and Additional Loan; (acquisition fees and acquisition expense allowance approximated $2,545,000 and $718,000 at September 30, 1996 and $2,545,000 and $664,000 at December 31, 1995); and (vi) certain other fees. In addition to the costs, fees and expenses discussed above, the Company will reimburse affiliates of the Advisor for certain administrative and other cost incurred on behalf of the Company. The costs and expenses incurred for the three months ended September 30, 1996 and 1995 were $8,127 and $69,905, and for the nine months ended September 30, 1996 and 1995 were $117,410 and $162,630 respectively. The Company paid commissions of up to 6% of the aggregate purchase price of shares sold, subject to quantity discounts, as well as a non-accountable due diligence expense reimbursement in an amount up to .5% of Gross Proceeds to certain broker-dealers selected by the Dealer Manager and approved by the Advisor. The Dealer Manager received commissions of 6% of the aggregate purchase price of shares sold through the Reinvestment Plan during the Offering. At September 30, 1996 and December 31, 1995, the Company has paid $4,943,069 of commissions and due diligence to broker-dealers (including $98,655 to the Dealer Manager). In order to minimize the possible adverse effects of the Company's investment and distribution policy of attempting to maintain stable distributions to shareholders during the offering and acquisition stages, the Company has made the following undertakings: (a) the Advisor has agreed not to retain acquisition fees or loan disposition fees with respect to any portion of REMICs or CMOs which are sold pursuant to the distribution policy; such fees totaled $96,112 as of September 30, 1996 and December 31, 1995; (b) the Advisor has agreed to contribute to the Company funds equal to the amount by which all trading losses exceed the gains resulting from the sale of REMICs and CMOs investments to supplement the distribution policy; such funds totaled $97,221 as of September 30, 1996 and December 31, 1995; and (c) the Company has agreed to limit the total amount which can be returned to investors from the early sale of investments to support the distributions policy to less than 3% of the Gross Proceeds. -16- AMERICAN MORTGAGE INVESTORS TRUST NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1996 (Unaudited) NOTE 5 - Subsequent Events On November 14, 1996, a distribution of $1,385,021 and $17,656 will be paid to the Investors and the Advisor, respectively, representing the 1996 third quarter distribution. The distribution will be funded from cash collections of debt service payments and interest income through approximately the distribution date, November 14, 1996. Pursuant to the Redemption Plan, it is anticipated that in November 1996, the Company will redeem approximately 18,747 shares for an aggregate price of $356,200 ($19 per unit). -17- Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Liquidity and Capital Resources - - ------------------------------- The Company issued 10,000 shares of beneficial interest at $20 per share in exchange for $200,000 cash from Related AMI Associates, Inc., the Advisor to the Company. As of November 30, 1994, the Company had received $76,192,021 (before volume discounts of $40,575) in Gross Proceeds from the sale of 3,738,613 shares pursuant to the Offering and 70,988 shares through the Reinvestment Plan resulting in Net Proceeds available for investment of approximately $69,334,743 after volume discounts, payments of sales commissions and organization and offering expenses. Pursuant to the Redemption Plan which became effective November 30, 1994, the Company is required to redeem eligible shares presented for redemption for cash to the extent it has sufficient net proceeds from the sale of shares under the Reinvestment Plan. After the effective date, 133,166 shares were sold through the Reinvestment Plan, the proceeds of which are restricted for use in connection with the Redemption Plan and are not included in gross proceeds. Pursuant to the Redemption Plan as of September 30, 1996, the Company redeemed 150,191 shares for an aggregate price of $2,850,065. Since 16,931 shares were redeemed from proceeds from the reinvestment plan before the termination of the Offering the proceeds available for future investment have been reduced by $319,987. During the Offering, the Advisor had received 38,481 shares, pursuant to the terms of the Offering and Reinvestment Plan in addition to the 10,000 shares purchased by the Advisor. As a result of the shares being redeemed the Advisor was