-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EDYBMaVmwmtWd4BJWSrAMycYAaJepBK4fouOJKiO1b3rnToGeSshsNlFEqYnNQ23 vvYfZTiDVVJrpajuz7kiMg== 0001157523-06-000181.txt : 20060110 0001157523-06-000181.hdr.sgml : 20060110 20060110171124 ACCESSION NUMBER: 0001157523-06-000181 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060110 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060110 DATE AS OF CHANGE: 20060110 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANNALY MORTGAGE MANAGEMENT INC CENTRAL INDEX KEY: 0001043219 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 223479661 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13447 FILM NUMBER: 06523024 BUSINESS ADDRESS: STREET 1: 1211 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212 696 0100 MAIL ADDRESS: STREET 1: 1211 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 8-K 1 a5053538.txt ANNALY MORTGAGE MANAGEMENT, INC., 8-K ------------------------------------------------- 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) January 10, 2006 Annaly Mortgage Management, Inc. ---------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Maryland 1-13447 22-3479661 ---------------- --------------- ---------- 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 ---------------------------- ---------- (Address of Principal (Zip Code) Executive Offices) Registrant's telephone number, including area code: (212) 696-0100 No Change ----------------------------------------------------------------------- (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 2.02. Results of Operations and Financial Condition On January 10, 2006, Annaly Mortgage Management, Inc. issued a press release announcing its portfolio changes during the 4th quarter of 2005 and its recognition of non-cash impairment charges as of December 31, 2005 relating to certain securities in its portfolio which had been held in an unrealized loss position. A copy of the press release is furnished as Exhibit 99.1 to this report. Item 9.01 Financial Statements and Exhibits (c) Exhibits 99.1 Press Release, dated January 10, 2006 issued by Annaly Mortgage Management, Inc. 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 --------------------------------------- Name: Kathryn Fagan Title: Chief Financial Officer Dated: January 10, 2006 EX-99.1 2 a5053538ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 Annaly Mortgage Management, Inc. Announces Portfolio Changes NEW YORK--(BUSINESS WIRE)--Jan. 10, 2006--Annaly Mortgage Management today announced that during the fourth quarter of 2005 it undertook a portfolio rebalancing with the objective of improving future financial performance. The rebalancing is being accomplished through asset sales and reinvestment of sale proceeds. In addition, the Company has determined to recognize non-cash impairment charges as of December 31, 2005 relating to certain securities in its portfolio which had been held in an unrealized loss position. "As the Federal Funds rate has risen from 1% to 4.25% since June 30, 2004, legacy portfolios have suffered," said Michael A.J. Farrell, Chairman, Chief Executive Officer and President of Annaly. "Certain assets that were purchased in the much lower interest rate environment of 2003 and 2004 are unlikely to recover to their amortized cost basis. However, the returns for new capital invested in short duration assets have improved significantly. As a result, we are taking advantage of current market conditions by either selling or reducing the cost basis of these assets, and by repositioning the portfolio into higher yielding investments. We believe the actions we are taking accelerate the positive fundamentals occurring in our AAA mortgage portfolio and will have a direct impact on our performance by strengthening net interest margin and, ultimately, increasing our dividend." Based on current market conditions and the guidance provided in the FASB staff position issued on November 3, 2005 regarding the meaning and application of Other-Than-Temporary Impairment, the Company reviewed each of its securities to determine if an other-than-temporary impairment charge would be necessary. At September 30, 2005, the Company's investments that were in a loss position were not considered other-than-temporarily impaired since at the time the Company had the intent and ability to hold them for a period of time, to maturity if necessary, sufficient for a forecasted market price recovery up to or beyond the cost of the investments. With the continued increase in the Federal Funds rate during the quarter, however, the Company determined during the fourth quarter that it did not intend to hold some of its securities until recovery or maturity and would reposition a portion of its assets. Approximately $2.9 billion face amount of securities were reclassified as other-than-temporarily impaired as of December 31, 2005, with an approximate loss of $83 million, or approximately $0.67 per share. The non-cash loss on the securities deemed other-than temporarily impaired that remain in the Company's portfolio will be reflected in the income statement based on the fair value of the securities on December 31, 2005, and recognition of such impairment charges will not reduce the taxable income of the Company. Additionally, during the fourth quarter $2.3 billion face amount of securities were sold, resulting in a realized loss of approximately $65 million, or approximately $0.53 per share. Of the total losses of approximately $148 million, approximately $15 million had not been reflected in the September 30, 2005 balance sheet as Accumulated Other Comprehensive Loss. Further information regarding the Company's portfolio changes will be provided in the fourth quarter 2005 earnings release. Annaly manages assets on behalf of institutional and individual investors worldwide through Annaly and through the funds managed by its wholly-owned registered investment advisor, FIDAC. The Company's principal business objective is to generate net income for distribution to investors from the spread between the interest income on its mortgage-backed securities and the cost of borrowing to finance their acquisition and from dividends Annaly receives from FIDAC, which earns investment advisory fee income. The Company, a Maryland corporation that has elected to be taxed as a real estate investment trust ("REIT"), currently has 123,684,931 shares of common stock outstanding. This news release and our public documents to which we refer contain or incorporate by reference certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements which are based on various assumptions (some of which are beyond our control) may be identified by reference to a future period or periods or by the use of forward-looking terminology, such as "may," "will," "believe," "expect," "anticipate," "continue," or similar terms or variations on those terms or the negative of those terms. Actual results could differ materially from those set forth in forward-looking statements due to a variety of factors, including, but not limited to, changes in interest rates, changes in yield curve, changes in prepayment rates, the availability of mortgage-backed securities for purchase, the availability of financing and, if available, the terms of any financing, FIDAC's clients removal of assets FIDAC manages, FIDAC's regulatory requirements, and competition in the investment management business. For a discussion of the risks and uncertainties which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2004. We do not undertake, and specifically disclaim any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements. CONTACT: Annaly Mortgage Management, Inc. Investor Relations, 1-888-8Annaly www.annaly.com -----END PRIVACY-ENHANCED MESSAGE-----