ALTISOURCE RESIDENTIAL CORPORATION (NYSE:RESI) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
The information set forth in Item 1.01 regarding the Acquired Properties acquired to the PSA is incorporated by reference into this Item 1.01.
| Item 1.01 | Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant |
On June29, 2017, Property Owner entered into a loan agreement (the “Loan Agreement”) with VMP and MSR, as lenders (“Lenders”), and Amherst SFR Lender, LLC, as agent. to the Loan Agreement, Property Owner borrowed $87,803,354 in connection with the acquisition of the Acquired Properties to the PSA (collectively the “Loan”) from Lenders, representing 75% of the aggregate purchase price of the Acquired Properties. The Loan is a floating rate loan, composed of eight floating rate components, interest on each of which is computed monthly based on one-month LIBOR plus a fixed component spread. The entire principal amount of $87,803,354 is currently allocable to one component at a fixed-rate spread over one-month LIBOR of 2.300% which is anticipated to be the weighted average fixed rate spread for the duration of the Loan. The initial maturity date of the Loan is October9, 2019 (the “Initial Maturity Date”). Property Owner has the option to extend the Loan beyond the Initial Maturity Date for three successive one-year extensions, provided, among other things, that there is no event of default under the Loan Agreement on each maturity date.
The Loan is secured by first priority mortgages on the Acquired Properties. The Loan Agreement requires that Property Owner comply with various affirmative and negative covenants that are customary for loans of this type, including limitations on indebtedness that Property Owner can incur, limitations on sales and dispositions of the Acquired Properties and various restrictions on the use of cash generated by the operations of the Acquired Properties while the Loan is outstanding. The Loan Agreement also includes customary events of default, the occurrence of which would allow the Lenders to accelerate payment of all amounts outstanding thereunder.
The foregoing description of the Loan Agreement does not purport to be complete and is subject to and qualified in its entirety by reference to the full text of the Loan Agreement, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
On June29, 2017, the Company issued a press release, a copy of which is filed as Exhibit 99.1 hereto and is incorporated herein by reference.
| Item 1.01 | Financial Statements and Exhibits. |
| (a) | Financial Statements of business acquired. |
The financial statements required by this Item, if required, will be filed by amendment to this Current Report on Form 8-K no later than 71 calendar days after the date this Current Report on Form 8-K is required to be filed.
| (b) | Pro forma financial information. |
The pro forma financial information required by this Item, if required, will be filed by amendment to this Current Report on Form 8-K no later than 71 calendar days after the date this Current Report on Form 8-K is required to be filed.
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ExhibitNo. |
Description |
| 2.1 | First Amendment to the Purchase and Sale Agreement, dated June 29, 2017, among Vaca Morada Partners, LP, MSR II, LP and Altisource Residential, L.P. * |
| 10.1 | Loan Agreement, dated June 29, 2017, among Home SFR Borrower III, LLC, as Borrower, Vaca Morada Partners, LP, as a Lender, MSR II, LP, as a Lender, and Amherst SFR Lender, LLC, as Agent |
| 99.1 | Press Release of Altisource Residential Corporation dated June 29, 2017 |
* Certain schedules have been omitted to Item601(b)(2) of Regulation SK. The Company agrees to furnish supplementally a copy of any of the omitted schedules upon request by the United States Securities and Exchange Commission, provided, however, that the Company may request confidential treatment to Rule 24b-2 of the Exchange Act, as amended, for any schedules so furnished.
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.
| Altisource Residential Corporation | ||
|
Date: July6, 2017 |
By: | /s/ Robin N. Lowe |
| Robin N. Lowe | ||
| Chief Financial Officer |
EXHIBIT INDEX
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ExhibitNo. |
Description |
| 2.1 | First Amendment to the Purchase and Sale Agreement, dated June29, 2017, among Vaca Morada Partners, LP, MSR II, LP and Altisource Residential, L.P. * |
| 10.1 | Loan Agreement, dated June 29, 2017, among Home SFR Borrower III, LLC, as Borrower, Vaca Morada Partners, LP, as a Lender, MSR II, LP, as a Lender, and Amherst SFR Lender LLC, as Agent |
| 99.1 | Press Release of Altisource Residential Corporation dated June 29, 2017 |
* Certain schedules have been omitted to Item601(b)(2) of Regulation SK. The Company agrees to furnish supplementally a copy of any of the omitted schedules upon request by the United States Securities and Exchange Commission, provided, however, that the Company may request confidential treatment Altisource Residential Corp ExhibitEX-2.1 2 d367291dex21.htm EXHIBIT 2.1 Exhibit 2.1 Exhibit 2.1 Execution Version FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT This FIRST AMENDMENT TO THE PURCHASE AND SALE AGREEMENT is made as of June 29,…To view the full exhibit click here
About ALTISOURCE RESIDENTIAL CORPORATION (NYSE:RESI)
Altisource Residential Corporation is a real estate investment trust (REIT). The Company is focused on acquiring, owning and managing single-family rental properties throughout the United States. The Company operates through the segment focused on the resolution of sub-performing and non-performing mortgages, and acquisition and ownership of rental residential properties. It acquires its single-family rental properties primarily through the acquisition of sub-performing and non-performing loan portfolios. The Company conducts its activities through its subsidiary, Altisource Residential, L.P., and its subsidiaries. The Company has approximately 6,520 real estate owned (REO) properties, consisting of over 4,930 REO properties held for use and over 1,580 held for sale. Of approximately 4,930 REO properties held for use, over 2,120 properties are leased, over 260 are listed and ready for rent, and approximately 350 are in varying stages of renovation and unit turn status.