required to return 172 shares as of September 30, 1996. During the nine months ended September 30, 1996, cash and cash equivalents increased approximately $568,000 primarily due to proceeds from the sale of REMIC Certificates ($4,941,000), cash provided by operating activities ($3,321,000) and principal repayments of loans, GNMAs, REMICs and FHA Insured Project Loan ($1,102,000), which exceeded distributions to shareholders ($4,166,000) and an increase in investment in loans ($4,630,000). Included in the adjustments to reconcile the net income to cash flow from operations is net amortization in the amount of $352,000. The Company has utilized the Net proceeds of the Offering primarily to make or invest in Originated Mortgages and Acquired Mortgages. The Company has also invested in uninsured Additional Loans made directly to the developers or sponsors of Developments provided that not more than an aggregate of 7% of the Net Proceeds raised in the Offering were invested in Additional Loans. As of September 30, 1996, of the total Net Proceeds available for investment, 84.9% had been invested in Originated Mortgages (including 6.32% in Additional Loans) and 15.1% in Acquired Mortgages. As of September 30, 1996, all of Net Proceeds available for investment had been invested in permanent Mortgage Investments. As of September 30, 1996, the Company had funded five Originated Mortgages (excluding GNMAs-see below) in an aggregate amount of $38,490,201 and five non-interest bearing Additional Loans in the aggregate amount of $4,362,409 in connection with the permanent financing provided on five Developments. In 1993, the Company made investments in two REMIC Certificates in the aggregate amount of $14,999,538, which were sold during 1993, 1994, 1995 and 1996. In 1994, the Company acquired (i) three Ginnie Mae Guaranteed FHA Insured Project Loan Backed Certificates in the aggregate amount of $8,532,847 and (ii) three FHLMC REMIC Certificates and one Fannie Mae Mortgage Guaranteed REMIC Certificate in the aggregate amount of $2,991,844. In 1995, the company acquired a FHA Insured Project Loan in the aggregate amount of $3,374,679. Unrealized losses on REMIC and GNMA and FMA Insured Project Loan investments included in shareholders' equity pursuant to Statement of Financial Accounting Standards No. 115 aggregated $138,647 at September 30, 1996. This represents an increase of $79,584 from December 31, 1995 of which a decrease of $236,250 is attributable to the sale of securities (which resulted in a realized loss of $405,866) and an increase of $315,834 is attributable to a decrease in market prices for the investments held at September 30, 1996 and December 31, 1995. As of November 5, 1996, the unrealized loss was approximately $23,000. The yield on the REMIC and GNMA Certificates will depend, in part, upon the rate and timing of principal prepayments on the underlying mortgages in the asset pool. Generally, as market interest rates decrease, mortgage prepayment rates increase and the market value of interest rate sensitive obligations like the REMIC and -18- GNMA Certificates increases. As market interest rates increase, mortgage prepayment rates tend to decrease and the market value of interest rate sensitive obligations like the REMICs and GNMAs tends to decrease. The effect of prepayments on yield is greater the earlier a prepayment of principal is received. Due to the complexity of the REMIC structure and the uncertainty of future economic and other factors that affect interest rates and mortgage prepayments, it is not possible to predict the effect of future events upon the yield to maturity or the market value of the REMIC and GNMA Certificates upon any sale or other disposition or whether the Company, if it chose to, would be able to reinvest proceeds from prepayments at favorable rates relative to the coupon rate. The Company intends to continue to invest the Net Proceeds (including the portion of reinvested dividends not used for the Redemption Plan) in Mortgage Investments. Unadvanced amounts will be invested in temporary investments. The Company expects that cash generated from the Company's investments will be sufficient to pay all of the Company's expenses in the foreseeable future. Initially, liquidity was based upon the proceeds raised from the Offering. Subsequent to the offering period, which terminated as of November 30, 1994, the Company's liquidity is based primarily on interest received from permanent Mortgage Investments and interest on unadvanced amounts from Originated Mortgages. In order to qualify as a REIT under the