Item 1.01. Entry into a Material Definitive Agreement
The Repurchase Agreement will be used by FOAC from time to time to sell certain eligible residential mortgage loans, to be acquired by FOAC from one or more originators, to Credit Suisse. The Repurchase Agreement provides for a 364-day facility term with an aggregate maximum capacity of
The Company also entered into a guaranty, in favor of Credit Suisse (the "Guaranty"), pursuant to which it guaranteed FOAC's obligations under the Repurchase Agreement. The Company, as guarantor, is subject to certain financial covenants in respect of the Repurchase Agreement which are not more restrictive than the Company's most restrictive financial covenants with its other repurchase agreement counterparties.
In addition, the Repurchase Agreement contains certain events of default (subject to certain materiality thresholds and cure periods), including payment defaults, breaches of covenants and/or any representations and warranties, cross-defaults, bankruptcy or insolvency proceedings and other events of default customary for this type of transaction. The remedies for such events of default are also customary for this type of transaction and include, among others, repurchase of a purchased mortgage loan and the liquidation by Credit Suisse of the mortgage loans under the Repurchase Agreement.
The Company has outstanding master repurchase agreements with two affiliates of Credit Suisse,
The foregoing descriptions of the Repurchase Agreement and Guaranty do not purport to be complete and are qualified in their entirety by reference to the full text of the Repurchase Agreement and Guaranty, respectively, which have been filed with this Current Report on Form 8-K as Exhibits 10.1 and 10.2, respectively.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
See Item 1.01 above, the provisions of which are incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. Exhibit No. Description 10.1 Master Repurchase Agreement, dated as of
February 25, 2014, by and among Credit Suisse First Boston Mortgage Capital LLCas buyer, Five Oaks Acquisition Corp.as seller and Five Oaks Investment Corp.as guarantor. 10.2 Guaranty, dated as of February 25, 2014, by Five Oaks Investment Corp.in favor of Credit Suisse First Boston Mortgage Capital LLC.