ITEM 1 - BUSINESS --------
Bear Stearns Asset Backed Securities, Inc. (the "Company") was organized by, and is a direct wholly-owned limited purpose finance subsidiary of The Bear Stearns Companies Inc. (the "Parent"). The Company was incorporated in the State of Delaware on June 2, 1995.
The Company was formed solely for the purpose of issuing directly or through trusts established by it, in series, debt securities that are secured or collateralized by one or more pools of Compound Interest Securities, Planned Amortization Class ("PAC") Securities, Variable Interest Securities, Zero Coupon Securities, Principal Only Securities, Interest Only Securities, Participants Securities, Senior Securities or Subordinate Securities.
ITEM 2
ITEM 2 - PROPERTIES ----------
The Company owns no physical properties.
ITEM 3
ITEM 3 - LEGAL PROCEEDINGS -----------------
No legal proceedings are pending.
ITEM 4
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS ---------------------------------------------------
Pursuant to General Instruction J of Form 10-K, the information required by Item 4 is omitted.
PART II
ITEM 5
ITEM 5 - MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS ---------------------------------------------------------------- ----
There is no established public trading market for the common equity of the Company. All of the issued and outstanding shares of such common equity are owned by the Parent.
ITEM 6
ITEM 6 - SELECTED FINANCIAL DATA -------------------------
Pursuant to General Instruction J of Form 10-K, the information required by Item 6 is omitted.
ITEM 7
ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL ------------------------------------------------- CONDITION AND RESULTS OF OPERATIONS -----------------------------------
The Company's principal business activity is the issuing, directly or through trust established by it, in series, debt securities that are secured or collateralized by one or more pools of Compound Interest Securities, Planned Amortization Class ("PAC") Securities, Variable Interest Securities, Principal Only Securities, Interest Only Securities, Participants Securities, Senior Securities or Subordinate Securities. The Company's net loss for the fiscal year ended June 30, 1996 was $16,868. During the fiscal year ended June 30, 1996 the Company was the depositor for certificates issued by Champion Home Equity Loan Trust 1996-1 and 1996-2.
ITEM 8
ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA --------------------------------------------
The financial statements required by this Item and included in this Report are listed in the index appearing on page.
ITEM 9
ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND --------------------------------------------------------------- FINANCIAL DISCLOSURE --------------------
None
PART III
ITEM 10
ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT --------------------------------------------------
Pursuant to General Instruction J of Form 10-K, the information required by Item 10 is omitted.
ITEM 11
ITEM 11 - EXECUTIVE COMPENSATION ----------------------
Pursuant to General Instruction J of Form 10-K, the information required by Item 11 is omitted.
ITEM 12
ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT --------------------------------------------------------------
Pursuant to General Instruction J of Form 10-K, the information required by Item 12 is omitted.
ITEM 13
ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS ----------------------------------------------
Pursuant to General Instruction J of Form 10-K, the information required by Item 13 is omitted.
PART IV
ITEM 14
ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K ----------------------------------------------------------------
(a) List of Financial Statements, Financial Statement Schedules and Exhibits:
Financial Statements --------------------
The financial statements required to be filed hereunder are listed on page hereof.
Financial Statement Schedules -----------------------------
The financial statement schedules required to be filed hereunder are listed on page hereof.
Exhibits --------
(27) Financial Data Schedule
(b) Reports on Form 8-K
The Company filed the following current reports on Form 8-K during the last quarter of the period covering this report:
A Current Report on Form 8-K dated April 25, 1996, pertaining to information on Distribution to Certificateholders in connection with the Champion Home Equity Loan Trust 1996-1.
A Current Report on Form 8-K dated May 25, 1996 pertaining to information on Distribution to Certificateholders in connection with the Champion Home Equity Loan Trust 1996-1.
A Current Report of Form 8-K dated June 25, 1996 pertaining to Information on Distribution to Certificateholders in connection with the Champion Home Equity Loan Trust 1996-1.
A Current Report of Form 8-K dated June 25, 1996 pertaining to information on Distribution to Certificateholders in connection with the Champion Home Equity Loan Trust 1996-2.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 25th day of September, 1996.
Bear Stearns Asset Backed Securities, Inc. (Registrant)
By: /s/ William J. Montgoris William J. Montgoris Executive Vice President and Treasurer (Principal Financial Officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the 25th day of September, 1996.
Signatures Title
/s/ Patricia Jehle President and Chief Operating Patricia Jehle Officer; Director
/s/ Warren Spector Warren J. Spector Director
BEAR STEARNS ASSET BACKED SECURITIES INC.
Page
Independent Auditors' Report
Statement of Financial Condition as of June 30, 1996
Statement of Operations for the fiscal year ended June 30, 1996
Statement of Changes in Stockholder's Equity for the fiscal year ended June 30, 1996
Statement of Cash Flows for the fiscal year ended June 30, 1996
Notes to Financial Statements
Financial Statement Schedules are omitted because they are not applicable or the requested information is included in the financial statements or notes thereto.
