NexPoint Real Estate Finance Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement
$NREF
Real Estate Investment Trusts
Real Estate
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): January 2, 2025
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Registrant’s telephone number, including area code: (214 ) 276-6300
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Securities registered pursuant to Section 12(b) of the Exchange Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Item 1.01 Entry Into a Material Definitive Agreement.
NexPoint Real Estate Finance, Inc. (the “Company”) previously announced that on May 10, 2024, the Company, through its subsidiary NREF OP IV, L.P. (“OP IV”); NexPoint Diversified Real Estate Trust Operating Partnership, L.P. (“NXDT OP”), the operating partnership of NexPoint Diversified Real Estate Trust, an entity that is advised by an affiliate of the Company’s external manager NexPoint Real Estate Advisors VII, L.P. (our “Manager”); and The Ohio State Life Insurance Company (“OSL”), an entity that may be deemed an affiliate of the Manager through common beneficial ownership, entered into an Assignment and Assumption and Co-Lender Agreement (the “Initial Assignment Agreement”), pursuant to which OP IV assigned the right to fund up to 9% of a loan made to IQHQ-Alewife Holdings, LLC (the “Alewife Loan”) to NXDT OP and allocated the right to fund up to 9% of the Alewife Loan to OSL.
Effective January 2, 2025, the Company, through OP IV, entered into an Assignment and Assumption and Co-Lender Agreement (the “Assignment Agreement” and, together with the Initial Assignment Agreement, the “Assignment Agreements”) with OSL pursuant to which OP IV assigned $7.5 million interest in the Alewife Loan to OSL for cash and increased OSL’s allocation of the right to fund to up to 14.4896% of the Alewife Loan. In addition, under the Assignment Agreement, at any time and from time to time, NREF may purchase up to all of the amounts funded by OSL in the Alewife Loan from OSL.
Pursuant to the Assignment Agreements, upon receipt of a draw request, NXDT OP and OSL have the right to elect to fund an amount equal or greater than zero and up to (i) 9% or 14.4896%, respectively, of the total amount of all advances previously made under the Alewife Loan plus the amount of the then current borrowing, (ii) less the total amount of advances previously made by NXDT OP and OSL, respectively. OP IV is required to fund any amounts not funded by OSL and NXDT OP under the Assignment Agreements. At any time that NXDT OP and OSL have funded less than their respective percentages of all advances made under the Alewife Loan, NXDT OP and OSL have the option upon notice to OP IV to pay to OP IV any amount of such unfunded amount. Upon such payment, NXDT OP or OSL would become entitled to all interest and fees accrued on the amount paid to OP IV on and after the date of such payment.
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.
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NEXPOINT REAL ESTATE FINANCE, INC.
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By:
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/s/ Paul Richards
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Name: Paul Richards
Title: Chief Financial Officer, Executive Vice President-Finance, Assistant Secretary and Treasurer
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Date: January 8, 2025