Internal Revenue Code, as amended, the Company must distribute at least 95% of its taxable income. For a description of the Company's investments in Originated Mortgages, REMIC and GNMA Certificates and FHA Insured Project Loan see Notes 2 and 3 of Notes to Financial Statements. Results of Operations - - --------------------- Results of operations for the three and nine months ended September 30, 1996 and 1995, primarily consists of interest income from Originated Mortgages, REMIC Certificates, FHA Insured Project Loan and temporary investments less administrative, realized gains and losses on sale REMICs and FNMAs and FHA Insured Project Loan and amortization expenses. The total of the annual operating expenses of the Company may not exceed the greater of (i) 2% of the Average Invested Assets of the Company or (ii) 25% of the Company's Net Income, unless such excess is approved by the Independent Trustees. On an annualized basis there was no excess for the three and nine months ended September 30, 1996 and 1995. Results of operations for the three and nine months ended September 30, 1996 and 1995 consist primarily of interest income of approximately $691,000 and $2,087,000, and $581,000 and $1,656,000 earned on Originated Mortgages (excluding GNMAs), respectively, approximately $327,000 and $1,043,000, and $376,000 and $1,218,000 earned from investments in REMIC and GNMA Certificates and FHA Insured Project Loan, respectively, and approximately $61,000 and $186,000, and $127,000 and $403,000 earned from temporary investments, respectively. The increase in interest income from Originated Mortgages (excluding GNMAs) of approximately $110,000 and $430,000 for the three and nine months ended September 30, 1996 compared to the three and nine months ended September 30, 1995 is due to the addition of the Stony Brook Originated Mortgage in December 1995 and additional advances on the Columbiana Originated Mortgage since September 30, 1995. The decrease in interest income from REMIC and GNMA Certificates and FHA Insured Project Loan of approximately $48,000 and $175,000 for the three and nine months ended September 30, 1996 compared to the three and nine months ended September 30, 1995 is primarily due to the sale of a portion of one of the REMICs in March 1995 and the sale of one REMIC in August 1996 as well as decreased principal balances as a result of principal payments. The decrease in interest income from temporary investments of approximately $66,000 and $217,000 for the three and nine months ended September 30, 1996 compared to the three and nine months ended September 30, 1995 is primarily due to a decrease in uninvested proceeds earning interest in 1996. -19- The increase in general and administrative expenses of approximately $6,000 for the three months ended September 30, 1996 compared to 1995 is primarily due to an increase in legal expenses. The decrease in general and administrative-related parties expenses of approximately $52,000 and $22,000 for the three and nine months ended September 30, 1996 compared to the three and nine months ended September 30, 1995 is primarily attributable to an increase in asset management fees as a result of additional loan advances to Columbiana and Stonybrook and a decrease in reimbursements to affiliates of the Advisor for certain administrative and other costs incurred on behalf of the Company. The increase and decrease in the realized loss on sale of REMICs and GNMAs and FHA Insured Project Loan of approximately $410,000 and 35,000 irrespectively, for the three and nine months ended September 30, 1996 as compared to the three and nine months ended September 30, 1995 is primarily due to the sale of a portion of a REMIC in March 1995 and August 1996. The realized losses on these sales were $447,472 and $328,895, respectively (including acquisition fees and expenses on the August 1996 Sale). Distribution Policy - - ------------------- The Company has adopted a policy of attempting to maintain stable distributions to shareholders during the offering and acquisition stages of the Company. In order to accomplish this result, it has disposed of, and may be required to continue to dispose of a portion of the CMOs and REMICs during this period. The effect of this policy has been the following: (a) a portion of the distributions have constituted, and will continue to constitute, a return of capital; (b) earlier investors' returns from an investment in the Company will be greater than later investors' returns; and (c) there will be a decrease in funds remaining to be invested in Mortgage Investments. In