NEW YORK, Jan. 6, 2020 /PRNewswire/ -- Hunt Companies
Finance Trust, Inc. (NYSE: HCFT) ("we", "HCFT" or "the
Company") announced today that its independent directors
unanimously approved the entry into a new management agreement with
OREC Investment Management, LLC (the "Manager"), a subsidiary of
ORIX Corporation USA ("ORIX
USA") and the concurrent mutual
termination of its management agreement with Hunt Investment
Management, LLC ("Hunt").
A subsidiary of ORIX Corporation, the Japan-based financial services giant, ORIX
USA provides a wide range of
innovative capital solutions for clients in the corporate, real
estate, and municipal finance sectors. ORIX Corporation assets
exceed $110 billion, and it has
approximately $400 billion of assets
under management. OREC Investment Management is part of ORIX
Real Estate Capital's finance and investment management
platform, which was created through the combination of RED
Capital Group, Lancaster Pollard, and Hunt Real Estate
Capital. The combined platform has an annual loan production
in excess of $9 billion and a
servicing portfolio of more than $40
billion.
The terms of the new management agreement, which are further
described in the Company's Form 8-K, align with the terms of HCFT's
prior management agreement with HIM in all material respects,
including a cap on reimbursable expenses. Pursuant to the
terms of the termination agreement between the Company and Hunt,
the termination of the management agreement did not trigger, and
Hunt was not paid, a termination fee by the Company. ORIX
USA separately agreed to pay Hunt
a negotiated payment in connection with the foregoing.
In connection with the transaction, an affiliate of ORIX
USA purchased 1,246,719 shares of
the Company's common stock in a private placement by the Company at
a purchase price of $4.61 per share, resulting in an
aggregate capital raise of $5,747,375. The purchase price per
share represents a 43% premium over the HCFT common share price
on January 2, 2020. After completion of this share
purchase, an affiliate of ORIX USA
will own approximately 5.0% of HCFT's outstanding common
shares.
In connection with the transaction, James C. Hunt resigned as the Company's Chairman
of the Board but will continue as a member of the Board. In
addition, the Board appointed Interim Chief Financial Officer
James A. Briggs as Chief Financial
Officer of the Company. James
Flynn will continue to serve as CEO and Michael Larsen will continue to serve as
President of HCFT.
Mr. William A. Houlihan, the Company's lead independent
director, stated, "We are excited by this transaction and HCFT's
partnership with ORIX USA. We believe that this transaction
provides HCFT with continued support from a strong institutional
quality manager with access to an even larger and more diverse
commercial real estate debt origination and servicing platform
while maintaining the management team currently in place."
Jerry Abrahams, Chief Executive
Officer for ORIX Commercial Mortgage Servicing Group, stated, "We
are committed to continuing to grow our range of debt solutions for
our customers and partners across the broader ORIX platform and
look forward to the opportunity to create long-term value for the
shareholders of HCFT."
James Flynn, the CEO of HCFT,
stated, "We look forward to further enhancing the scale of HCFT and
generating shareholder value through leveraging ORIX's expansive
originations, asset management, and servicing platform."
The foregoing description of the transactions, including the
terms of the new management agreement, does not purport to be
complete. For more information, please review the Company's Current
Report on Form 8-K to be filed with the Securities and Exchange
Commission on or about January 6,
2020.
About HCFT
Hunt Companies Finance Trust is a Maryland corporation focused on investing in,
financing and managing transitional multifamily and other
commercial real estate loans or securitizations. Hunt Companies
Finance Trust is externally managed and advised by OREC Investment
Management, LLC. For additional information about OREC Investment
Management, LLC, please see its form ADV and brochure (Part 2A of
Form ADV) available at https://www.adviserinfo.sec.gov.
About ORIX Corporation USA
(ORIX USA)
Since 1981, ORIX USA has
provided innovative capital solutions that clients need to propel
their business to the next level. ORIX USA and its subsidiaries — Boston Financial
Investment Management, ORIX Real Estate Capital (the combined
company of RED Capital Group and Lancaster Pollard), NXT Capital,
Mariner Investment Group, RB Capital and ORIX Capital Partners —
include a team of more than 1,000 employees spanning more than 30
offices across the U.S. and Brazil. ORIX USA and its family of companies have
$64 billion of assets under
management, administration and servicing (including more than
$9 billion held by the company and
its subsidiaries).* Its parent company, Orix
Corporation, is a publicly owned international financial
services company with operations in 37 countries and regions
worldwide. ORIX Corporation is listed on the Tokyo Stock Exchange
(8591) and New York Stock Exchange (IX). For more information on
ORIX USA,
visit www.orix.com.
*All figures are as of March
2019.
Additional Information and Where to Find It
Investors, security holders and other interested persons may
find additional information regarding the Company at the SEC's
Internet site at http://www.sec.gov/ or the Company
website www.huntcompaniesfinancetrust.com or by directing
requests to: Hunt Companies Finance Trust, 230 Park Avenue, 23rd
Floor, New York, NY 10169,
Attention: Investor Relations.
Forward-Looking Statements
Certain statements included in this press release, any related
webcast / conference call, and other oral statements made by our
representatives from time to time may constitute forward-looking
statements intended to qualify for the safe harbor contained in
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act, as amended. Forward-looking
statements are subject to risks and uncertainties. These
forward-looking statements include information about possible or
assumed future results of our business, financial condition,
liquidity, results of operations, plans and objectives. You can
identify forward-looking statements by use of words such as
"believe," "expect," "anticipate," "project," "estimate," "plan,"
"continue," "intend," "should," "may," "will," "seek," "would,"
"could," or similar expressions or other comparable terms, or by
discussions of strategy, plans or intentions. Statements regarding
the following subjects, among others, may be forward-looking: the
return on equity; the yield on investments; the ability to borrow
to finance assets; and risks associated with investing in real
estate assets, including changes in business conditions and the
general economy. Forward-looking statements are based on our
beliefs, assumptions and expectations of our future performance,
taking into account all information currently available to us on
the date of this press release or the date on which such statements
are first made. Actual results may differ from expectations,
estimates and projections. You are cautioned not to place undue
reliance on forward-looking statements in this press release and/or
any related webcast / conference call and should consider carefully
the factors described in Part I, Item IA "Risk Factors" in our
annual reports on Form 10-K, our quarterly reports on Form 10-Q,
and other current or periodic filings with the Securities and
Exchange Commission ("SEC"), when evaluating these forward-looking
statements. Forward-looking statements are subject to substantial
risks and uncertainties, many of which are difficult to predict and
are generally beyond our control. Additional information concerning
these and other risk factors are contained in our 2018 10-K which
is available on the Securities and Exchange Commission's website
at www.sec.gov. Except as required by applicable law, we
disclaim any intention or obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
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SOURCE Hunt Companies Finance Trust, Inc.