8-K Press Release 10-04-2006
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 4, 2006
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.)
1133
21st Street, N.W., Suite 600, Washington, D.C. 20036
(Address
of principal executive offices) (Zip
Code)
Registrant’s
telephone number, including area code: (202) 872-7700
No
change
(Former
name or former address, if changed since last report)
Item
2.02. Results
of Operations and Financial Condition.
On
October 6, 2006, the Registrant issued a press release announcing that it will
file an amendment to its Annual Report on Form 10-K for the year ended December
31, 2005 to restate its consolidated financial statements as of December 31,
2005 and 2004, and for the years ended December 31, 2005, 2004 and 2003 and
other financial information as of and for the years ended December 31, 2002
and
2001 and the quarterly unaudited data for 2005 and 2004. The Registrant also
announced that it will file amendments to its Forms 10-Q for the quarters ended
March 31, 2006 and June 30, 2006 to restate the quarterly unaudited interim
consolidated financial statements and other financial information contained
in
those reports. These restatements will correct the Registrant’s accounting
treatment for derivatives under Statement of Financial Accounting Standards
No.
133, Accounting
for Derivative Instruments and Hedging Activities,
as
amended (“SFAS 133”).
A
copy of
the Registrant’s press release is attached to this report as Exhibit 99 and is
incorporated herein by reference.
|
Item
4.02.
|
Non-Reliance
on Previously Issued Financial Statements or a Related Audit Report
or
Completed Interim Review.
|
(a)
On
October 4, 2006, the Registrant’s Board of Directors, based on recommendations
from the Registrant’s Audit Committee and management, authorized the Registrant
to restate its financial results from 2001 to eliminate the use of hedge
accounting under SFAS 133 for its derivatives used to manage the
Registrant’s interest rate risk. Accordingly, to reflect the required accounting
corrections, the Registrant intends to file an amendment to its Annual Report
on
Form 10-K for the year ended December 31, 2005 to restate its consolidated
financial statements as of December 31, 2005 and 2004, and for the years ended
December 31, 2005, 2004 and 2003 and other financial information as of and
for
the years ended December 31, 2002 and 2001 and the quarterly unaudited data
for
2005 and 2004, as well as file amendments to the Registrant’s Forms 10-Q for the
quarters ended March 31, 2006 and June 30, 2006 to restate the quarterly
unaudited interim consolidated financial statements and other financial
information contained in those reports. As a result, investors should no
longer rely upon the Registrant’s previously issued consolidated financial
statements and other financial information for the years and each of the
quarters in the years 2005, 2004, 2003, 2002 and 2001 and the first and second
quarters of 2006.
The
Registrant recently conducted a comprehensive review of its accounting treatment
and documentation of hedge transactions. Based on that review, the Registrant
determined that its documentation for derivatives used to manage interest rate
risk did not support the use of hedge accounting under SFAS 133. Although
those transactions were highly effective economic hedges of interest rate risk,
the Registrant determined that the restatement of financial results was
necessary to ensure that its financial statements adhere to the most recent
guidance for accounting treatment of hedge transactions under SFAS
133.
The
Registrant’s Audit Committee and management have discussed the matters disclosed
in this report with Deloitte & Touche LLP, the Registrant’s independent
registered public accounting firm. The Registrant expects to file an amended
Annual Report on Form 10-K/A for the year ended December 31, 2005 and amended
Quarterly Reports on Form 10-Q/A for the quarters ended March 31, 2006 and
June 30, 2006 concurrent with the November filing of its third quarter 2006
Form
10-Q.
A
copy of the Registrant’s press release related to the
restatements is attached to this report as Exhibit 99 and is incorporated herein
by reference.
Item
9.01. Financial
Statements and Exhibits.
(a) Not
applicable.
(b) Not
applicable.
(c) Not
applicable.
(d) Exhibits:
99 Press
release dated October 6, 2006
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.
FEDERAL
AGRICULTURAL
MORTGAGE CORPORATION
By: /s/
Jerome G. Oslick
Name: Jerome
G.
Oslick
Title:
Vice
President - General Counsel
Dated: October
6, 2006