Great Ajax Corp. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Results of Operations and Financial Condition, Other Events, Financial Statements and Exhibits
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| Item 1.01. | Entry into a Material Definitive Agreement |
On October 18, 2024, Great Ajax Corp. (the “Company”) and RCM GA Manager LLC, an affiliate of Rithm Capital Corp. (the “Manager”), entered into an amendment (the “Amendment”) to the Management Agreement, dated June 11, 2024, by and among the Company, Great Ajax Operating Partnership L.P. and the Manager (the “Management Agreement”), to provide that the Base Management and the Incentive Fee shall be payable in cash or, at the election of the Manager, in shares of common stock of the Company, subject to the terms and conditions of the Amendment. All other terms of the Management Agreement remain unchanged.
The description above is qualified in its entirety by reference to the copy of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference thereto.
| Item 2.02. | Results of Operations and Financial Condition |
On October 21, 2024, the Company issued a press release regarding its financial results for the third quarter ended September 30, 2024 (the “Press Release”). A copy of the Press Release is attached hereto as Exhibit 99.1 and is available on the Company’s website.
The information provided in Item 2.02 of this Report, including Exhibit 99.1, is being furnished and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, unless expressly set forth as being incorporated by reference into such filing.
| Item 8.01. | Other Events |
The Press Release additionally describes the Company’s plans to change its name to Rithm Property Trust Inc. (NYSE: RPT) and related matters. The name change is expected to take effect on or about November 18, 2024, pursuant to customary notices.
| Item 9.01. | Financial Statements and Exhibits |
| Exhibit | Description | |
| 10.1 | First Amendment to the Management Agreement, dated as of October 18, 2024 | |
| 99.1 | Press Release dated October 21, 2024 | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document |
EXHIBIT INDEX
| Exhibit | Description | |
| 10.1 | First Amendment to the Management Agreement, dated as of October 18, 2024 | |
| 99.1 | Press Release dated October 21, 2024 | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document |
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.
| GREAT AJAX CORP. | ||
| By: | /s/ Mary Doyle | |
| Name: | Mary Doyle | |
| Title: | Principal Financial Officer | |
Dated: October 21, 2024