Ellington Credit Co Files 8-K with Material Agreement Update
Ticker: EARN · Form: 8-K · Filed: Jun 25, 2024 · CIK: 1560672
| Field | Detail |
|---|---|
| Company | Ellington Credit CO (EARN) |
| Form Type | 8-K |
| Filed Date | Jun 25, 2024 |
| Risk Level | medium |
| Pages | 6 |
| Reading Time | 7 min |
| Key Dollar Amounts | $0.01, $85.0 m, $45.1 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, filing, real-estate
TL;DR
Ellington Credit Co just filed an 8-K for a new material agreement - big moves ahead?
AI Summary
On June 25, 2024, Ellington Credit Company filed an 8-K, reporting the entry into a material definitive agreement. The filing also includes financial statements and exhibits, with the company's principal executive offices located at 53 Forest Avenue, Old Greenwich, CT.
Why It Matters
This filing indicates a significant new contract for Ellington Credit Company, which could impact its financial performance and strategic direction.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that may affect the company's financial health and stock performance.
Key Players & Entities
- Ellington Credit Company (company) — Registrant
- June 25, 2024 (date) — Date of Report
- 53 Forest Avenue, Old Greenwich, CT (location) — Principal executive offices
FAQ
What is the nature of the material definitive agreement entered into by Ellington Credit Company?
The filing indicates the entry into a material definitive agreement, but the specific details of the agreement are not provided in the summary information.
When was the material definitive agreement entered into?
The agreement was entered into on or before June 25, 2024, as indicated by the filing date.
Where are Ellington Credit Company's principal executive offices located?
Ellington Credit Company's principal executive offices are located at 53 Forest Avenue, Old Greenwich, CT.
What is the SIC code for Ellington Credit Company?
The Standard Industrial Classification (SIC) code for Ellington Credit Company is 6798, which corresponds to Real Estate Investment Trusts.
What is the filing date of this 8-K report?
The 8-K report was filed on June 25, 2024.
Filing Stats: 1,767 words · 7 min read · ~6 pages · Grade level 14.3 · Accepted 2024-06-25 17:06:20
Key Financial Figures
- $0.01 — Common Shares of Beneficial Interest, $0.01 par value per share EARN The New York
- $85.0 m — estment portfolio totaled approximately $85.0 million, up from $45.1 million as of Marc
- $45.1 million — ed approximately $85.0 million, up from $45.1 million as of March 31, 2024. In light of the
Filing Documents
- earn-20240625.htm (8-K) — 39KB
- exhibit101-sixtharmanageme.htm (EX-10.1) — 277KB
- exhibit991-riskfactors.htm (EX-99.1) — 6KB
- 0001560672-24-000051.txt ( ) — 499KB
- earn-20240625.xsd (EX-101.SCH) — 2KB
- earn-20240625_lab.xml (EX-101.LAB) — 22KB
- earn-20240625_pre.xml (EX-101.PRE) — 13KB
- earn-20240625_htm.xml (XML) — 3KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. As previously disclosed, on April 1, 2024, Ellington Credit Company (the "Company") announced (the "Announcement') that its Board of Trustees (the "Board") had unanimously approved a strategic transformation of the Company's investment strategy to focus on corporate collateralized loan obligations ("CLOs"). In connection with the Announcement and the strategic transformation: (i) the Company revoked its election to be treated as a real estate investment trust for U.S. federal income tax purposes, effective January 1, 2024; (ii) changed its name to Ellington Credit Company from Ellington Residential Mortgage REIT; and (iii) rescheduled its 2024 annual meeting of shareholders, in anticipation of submitting proposals at such annual meeting to enable the Company to convert to a closed-end investment company registered under the Investment Company Act of 1940, as amended. Since the Announcement, the Company's external manager, Ellington Credit Company Management LLC (the "Manager"), has continued to shift the Company's capital allocation from agency mortgage-backed securities to CLOs. As of June 24, 2024, the Company's CLO investment portfolio totaled approximately $85.0 million, up from $45.1 million as of March 31, 2024. In light of the change in the Company's investment strategy, including the change of the focus of the Manager's capital deployment activities from acquisitions of agency mortgage-backed securities to acquisitions of CLO investments, and the continued progress and success that the Manager has already achieved towards rotating the Company's investment portfolio and towards completion of the strategic transformation, together with other factors, the Board has determined to more closely align the management fee arrangement between the Company and the Manager with the advisory fee structures of CLO-focused registered closed-end funds. Accordingly, on June 25, 2024, the Board unanimously approved the
01. Other Events
Item 8.01. Other Events. The Company is also filing this Current Report on Form 8-K to provide disclosure on certain risks associated with the New Management Agreement, including the Performance Fee, which are attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. The following exhibits are being filed with this Current Report on Form 8-K. 10.1 Sixth Amended and Restated Management Agreement, dated June 25 , 2024, by and between Ellington Credit Company and Ellington Credit Company Management LLC 99.1 Supplemental Risk Factors 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ELLINGTON CREDIT COMPANY Dated: June 25, 2024 By: /s/ Christopher Smernoff Christopher Smernoff Chief Financial Officer 4