order to minimize the possible adverse effects of the investment and distribution policy described above, the Company has made the following undertakings: (a) the Advisor has agreed not to retain acquisition fees or loan disposition fees with respect to any portion of REMICs or CMOs which are sold pursuant to the distribution policy; such fees totaled $96,112 as of September 30, 1996 and December 31, 1995; (b) the Advisor has agreed to contribute to the Company funds equal to the amount by which all trading losses exceed the gains resulting from the sale of REMIC and CMO investments to supplement the distribution policy; such funds totaled $97,221 as of September 30, 1996 and December 31, 1995; and (c) the Company has agreed to limit the total amount which can be returned to investors from the early sale of investments to support the distributions policy to less than 3% of the Gross Proceeds. During the nine months ended September 30, 1996, no investments were sold in order to support the distribution policy. Of the total distributions of $4,165,518 and $4,162,792 made for the nine months ended September 30, 1996 and 1995, $1,817,601 ($.46 per share or 44%) and $1,917,234($.49 per share or 46%) represents a return of capital determined in accordance with generally accepted accounting principles. As of September 30, 1996, the aggregate amount of the distributions made since the commencement of the Offering representing a return of capital, in accordance with generally accepted accounting principles, totaled $6,518,964 ($1.63 per share or 44%). The portion of the distributions which constitute a return of capital may be significant during the acquisition stage in order to maintain level distributions to shareholders. However, as described above, the aggregate amount of the disposition proceeds used for distributions cannot in the aggregate exceed 3% of the Gross Proceeds. As of September 30, 1996, the aggregate amount of disposition proceeds used to support distributions equaled 2.44% of the Gross Proceeds resulting in approximately $428,000 being available to support future distributions if necessary. Management expects that cash flow from operations combined with the balance of the disposition proceeds above will be sufficient to fund the Company's operating expenses and continue to make distributions at the current level in the future. -20- PART II. OTHER INFORMATION Item 1. Legal Proceedings - None Item 2. Changes in Securities - None Item 3. Defaults Upon Senior Securities - None Item 4. Submission of Matters to a Vote of Security Holders - None Item 5. Other Information - None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 3,4 Amended and Restated Declaration of Trust, dated as of March 29, 1993, as amended as of July 1, 1993 as previously filed as an Exhibit to Post-Effective Amendment No. 1 dated November 9, 1993. Amendment No. 2 to Amended and Restated Declaration of Trust, dated as of April 5, 1994 as previously filed as an Exhibit to Annual Report on Form 10-K for the year ended December 31, 1993. 10(a) Escrow Agreement, dated as of April 16, 1993 and amended as of August 25, 1993 as previously filed as an Exhibit to Post-Effective Amendment No. 1 dated November 9, 1993. 10(b) Advisory Services Agreement, dated as of March 29, 1993, as amended as of October 26, 1993 as previously filed as an Exhibit to Post-Effective Amendment No. 1 dated November 9, 1993. Amendment to Advisory Services Agreement, dated as of December 31, 1993 as previously filed as an Exhibit to Annual Report on Form 10-K for the year ended December 31, 1993. Third Amendment to Advisory Services Agreement, dated as of March 29, 1994 as previously filed as an Exhibit to Annual Report on Form 10-K for the year ended December 31, 1993. 10(c) TRI Capital Corporation Mortgage Note in the principal amount of $9,350,000 dated December 16, 1993 as previously filed as an Exhibit to Current Report on Form 8-K dated December 16, 1993. 10(d) Equity Loan Note in the principal amount of $1,156,000 dated December 16, 1993 as previously filed as an Exhibit to Current Report on Form 8-K dated December 16, 1993. 10(e) Bridge Loan Note in the principal amount of $115,790, dated December 16, 1993 as previously filed as an Exhibit to Current Report on Form 8-K dated December 16, 1993. 10(f) Subordinated Promissory Note by Oxford Apartments, L.C., dated December 16, 1993 as previously filed as an Exhibit to Current Report on Form 8-K dated December 16, 1993. 