Item 1.01 Entry into a Material Definitive Agreement
OnAugust 2, 2022 ,Altisource Asset Management Corporation ("Altisource") and a wholly owned subsidiary,Grapetree Lending LLC ("Grapetree," and together withAltisource , the "Company") entered into that certain Master Repurchase Agreement withFlagstar Bank FSB ("Flagstar"), a federal savings bank, as a buyer and administrative agent, Grapetree, as the seller, andAltisource , as guarantor, in which the Company established a$50 million line of credit ("the Line").Altisource additionally entered into a Guaranty Agreement datedAugust 1, 2022 , in favor of Flagstar, guaranteeing the repayment and performance of the obligations under the Line. The Company will use the proceeds from the Line to fund the acquisition and origination of business purpose loans (the "Loans") secured by residential, multifamily and certain commercial properties. Flagstar will have a security interest in the Loans subject to a transaction under the Line. The Line's maturity is 364 days from the execution date.
The Line accrues price differential at a base 1-Month Term SOFR rate plus a
spread dependent upon the type of Loan subject to a transaction. Price
differential is payable monthly. The Line also charges a fee on the unused
portion of the
less than a threshold level of the total commitment.
The Line provides for certain affirmative and negative covenants applicable to the Company and its subsidiaries. The Company is required to maintain financial covenants including specified levels of: 1) quarter-end tangible net worth; 2) quarter-end liquidity; and 3) a quarter-end ratio of total liabilities to tangible net worth. The Line also contains events of default (subject to certain materiality thresholds and grace periods), including payment defaults, breaches of covenants and representations and warranties, cross defaults, bankruptcy or insolvency proceedings and other events of default which are customary for this type of transaction. The remedies for such events of default include the acceleration of the principal amount outstanding under the Line and the liquidation of Loans subject to a transaction.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement of a Registrant
The information required by this Item 2.03 is contained in Item 1.01 above and
is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 99.1 Press Release of Altisource Asset Management
Corporation, dated
2022. 101 Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language). 104 Cover Page Interactive Data File (embedded within
the Inline XBRL document).
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