SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
November 29, 1999
Federal Agricultural Mortgage Corporation
(Exact name of registrant as specified in its charter)
Federally chartered
instrumentality of
the United States 0-17440 52-1578738
- ------------------- ------------ ------------------
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
919 18th Street, N.W., Suite 200, Washington, DC 20006
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (202) 872-7700
Item 5. Other Events.
Effective as of November 29, 1999, Farmer Mac Acceptance Corporation, a
Delaware corporation and a wholly owned subsidiary of Federal Agricultural
Mortgage Corporation (the "Registrant"), was merged with and into Farmer Mac
Mortgage Securities Corporation, a Delaware corporation and a wholly owned
subsidiary of the Registrant, under the name of Farmer Mac Mortgage Securities
Corporation. Prior to the merger, Farmer Mac Acceptance Corporation had no
significant assets or liabilities.
Item 7. Financial Statements; Pro Forma Financial Information and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
99.1 Certificate of Merger of Farmer Mac Mortgage Securities Corporation and
Farmer Mac Acceptance Corporation
WAS:74480.1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
FEDERAL AGRICULTURAL MORTGAGE
CORPORATION
By: /s/ Michael T. Bennett
Name: Michael T. Bennett
Title: Vice President and General Counsel
Date: December 2, 1999
WAS:74480.1
EXHIBIT INDEX
Exhibit
99.1 Certificate of Merger of Farmer Mac Mortgage Securities Corporation
and Farmer Mac Acceptance Corporation
WAS:74480.1
Exhibit 99.1
STATE OF DELAWARE
CERTIFICATE OF MERGER OF
FARMER MAC MORTGAGE SECURITIES CORPORATION
(a Delaware corporation)
AND
FARMER MAC ACCEPTANCE CORPORATION
(a Delaware corporation)
Pursuant to Sections 251(c) and 103 of the Delaware General Corporation
Law, the undersigned corporation executed the following Certificate of Merger:
FIRST: The name of the surviving corporation is Farmer Mac Mortgage
Securities Corporation, a Delaware corporation, and the name of the corporation
being merged into this surviving corporation is Farmer Mac Acceptance
Corporation, a Delaware corporation. The foregoing corporations constitute all
of the constituent corporations.
SECOND: The Plan and Agreement of Merger has been approved, adopted,
certified, executed and acknowledged by each of the constituent corporations in
accordance with Section 251(c) of the Delaware General Corporation Law.
THIRD: The name of the surviving corporation is Farmer Mac Mortgage
Securities Corporation, a Delaware corporation.
FOURTH: The Certificate of Incorporation of the surviving corporation
shall be its Certificate of Incorporation.
FIFTH: The executed Plan and Agreement of Merger is on file at 919
Eighteenth Street, N.W., Washington, D.C. 20006, the place of business of the
surviving corporation.
SIXTH: A copy of the Plan and Agreement of Merger will be furnished by
the surviving corporation on request, without cost, to any stockholder of
either of the constituent corporations.
SEVENTH: The merger is to become effective November 29, 1999 at 12:01 a.m.,
eastern standard time.
[Signature page follows]
WAS:74480.1
IN WITNESS WHEREOF, said surviving corporation has caused this certificate
to be signed by an authorized officer, as of the 23rd day of November, 1999.
FARMER MAC MORTGAGE SECURITIES CORPORATION,
a Delaware corporation
By: /s/ Henry D. Edelman
Henry D. Edelman, President
WAS:74480.1