10(g) Limited Operating Guaranty between Al L. Bradley, Jr., Tim L. Myers, Allied Realty Services, Ltd. and American Mortgage Investors Trust, dated December 16, 1993 as previously filed as an Exhibit to Current Report on Form 8-K dated December 16, 1993. -21- Item 6. Exhibits and Reports on Form 8-K (continued) (a) Exhibits (continued) 10(h) TRI Capital Corporation Mortgage Note in the principal amount of $6,800,000, dated December 16, 1993 as previously filed as an Exhibit to Current Report on Form 8-K dated December 16, 1993. 10(i) Equity Loan Note in the principal amount of $840,500, dated December 16, 1993 as previously filed as an Exhibit to Current Report on Form 8-K dated December 16, 1993. 10(j) Bridge Loan Note in the principal amount of $84,210, dated December 16, 1993 as previously filed as an Exhibit to Current Report of Form 8-K dated December 1, 1993. 10(k) Subordinated Promissory Note by Cove Apartments, L.C., dated December 16, 1993 as previously filed as an Exhibit to Current Report on Form 8-K dated December 16, 1993. 10(l) Limited Operating Guaranty between Al L. Bradley, Jr., Tim L. Myers, Allied Realty Services, Ltd. and American Mortgage Investors Trust, dated December 16, 1993 as previously filed as an Exhibit to Current Report on Form 8-K dated December 16, 1993. 10(m) Cambridge Realty Capital LTD Mortgage Note in the principal amount of $9,348,000, dated April 5, 1994 as previously filed as an Exhibit to Current Report on Form 8-K dated April 21, 1994. 10(n) Equity Loan Note in the principal amount of $1,039,000, dated April 5, 1994 as previously filed as an Exhibit to Current Report on Form 8-K dated April 21, 1994. 10(o) Subordinated Promissory Note by Town and Country IV Apartments, L.C., dated April 5, 1994 as previously filed as an Exhibit to Current Report on Form 8-K dated April 21, 1994. 10(p) Limited Operating Guaranty between Leonard E. Wineburgh, Arnold H. Dwinn and the Company, dated April 5, 1994 as previously filed as an Exhibit to Current Report on Form 8-K dated April 21, 1994. 10(q) American Capital Resource, Inc. Mortgage Note in the principal amount of $8,683,000 dated April 5, 1994 as previously filed as an Exhibit to Current Report on Form 8-K dated April 28, 1994. 10(r) Equity Loan Note in the principal amount of $563,000 dated April 5, 1994 as previously filed as an Exhibit to Current Report on Form 8-K dated April 28, 1994. 10(s) Subordinated Promissory Note by Columbiana Lakes Apartments, L.C., dated April 5, 1994 as previously filed as an Exhibit to Current Report on Form 8-K dated April 28, 1994. 10(t) Limited Operating Guaranty between Anderson G. Wise, Ronald P. Curry and the Company, dated April 5, 1994 as previously filed as an Exhibit to Current Report on Form 8-K dated April 28, 1994. 10(u) Rockport Mortgage Corporation Mortgage Note is the principal amount of $8,500,000 dated December 15, 1995, as previously filed as an Exhibit to Current Report on Form 8-K dated December 15, 1995. -22- Item 6. Exhibits and Reports on Form 8-K (continued) (a) Exhibits (continued) 10(v) Equity Loan Note in the principal amount of $1,039,000 dated December 15, 1995, as previously filed as an Exhibit to Current report on Form 8-K dated December 15, 1995. 10(w) Subordinated Promissory Note by SCI-ROEV East Haven Land Limited Partnership, dated December 15, 1995, as previously filed as an Exhibit to Current Report on Form 8-K dated December 15, 1995. 10(x) Limited Operating Guaranty between SCI Real Estate Development, Ltd., and Euro General East haven, Inc., and the Company dated December 15, 1995, as previously filed as an Exhibit to Current Report in Form 8-K dated December 15, 1995. 27 Financial Data Schedule (filed herewith). (b) No reports on Form 8-K were filed during the quarterly period ended September 30, 1996. -23- 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. AMERICAN MORTGAGE INVESTORS TRUST Date: November 13, 1996 By: /s/ Alan Hirmes --------------- Alan Hirmes Senior Vice President and Chief Financial Officer Date: November 13, 1996 By:/s/ Lawrence J. Lipton ---------------------- Lawrence J. Lipton Treasurer and Chief Accounting Officer -24- EX-27 2 ART. 5 FDS FOR 3RD QUARTER 10-Q
5 The Schedule contains summary financial information extracted from the financial statements for American Mortgage Investors Trust and is qualified in its entirety by reference to such financial statements 0000878774 American Mortgage Investors Trust 1 9-MOS DEC-31-1996 JAN-01-1996 SEP-30-1996 6,811,252 12,944,750 44,238,928 0 0 0 0 0 63,994,930 1,427,471 0 0 0 0 62,567,459 63,994,930 0 3,315,550 0 0 967,633 0 0 2,347,917 0 0 0 0 0 2,347,917 .59 0
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