amac10ka-071607.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-K/A
(Amendment
No. 1)
[X]
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF
1934
For
the fiscal year ended December 31, 2006
OR
[ ]
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT
OF 1934
For
the transition period
from to
Commission
File Number 0-23972
AMERICAN
MORTGAGE ACCEPTANCE COMPANY
(Exact
name of registrant as specified in its charter)
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Massachusetts
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13-6972380
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(State
or other jurisdiction of
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(I.R.S.
Employer
|
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incorporation
or organization)
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Identification
No.)
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625
Madison Avenue, New York, New York
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10022
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code (212) 317-5700
Securities
registered pursuant to Section 12(b) of the Act:
SHARES
OF BENEFICIAL INTEREST, PAR VALUE $.10
Name
of
each exchange on which registered:
AMERICAN
STOCK EXCHANGE
Securities
registered pursuant to Section 12(g) of the Act:
NONE
Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined
in
Rule 405 of the Securities Act. Yes [ ] No [X]
Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act. Yes [X] No [ ]
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 [ ]
Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K is not contained herein, and will not be contained, to the best
of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this
Form 10-K. [X]
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer or a non-accelerated filer (as defined in Rule 12b-2 of the
Exchange Act). Large Accelerated filer [ ] Accelerated filer [X] Non-accelerated
filer [ ]
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes [ ] No [X]
The
approximate aggregate market value of the voting and non-voting common equity
held by non-affiliates of the Registrant as of June 30, 2006 was approximately
$119,980,000.
As
of
March 1, 2007 there were 8,402,049 outstanding common shares of the Registrant's
shares of beneficial interest.
DOCUMENTS
INCORPORATED BY REFERENCE
Part
III:
Those portions of the Registrant's Proxy Statement for the Annual Meeting of
Shareholders to be held in June 2007, which are incorporated into Items 10,
11,
12, 13 and 14.
Explanatory
Note
On
March
15, 2007, American Mortgage Acceptance Company (the “Company”) filed with the
Securities and Exchange Commission (the “SEC”) its Annual Report on Form 10-K
for the year ended December 31, 2006 (the “Original Annual
Report”). When filed, the exhibit list in Item 15 included several
incorrect references to documents incorporated by reference. The
Company is filing this Amendment No. 1 (this “Amendment”) on Form 10-K/A to
correct those errors in the Original Annual Report. Except for
reflecting the changes noted above, no information included in the Original
Annual Report is amended by this Amendment. This Amendment speaks
only as of the date the Original Annual Report was filed, and except as noted
above, the Company has not undertaken herein to amend, supplement or update
any
information contained in the Original Annual Report to give effect to subsequent
events.
ITEM
15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a)
3. Exhibits
| 3.1 |
Third
Amended and Restated Declaration of Trust of the Company, dated June
8,
2005* |
| 3.2 |
Amended
and Restated Bylaws of the Company (incorporated by reference to Appendix
B to Proxy Statement filed with the Commission on April 28, 2005 (File
No.
1-14583)) |
| 3.3 |
Amendment
to the Amended and Restated Bylaws of the Company (incorporated by
reference to Exhibit 3.3 to the Company'sDecember 31, 2005 Annual Report
on Form 10-K (File No. 1-14583)) |
| 3.4 |
Amendment
No. 2 to the Amended and Restated Bylaws of the Company (incorporated
by
reference to Exhibit 99.2 to theCompany’s Current Report on Form 8-K filed
on November 6, 2006 (File No. 1-14583)) |
| 10(a) |
Second
Amended and Restated Advisory Service Agreement between the Company
and
CharterMac AMI Associates Inc.(incorporated by reference to Exhibit
10(a)
to the Company's December 31, 2005 Annual Report on
|
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Form
10-K (File No. 1-14583)) |
| 10(b) |
Amendment
to the Second Amended and Restated Advisory Services Agreement, dated
July
26, 2006, by and between theCompany and CharterMac AMI Associates,
Inc.
(incorporated by reference to Exhibit 99.1 to the
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Company’s
Current Report onForm 8-K filed on July 31, 2006 (File No.
1-14583)) |
| 10(c) |
Form
of Non-Qualified Share Option Award Agreement (incorporated by reference
to Exhibit 10 to the Company's December31, 2004 Annual Report of Form
10-K
(File No. 1-14583)) |
| 10(d) |
Amended
and Restated Incentive Share Option Plan of the Company (incorporated
by
reference to Exhibit 99.1 to theCompany’s Registration Statement on Form
S-8 filed on August 26, 2004 (File No.
333-118572)) |
| 10(e) |
First
Amendment to the Amended and Restated Incentive Share Option Plan of
the
Company, dated June 9, 2004 (incorporatedby reference to Exhibit 99.2
to
the Company's Registration Statement on Form S-8 filed on August
|
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26,
2004 (File No. 333-118572)) |
| 10(f) |
Loan
Agreement between CharterMac and the Company as of June 30, 2004
(incorporated by reference to Exhibit 10(d) to theCompany's December
31,
2005 Annual Report on Form 10-K (File No.
1-14583)) |
| 10(g) |
Master
Repurchase Agreement, dated March 29, 2006, among AMAC CDO Funding
I, as
seller and Bank of America, N.A.together with Banc of America Securities
LLC, as buyer (incorporated by reference to the Company’s
|
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Current
Report on Form8-K filed on April 4, 2006 (File No.
