-----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, IVWls0qa2yLxL9a/O7YHBZ56v4awo5MsG0ddHyBPiPqRhDvXCpaWB7OtkLZI7ga/ 1yTnfrn5I3l2Jculk8R5EQ== 0001116679-02-000200.txt : 20020414 0001116679-02-000200.hdr.sgml : 20020414 ACCESSION NUMBER: 0001116679-02-000200 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020219 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020219 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN MORTGAGE ACCEPTANCE CO CENTRAL INDEX KEY: 0000878774 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 136972380 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14583 FILM NUMBER: 02553412 BUSINESS ADDRESS: STREET 1: 625 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2124215333 MAIL ADDRESS: STREET 1: 625 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN MORTGAGE INVESTORS TRUST DATE OF NAME CHANGE: 19931013 8-K 1 body.txt DATE OF REPORT: FEB. 19, 2002 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): February 19, 2002 AMERICAN MORTGAGE ACCEPTANCE COMPANY ------------------------------------ (Exact name of registrant as specified in charter) Massachusetts 0-23972 13-6972380 - ---------------------------- -------------------------- ------------------------ (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 625 Madison Avenue, New York, New York 10022 -------------------------------------------- (Address of principal executive offices) (Zip Code) (212) 421-5333 ---------------------------------------------------------- Registrant's telephone number including area code ---------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 5. Other Events. Attached hereto as Exhibit 4.1, is a specimen of the common share certificate of the registrant. ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. 4.1 Specimen of Common Share Certificate of Registrant. 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 thereunto duly authorized. American Mortgage Acceptance Company Date: February 19, 2002 By: /s/ Stuart J. Boesky --------------------------------- Name: Stuart J. Boesky Title: Chief Executive Officer and President EX-4 3 cert.txt EX. 4.1 FORM OF COMMON SHARE CERTIFICATE NUMBER SHARES AM AMERICAN MORTGAGE ACCEPTANCE COMPANY BUSINESS TRUST CREATED UNDER THE LAWS OF THE COMMONWEALTH OF MASSACHUSETTS THIS CERTIFICATE IS TRANSFERABLE IN BOSTON, MA AND NEW YORK, NY COMMON SHARES OF COMMON SHARES OF BENEFICIAL INTEREST BENEFICIAL INTEREST SEE REVERSE FOR CERTAIN INFORMATION CUSIP 027568 10 4 This Certifies that is the owner of $.10 PAR VALUE COMMON SHARES OF BENEFICIAL INTEREST OF American Mortgage Acceptance Company (the name adopted by the Trustees for the Trust originally established under the name "American Mortgage Investors Trust") under the Trust Agreement described on the reverse hereof, transferable only on the books of the Trust by the holder hereof in person or by duly authorized attorney, upon surrender of this certificate properly endorsed. This certificate is not valid until countersigned and registered by the Transfer Agent and Registrar. Witness the facsimile seal of the Trust and the facsimile signature of its duly authorized chairman of the Board of Trustees. Dated: /s/ [SEAL] CHAIRMAN OF THE BOARD OF TRUSTEES COUNTERSIGNED AND REGISTERED: BankBoston, N.A. (BOSTON, MA OR NEW YORK, NY) TRANSFER AGENT AND REGISTRAR BY - ------------------------------------------------- AUTHORIZED OFFICER
The Trust is authorized to issue classes of Shares, representing the undivided beneficial interests of each Shareholder in the assets of the Trust. The Trust will furnish, without charge, to any Shareholder making a written request therefor, a written statement of the designations and any preferences, conversion and other rights, voting powers, restrictions, limitations as to distributions and other qualifications amd terms and conditions of redemption of each class of beneficial interest, and the differences in the relative rights and preferences between the Shares of each series of any class, to the extent that they have been set, and the authority of the Board of Trustees to set the relative rights and preferences of subsequent series of such class. Any such request should be directed to Related AMI Associates, Inc., 625 Madison Ave., New York, NY 10022 Attn: Investor Services Dept. This certificate and the Shareholder's Shares of beneficial interest represented hereby are issued and shall in all respects be subject to all the provisions of the Second Amended and Restated Trust Agreement of the Trust, as amended from time to time (the "Trust Agreement"), and the Bylaws of the Trust, as amended from time to time, to which the Shareholder, by acceptance hereof, assents. All capitalized terms in this legend have the meanings defined in the Trust Agreement. For the Trust to qualify as a REIT under the Internal Revenue Code, not more than fifty (50%) of its outstanding Shares may be owned by five or fewer individuals. Articles VIII and XII of the Trust Agreement generally provide that the Trustees have the power to restrict transfers of Shares in order to protect the tax status of the Trust and to redeem Shares that become Excess Shares as defined in the Trust Agreement. In addition, a Shareholder who knowingly fails to notify the Trust that he holds Excess Shares may be liable to the Trust. The foregoing summary does not purport to be complete and is subject to and qualified in its entirety by reference to the Trust Agreement, a copy of which may be requested at the address set forth above. The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as tenants in common UN GIFT MIN ACT - _________ Custodian _________ (Cust) (Minor) TEN ENT - as tenants by the entireties under Uniform Gifts to Minors Act ________________________ JT TEN - as joint tenants with (State) right of survivorship and not as tenants in common
Additional abbreviations may also be used though not in the above list. For value received, ___________ hereby sell, assign and transfer unto PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE ______________________________________ ______________________________________ ________________________________________________________________________________ (PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE) ________________________________________________________________________________ ________________________________________________________________________________ __________________________________________________________________ common shares of beneficial interest represented by the within Certificate, and do hereby irrevocably constitute and appoint _______________________________________________________________________ Attorney to transfer the said ahares on the books of the within named Trust with full power of substitution in the premises. Dated __________________ ------------------------------------------------ NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER Signature(s) Guaranteed: - ------------------------------------------ THE SIGNATURE SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION: BANKS STOCKBROKERS SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM, PURSUANT TO SEC RULE 17Ad-15. -----END PRIVACY-ENHANCED MESSAGE-----