Item 4. Security Ownership of Certain Beneficial Owners and Management.
--------------------------------------------------------------
The following table sets forth certain information, as of September 28, 1999,
with respect to the beneficial ownership of Loraca Common Stock by (i) all
persons known by Loraca to be the beneficial owners of more than five percent of
the outstanding Loraca Common Stock, (ii) each director of Loraca, (iii) each
executive officer of Loraca named in the Summary Compensation Table and (iv) all
other executive officers of Loraca.
Shares that
May be
Acquired
within 60
days of
Name and Address of Percentage of September
Beneficial Owners Shares Owned Class (2) 28, 1999
-------------------------------------- ------------ ------------- ------------
Ronald R. Baca (1) 1,595,402 22.79%
Bernard A. Guy (2) 0 0%
Thomas G. Bowser (2) 0 0%
John Trombello (1) 0 0%
Harrison Gentry (1) 0 0%
Amber Global Ltd. (3) 583,310 8.33%
Aragon Agents Ltd. (4) 584,720 8.35%
Chelsea International Ltd. (5) 569,000 8.13%
Katori Consultants Ltd. (6) 585,700 8.36%
New Age Publications (7) 582,300 8.32%
PT Pasifika Pratama Investindo (8) 569,000 8.13%
Sandford Enterprises Limited (9) 500,000 7.14%
Shang Holdings (10) 584,900 8.35%
Executive Officers and Directors as a 1,595,402 22.79%
group (5 persons)......................
---------------------------------
29
(1) The address of Mr. Baca, Mr. Trombello and Mr. Gentry is 5600 Wyoming Blvd
NE, Suite 150, Albuquerque, NM 87109.
(2) The address of Mr. Guy and Mr. Bowser is 6 Centrepointe Drive, Suite 360,
Lake Oswego, OR, 97035.
(3) Amber Global Ltd.'s address is Unit No A 12th Fl, 1st Pacific Bank Center,
No 56 Gloucester Rd, Hong Kong.
(4) Aragon Agents Ltd.'s address is Bldg. PT1-07, 1961 Area, Philexcel
Compound, Clark Spec Economic, Pampango, Philippines.
(5) Chelsea International Ltd.'s address is #1 Queens Row, Central Hong Kong.
(6) The address of Katori Consultants Ltd. is P.O. Box 957, Offshore
Incorporations Centre, Road Town Tortola, British Virgin Islands.
(7) The address of New Age Publications is Bldg. 8584 Boton Wharf, Subic Bay,
Freeport Zone, Olongapo City, 2222, Philippines.
(8) The address of PT Pasifika Pratama Investindo is the Ascot Jakarta, #2
Jalan Kebon Raya, Jakarta, 10230, Indonesia.
(9) The address of Sandford Enterprises Limited is Suite 1-3 16, F Kinwick
Centre, 32 Hollywood Road, Central Hong Kong. The sole shareholder of
Sandford Enterprises Limited is Nicola P. Ontiveros, Secretary of Loraca.
(10) The address of Shang Holdings is P.O. Box 107, Oceanic House, Duke Street,
Grand Turk, Turks & Caicos Islands.
Item 5. Directors and Executive Officers.
--------------------------------
Name Age Position(s)
---- ---- -----------
Ronald R. Baca 45 Chairman of the Board, Chief Executive
Officer and Director of Loraca; Chairman of
the Board of NMMC
Bernard A. Guy 43 President and Director of Loraca; Chief
Executive Officer and Director of NMMC
D. Harrison Gentry 60 Director of Loraca and NMMC
John S. Trombello 75 Director of Loraca and NMMC
Thomas G Bowser 45 President and Director of NMMC
Ronald R. Baca has served as the Chief Executive Officer and Chairman of the
Board of Directors of Loraca since February 1998, and as the Chairman of the
Board of NMMC since January 1991. Mr. Baca also served as the President of
Loraca from February 1998 through September 1999, and as President of NMMC from
January 1991 to November 1998. Mr. Baca is also the President and Chairman of
the Board of Directors of Heartland Insurance Company of America, an Illinois-
domiciled insurance company, positions he has held since 1996. In addition, Mr.
Baca serves as the President and a Director of the Raeaca Corporation, New
Mexico Consumer Finance, Home Credit Corporation, and Addaca, Inc., all of which
are private corporations that are currently inactive.
30
Bernard A. Guy has served as the President and a Director of Loraca since
September 1999, and as Chief Executive Officer and Director of NMMC since March
1999. Prior to joining the Company, Mr. Guy was the President, Chief Operating
Officer and a Director of Southern Pacific Funding Corporation from October 1997
to September 1998, and Executive Vice President and a Director of Southern
Pacific Funding Corporation from April 1995 to October 1997. Southern Pacific
Funding Corporation filed for bankruptcy protection in October 1998. From
January 1994 to April 1995, he was Senior Vice President of Southern Pacific
Thrift and Loan Association's Residential Lending Division and from December
1992 to January 1994 he was Vice President of the same division. From June 1989
to December 1992, Mr. Guy was Senior Vice President of Preferred Financial
Funding Corp., an independent retail mortgage banking company specializing in
non-conforming credit loans. From June 1984 to June 1989, Mr. Guy was Vice
President/Controller for United First Funding.
D. Harrison Gentry has been a Director of Loraca and NMMC since February 1998.
Since January 1995, Mr. Gentry has also served as a member and consultant of
Westpac Consultants, L.L.C., a real estate investment banking firm. In
addition, Mr. Gentry currently serves as a director of Dysart Mortgage, G.B.F.
Properties, and Emerald River Development, Inc.
John S. Trombello has been a Director of Loraca and NMMC since February 1998.
In addition, he is currently the President and a director of Trinity Mortgage
Company of Dallas, positions that he has held since March 1990. Mr. Trombello
has worked in the mortgage business in various capacities for more than forty
years.
Thomas G. Bowser has served as President and a Director of NMMC since March
1999. Prior to joining NMMC, Mr. Bowser served in various capacities with
Southern Pacific Funding Corporation, including as Executive Vice President-
Production from 1997 to September 1998, as Senior Vice President-Wholesale
Production from 1995 to 1997, and as Regional Vice President-Production from
1993 to 1995. Southern Pacific Funding Corporation filed for bankruptcy
protection in October 1998. Mr. Bowser has worked in the mortgage industry,
holding various positions, since 1977.
Item 6. Executive Compensation.
----------------------
The following table summarizes the compensation paid to or earned by the Chief
Executive Officer of Loraca and the next four most highly compensated executive
officers of the Company (the "Named Executive Officers") who were paid more than
$100,000 for services rendered to the Company in all capacities during the
fiscal year ended December 31, 1998 (rounded to nearest thousand):
31 |