1-14583)) |
| 10(h) |
Amendment
No. 1 to Master Repurchase Agreement, dated September 14, 2006, by
and
among AMAC CDO Funding I, as sellerand Bank of America, N.A. together
with
Banc of America Securities LLC, as buyer |
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(incorporated
by reference to Exhibit 10.1to the Company’s Current Report on Form 8-K
filed on September 19, 2006 (File No.
1-14583)) |
| 10(i) |
Custodial
Agreement, dated March 29, 2006, by and among AMAC CDO Funding I, as
seller, and Bank of America, N.A.together with Banc of America Securities
LLC, as buyer and Lasalle Bank National Association, as |
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custodian
(incorporated byreference to Exhibit 10.2 to the Company’s Current Report
on Form 8-K filed on April 4, 2006 (File No.
1-14583)) |
| 10(j) |
Guarantee,
dated March 29, 2006, by the Company in favor of Bank of America, N.A.
and
Banc of America Securities LLC(incorporated by reference to Exhibit
10.3
to the Company’s Current Report on Form 8-K filed on April |
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4,
2006 (File No. 1-14583)) |
| 10(k) |
First
Amendment to the Loan Agreement, dated June 30, 2005, between the Company,
as borrower and CharterMac, as lender(incorporated by reference to
Exhibit
10.1 to the Company’s Current Report on Form 8-K filed on |
| |
April
26, 2006 (File No. 1-14583)) |
| 10(l) |
Second
Amendment to the Loan Agreement, dated as of April 19, 2006, between
the
Company, as borrower and CharterMac, aslender (incorporated by reference
to Exhibit 10.2 to the Company’s Current Report on Form 8-K |
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filed
on April 26, 2006 (FileNo. 1-14583)) |
| 10(m) |
Amended
and Restated Credit Note, dated April 19, 2006, in favor of CharterMac
lender (incorporated by reference to Exhibit10.3 to the Company’s Current
Report on Form 8-K filed on April 26, 2006 (File No.
1-14583)) |
| 10(n) |
Securities
Purchase Agreement, dated August 15, 2006, by and among CharterMac,
Charter Mac Corporation, CM ArcapInvestors LLC, The Common Members
listed
on Schedule I thereto, The Preferred Members listed on |
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Schedule
I thereto, ArcapInvestors, L.L.C., Arcap Reit, Inc. and AI Sellers
Representative, L.L.C. (incorporated by reference to Exhibit 10.1 to
the
Company’s Current Report on Form 8-K filed on August 21, 2006 (File No.
1- |
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14583)) |
| 10(o) |
Pledge
And Security Agreement, dated September 14, 2006, by the Company, as
pledgor for the benefit of Bank of America,N.A. and Banc of America
Securities LLC, as buyer (incorporated by reference to Exhibit 10.2
to the
|
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Company’s
Current Reporton Form 8-K filed on September 19, 2006 (File No.
1-14583)) |
| 21 |
Subsidiaries
of the Company |
| 23 |
Consent
of Independent Registered Public Accounting
Firm |
| 23(a) |
Consent
of Ernst & Young LLP with respect to incorporation by reference of its
report relating to the financial statements ofARCap Investors, LLC
in the
Company's Registration Statement on Form S-3 and Form S-8 |
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(incorporated
by reference toExhibit 23(a) to the Company's December 31, 2004 Annual
Report on Form 10-K/A (File No. 1-14583)) |
| 24.1 |
Power
of Attorney (Included on signature page
hereto) |
| 31.1 |
Chief
Executive Officer certification pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002* |
| 31.2 |
Chief
Financial Officer certification pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002* |
| 32.1 |
Certification
pursuant to Section 906 of the Sarbanes-Oxley Act of
2002 |
| 32.1 |
Certification
pursuant to Section 906 of the Sarbanes-Oxley Act of
2002 |
99. Additional
Exhibits
| 99(a) |
The
2004 Financial Statements of ARCap Investors, LLC which invests primarily
in subordinated commercial mortgage-backedsecurities, as required by
Regulation S-X, Rule 3-09 (incorporated by reference to Exhibit 99(a)
to |
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the
Company's December 31,2004 Annual Report on Form 10-K/A (File No.
1-14583)) |
*
Filed
herewith
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 registrant and in the capacities and dates indicated.
AMERICAN
MORTGAGE ACCEPTANCE
COMPANY
(Registrant)
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Date: July
13, 2007
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By:
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/s/
James L. Duggins
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James
L. Duggins
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Chief
Executive Officer
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(Principal
Executive Officer)
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Date: July
13, 2007
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By:
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/s/
Robert L. Levy
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Robert
L. Levy
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Chief
Financial Officer
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(Principal
Financial Officer
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and
Principal Accounting Officer)
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