8-K 1 d354676.htm GS MORTGAGE SECURITIES CORP.

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: July 14, 2005

(Date of earliest event reported)

 

 

GS Mortgage Securities Corp.

(Exact name of registrant as specified in its charter)

 

 

Delaware

333-120274

13-3387389

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

 

 

 

 

 

 

85 Broad Street,
New York, New York

 

10004

(Address of Principal
Executive Office)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (212) 902-1000

 

 


 

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 (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o 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 July 21, 2005, the Registrant will cause the issuance and sale of approximately $721,366,000 initial principal amount of GS Mortgage Securities Corp., Mortgage Pass-Through Certificates, Series 2005-FFA, (the “Certificates”) pursuant to a Pooling and Servicing Agreement to be dated as of July 1, 2005, among GS Mortgage Securities Corp., as depositor, National City Home Loan Services, as servicer, Deutsche Bank National Trust Company, as trustee and Wachovia Bank, National Association, as co-trustee.

 

In connection with the sale of the Certificates by Goldman, Sachs & Co. (the “Underwriter”), the Registrant has been advised that the Underwriter has furnished to prospective investors certain yield tables and other computational materials (the “Computational Materials”) with respect to the Certificates following the effective date of Registration Statement No. 333-120274, which Computational Materials are being filed as exhibits to this report.

 

The Computational Materials have been provided by the Underwriter.

 

The Underwriter has advised the Registrant that certain information in the Computational Materials may have been based on assumptions that differed from the final pool information.

 

The Computational Materials were prepared by the Underwriter at the request of certain prospective investors, based on assumptions provided by, and satisfying the special requirements of, such prospective investors. The Computational Materials may be based on assumptions that differ from the assumptions set forth in the Prospectus Supplement. The Computational Materials may not include, and do not purport to include, information based on assumptions representing a complete set of possible scenarios. Accordingly, the Computational Materials may not be relevant to or appropriate for investors other than those specifically requesting them.

 

In addition, the actual characteristics and performance of the Loans underlying the Certificates (the “Loans”) may differ from the assumptions used in the Computational Materials, which are hypothetical in nature and which were provided to certain investors only to give a general sense of how the yield, average life, duration, expected maturity, interest rate sensitivity and cash flow characteristics of the Certificates might vary under varying prepayment and other scenarios. Any difference between such assumptions and the actual characteristics and performance of the Loans will affect the actual yield, average life, duration, expected maturity, interest rate sensitivity and cash flow characteristics of the Certificates.

 


 

Item 9.01.

Financial Statements and Exhibits

 

(a)

Financial Statements.

 

 

Not applicable.

 

(b)

Pro Forma Financial Information.

 

Not applicable.

 

(c)

Exhibits

 

Exhibit No.

Item 601(a) of Regulation S-K Exhibit No.

Description

1

99.1

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

2

99.2

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

3

99.3

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

4

99.4

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

5

99.5

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

6

99.6

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

 

 


 

 

7

99.7

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

8

99.8

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

9

99.9

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

10

99.10

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

 


 

SIGNATURE

 

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.

 

 

 

 

 

 

 

 

GS MORTGAGE SECURITIES CORP.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

/s/ Michelle Gill

 

 

 

 

 

 

 

Name:

Michelle Gill

 

 

 

 

 

 

 

Title:

Vice President

 

 

Dated: July 14, 2005

 


 

EXHIBIT INDEX

 

 

Exhibit Number

Item 601(a) of Regulation S-K Exhibit No.

Description

1

99.1

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

2

99.2

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

3

99.3

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

4

99.4

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

5

99.5

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

6

99.6

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

7

99.7

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

 

 


 

 

8

99.8

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

9

99.9

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA

10

99.10

Computational Materials prepared by the Underwriter in connection with certain classes of FFMLT Trust 2005-FFA, Mortgage Pass-Through Certificates, Series 2005-FFA