INDEPENDENT AUDITORS' REPORT
The Board of Directors and Stockholder, Bear Stearns Asset Backed Securities Inc.:
We have audited the accompanying statement of financial condition of Bear Stearns Asset Backed Securities Inc. (a wholly owned subsidiary of The Bear Stearns Companies Inc.) as of June 30, 1996, and the related statement of income, cash flows, and changes in stockholder's equity for the year then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these finanacial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts 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 audit provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material respects, the financial position of Bear Stearns Asset Backed Securities Inc. at June 30, 1996, and the results of their operations and their cash flows for the year then ended in conformity with generally accepted accounting principles.
Deloitte & Touche LLP New York, New York September 24, 1996
Page BEAR STEARNS ASSET BACKED SECURITIES, INC. STATEMENT OF FINANCIAL CONDITION
June 30, ASSETS
Assets Receivable from affiliates $ 31,705 Deferred organization costs 137,701 ------- Total Assets 169,406 -------
LIABILITIES AND STOCKHOLDER'S EQUITY
Liabilities Payable to Parent $121,519 Other liabilities 63,755 ------- Total Liabilities $185,274 -------
Stockholder's Equity Common stock, $1.00 par value; 1,000 shares authorized; 1,000 shares outstanding 1,000
Accumulated deficit (16,868) -------- Total Stockholder's Equity (15,868) --------
Total Liabilities and Stockholder's Equity $169,406 ========
See notes to financial statements.
Page BEAR STEARNS ASSET BACKED SECURITIES, INC. STATEMENT OF OPERATIONS
Fiscal Year Ended June 30,
Revenues Principal transactions $(30,000) -------- Total revenues (30,000) --------
Expenses Other expenses 678 -------- Total expenses 678 --------
Loss before benefit from income taxes (30,678) -------- Benefit from income taxes (13,810) -------- Net loss $(16,868) ========
See notes to financial statements.
Page
BEAR STEARNS ASSET BACKED SECURITIES, INC. STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
Common Stock Accumulated $1 Par Value Deficit ------------- -------------
Balance, June 30, 1995 $1,000 $ --
Net loss ______ (16,868) -------
Balance, June 30, 1996 $1,000 $(16,868) ====== ========
See notes to financial statements.
Page BEAR STEARNS ASSET BACKED SECURITIES, INC. STATEMENT OF CASH FLOWS
Fiscal Year Ended June 30,
CASH FLOWS FROM OPERATING ACTIVITIES Net loss $(16,868) Increases in: Deferred organization costs (137,701) Receivable from affiliates (31,705)
Increases in: Other liabilities 63,755 ---------- Cash used in operating activities (122,519) ----------
CASH FLOWS FROM FINANCING ACTIVITIES Payable to Parent 121,519 Capital Contributions from Parent 1,000 ----------
Cash provided by financing activities 122,519 ----------
CASH AND CASH EQUIVALENTS, END OF YEAR $ - ==========
See notes to financial statements.
Page BEAR STEARNS ASSET BACKED SECURITIES, INC. NOTES TO FINANCIAL STATEMENTS
Note 1. Organization
Bear Stearns Asset Backed Securities, Inc. (the "Company") was organized by, and is a direct wholly-owned limited purpose finance subsidiary of The Bear Stearns Companies Inc. (the "Parent"). The Company was incorporated in the State of Delaware on June 2, 1995. These financial statement amounts include its operations and cash flows since that date.
The Company was formed solely for the purpose of issuing directly or through trusts established by it, in series, debt securities that are secured or collateralized by one or more pools of Compound Interest Securities, Planned Amortization Class ("PAC") Securities, Variable Interest Securities, Zero Coupon Securities, Principal Only Securities, Interest Only Securities, Participants Securities, Senior Securities or Subordinate Securities.
Note 2. Summary of Significant Accounting Policies
The Company's principal business activity is the issuing, directly or through trust established by it, in series, debt securities that are secured or collateralized by one or more pools of compound Interest Securities, Planned Amortization Class ("PAC") Securities, Variable Interest Securities, Principal Only Securities, Interest Only Securities, Participants Securities, Senior Securities or Subordinate Securities.
The financial statements are prepared in conformity with generally accepted accounting principles which require management to make estimates and assumptions that affect the amounts in the financial statements and accompanying notes. Actual results could differ from those estimates.
The Company is included in the consolidated federal income tax return of the Parent. Income tax expense is computed on a separate company basis. The Company accounts for income taxes under the provision of Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes" ("SFAS 109"). Under SFAS 109, deferred income taxes are provided based upon the net tax effects of temporary differences between the financial reporting and tax bases of assets and liabilities. In addition, deferred income taxes are determined using the enacted tax rates and laws which will be in effect when the related temporary differences are expected to be reversed.
For purposes of reporting cash flows, the Company has defined cash equivalents as liquid investments not held for sale in the ordinary course of business.
Note 3. Income Taxes
The difference between the Company's effective tax rate and the statutory federal income tax rate is the effect of state and local income taxes.