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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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)
October 14, 2004
Annaly Mortgage Management, Inc.
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(Exact Name of Registrant as Specified in its Charter)
MARYLAND 1-13447 22-3479661
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State or Other Jurisdiction (Commission (I.R.S. Employer
Of Incorporation) File Number) Identification No.)
1211 Avenue of the Americas
Suite 2902
New York, New York 10036
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code: (212) 696-0100
No Change
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On October 14, 2004, Annaly Mortgage Management, Inc. (the "Company")
entered into an underwriting agreement with Bear, Stearns & Co. Inc. as
representative of the several underwriters (collectively, the "Underwriters"),
relating to the sale by the Company to the Underwriters of 3,162,500 shares of
7.875% Series A Cumulative Redeemable Preferred Stock, liquidation preference
$25.00 per share, par value $0.01 per share (the "Series A Preferred Stock").
The offering is expected to close on October 19, 2004.
The aggregate net proceeds to the Company of the offering are estimated
to be approximately $74.5 million.
ITEM 5.03. AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL
YEAR.
On October 15, 2004, the Company filed Articles Supplementary (the
"October Articles Supplementary") with the State Department of Assessments and
Taxation of Maryland. The October Articles Supplementary reclassified 2,750,000
authorized but unissued shares of the Company's common stock into 2,750,000
additional shares of the Company's Series A Preferred Stock. The October
Articles Supplementary were effective upon filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
1 Underwriting Agreement, dated October 14, 2004 between the
Company and the Underwriters.
3.1 Articles Supplementary of the Company designating 4,887,500
shares of the Company's Series A Preferred Stock, as filed
with the State Department of Assessments and Taxation of
Maryland on April 1, 2004.
3.2 Articles Supplementary of the Company designating an
additional 2,750,000 shares of the Company's Series A
Preferred Stock, as filed with the State Department of
Assessments and Taxation of Maryland on October 15, 2004.
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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 hereunto duly authorized.
ANNALY MORTGAGE MANAGEMENT, INC.
By: /s/ Kathryn Fagan
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Name: Kathryn Fagan
Title: Chief Financial Officer
Dated: October 18, 2004
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EXHIBIT INDEX
Exhibit No. Description
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1 Underwriting Agreement, dated October 14, 2004 between the
Company and the Underwriters.
3.1 Articles Supplementary of the Company designating
4,887,500 shares of the Company's Series A Preferred
Stock, as filed with the State Department of Assessments
and Taxation of Maryland on April 1, 2004.
3.2 Articles Supplementary of the Company designating an
additional 2,750,000 shares of the Company's Series A
Preferred Stock, as filed with the State Department of
Assessments and Taxation of Maryland on October 15, 2004.
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