American Capital Agency Corp was organized in Delaware on January 7, 2008, and commenced operations on May 20, 2008 following the completion of its initial public offering, In connection with its initial public offering, the Company committed not to sponsor another investment vehicle that invests predominantly in agency securities that represent undivided beneficial interests in a group or pool of one or more mortgages, or whole-pool agency securities, for so long as it is managed by an affiliate of American Capital. The Company is managed by American Capital AGNC Management, LLC "Manager", an affiliate of American Capital, Ltd. "American Capital". As a REIT that invests in residential mortgage pass-through securities and collateralized mortgage obligations for which the principal and interest payments are guaranteed by a government-sponsored enterprise, such as the Federal National Mortgage Association and the Federal Home Loan Mortgage Corporation or by a U.S. Government agency, such as the Government National Mortgage Association. The Company also invests in agency debenture securities issued by Freddie Mac, Fannie Mae or the Federal Home Loan Bank and in other assets reasonably related to agency securities. The Company funds its investments through short-term borrowings structured as repurchase agreements. Its Manager is a wholly-owned subsidiary of American Capital Mortgage Management, LLC, which is also the parent company of the external manager of American Capital Mortgage Investment Corp. The agency securities in which it invests consist of Residential Pass-Through Certificates and Collateralized Mortgage Obligations. Residential pass-through certificates are securities representing interests in "pools" of mortgage loans secured by residential real property where payments of both interest and principal, on the securities are guaranteed by a GSE, and made monthly to holders of the securities, in effect "passing through" monthly payments made by the individual borrowers on the mortgage loans that underlie the securities, net of fees paid to the issuer/guarantor and servicers of the securities. CMOs are securities that are structured instruments representing interests in agency residential pass-through certificates. In acquiring agency securities, the Company competes with mortgage REITs, mortgage finance and specialty finance companies, savings and loan associations, banks, mortgage bankers, insurance companies, mutual funds, institutional investors, investment banking firms, other lenders, governmental bodies and other entities. The Company is subject to regulation by laws at the local, state and federal level, including securities and tax laws and financial accounting and reporting standards.
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