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
April
13, 2011
Date
of Report (Date of earliest event reported)
ANWORTH
MORTGAGE ASSET CORPORATION
(Exact
Name of Registrant as Specified in its Charter)
Maryland
(State
or Other Jurisdiction of Incorporation)
001-13709 |
52-2059785 |
(Commission File Number) |
(IRS Employer Identification No.) |
1299 Ocean Avenue, Second Floor, Santa Monica, California |
90401 |
(Address of Principal Executive Offices) | (Zip Code) |
(310)
255-4493
(Registrant’s
Telephone Number, Including Area Code)
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 8.01. | Other Events. |
On April 13, 2011, Anworth Mortgage Asset Corporation (the “Company”) issued a press release (the “Press Release”) announcing that its board of directors declared a dividend of $0.539063 per share on the Company’s 8.625% Series A Cumulative Preferred Stock for the second quarter of 2011. The Company also announced that its board of directors declared a dividend of $0.390625 per share on the Company’s 6.25% Series B Cumulative Convertible Preferred Stock (the “Series B Preferred Stock”) for the second quarter of 2011. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
In addition, in the press release the Company announced that effective April 12, 2011, the conversion rate on the Series B Preferred Stock had increased from 3.4094 shares of the Company’s common stock to 3.4778 shares of its common stock.
As discussed therein, the press release contains forward-looking statements within the meaning of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, and, as such, may involve known and unknown risks, uncertainties and assumptions. These forward-looking statements relate to the Company’s current expectations and are subject to the limitations and qualifications set forth in the Press Release as well as in the Company’s other documents filed with the United States Securities and Exchange Commission, including, without limitation, that actual events and/or results may differ materially from those projected in such forward-looking statements.
Item 9.01 | Financial Statements and Exhibits. |
(a) | Not Applicable. | |
(b) | Not Applicable. | |
(c) | Not Applicable. | |
(d) | Exhibits. | |
Exhibit 99.1 |
||
Press Release dated April 13, 2011 announcing preferred dividend information. |
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.
ANWORTH MORTGAGE ASSET CORPORATION |
|||||
|
|||||
Date: | April 13, 2011 | By: |
/s/ |
Lloyd McAdams |
|
Chief Executive Officer |
EXHIBIT INDEX
Exhibit # |
Description |
||
99.1 |
Press Release dated April 13, 2011 announcing preferred dividend information. |
4
Exhibit 99.1
Anworth Announces Preferred Dividends and Increase to Series B Preferred Stock Conversion Rate
SANTA MONICA, Calif.--(BUSINESS WIRE)--April 13, 2011--Anworth Mortgage Asset Corporation (NYSE:ANH) announced today that, in accordance with the terms of Anworth’s 8.625% Series A Cumulative Preferred Stock, or Series A Preferred Stock, the board of directors declared a Series A Preferred Stock dividend of $0.539063 per share for the second quarter of 2011. The Series A Preferred Stock dividend is payable on July 15, 2011 to holders of record of Series A Preferred Stock as of the close of business on June 30, 2011. The dividend reflects the period from April 1, 2011 through June 30, 2011.
Also, in accordance with the terms of Anworth’s 6.25% Series B Cumulative Convertible Preferred Stock, or Series B Preferred Stock, the board of directors declared a Series B Preferred Stock dividend of $0.390625 per share for the second quarter of 2011. The Series B Preferred Stock dividend is payable on July 15, 2011 to holders of record of Series B Preferred Stock as of the close of business on June 30, 2011. The dividend reflects the period from April 1, 2011 through June 30, 2011.
As previously announced, on March 31, 2011, the board of directors declared a quarterly common stock dividend of $0.25 per share, which is payable on April 27, 2011 to holders of record of common stock as of the close of business on April 11, 2011. When Anworth pays a cash dividend during any quarterly fiscal period to its common stockholders in an amount that results in an annualized common stock dividend yield greater than 6.25% (the dividend yield on the Series B Preferred Stock), the conversion rate on the Series B Preferred Stock is adjusted based on a formula specified in the Series B Preferred Stock prospectus supplement (and also available on the “Series B Pfd. Stock Conversion” page of Anworth’s web site at http://www.anworth.com). As a result of this dividend, the conversion rate has increased from 3.4094 shares of Anworth’s common stock to 3.4778 shares of its common stock effective April 12, 2011.
About Anworth Mortgage Asset Corporation
Anworth is a mortgage real estate investment trust which invests primarily in securities guaranteed by U.S. Government-sponsored agencies, such as Fannie Mae, Freddie Mac or Ginnie Mae. Anworth generates income for distribution to shareholders primarily based on the difference between the yield on its mortgage assets and the cost of its borrowings. The Company’s common stock is traded on the New York Stock Exchange under the symbol ANH.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
This press release may contain forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based upon our current expectations and speak only as of the date hereof. 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. Our actual results may differ materially and adversely from those expressed in any forward-looking statements as a result of various factors and uncertainties, including but not limited to, changes in interest rates, changes in the yield curve, the availability of mortgage-backed securities for purchase, increases in the prepayment rates on the mortgage loans securing our mortgage-backed securities, our ability to use borrowings to finance our assets and, if available, the terms of any financing, changes in the market value of our assets, risks associated with investing in mortgage-related assets, including changes in business conditions and the general economy, changes in government regulations affecting our business, our ability to maintain our qualification as a real estate investment trust for federal income tax purposes, and management's ability to manage our growth. Our Annual Report on Form 10-K and other SEC filings discuss the most significant risk factors that may affect our business, results of operations and financial condition. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.
CONTACT:
Anworth Mortgage Asset Corporation
John T. Hillman
(310)
255-4438 or (310) 255-4493
jhillman@anworth.com
http://www.anworth.com