NexPoint REIT Enters/Terminates Agreements, Creates Obligation

TL;DR

NexPoint REIT just signed a new deal, ditched an old one, and took on new debt. Big moves happening.

AI Summary

On October 4, 2024, NexPoint Diversified Real Estate Trust entered into a material definitive agreement and terminated another. The company also created a direct financial obligation. Specific details regarding the nature of these agreements, terminations, and obligations are not fully elaborated in the provided text, but they represent significant corporate actions.

Why It Matters

This filing indicates significant changes in NexPoint REIT's contractual and financial standing, which could impact its operations, liabilities, and future strategic direction.

Risk Assessment

Risk Level: medium — The filing details material definitive agreements, terminations, and new financial obligations, which inherently carry financial and operational risks.

Key Players & Entities

• NEXPOINT DIVERSIFIED REAL ESTATE TRUST (company) — Filer
• 0001356115 (company) — Central Index Key
• 20241004 (date) — Report Date

FAQ

Key Financial Figures

• $0.001 — on which registered Common Shares , $0.001 par value $0.001 per share 5.50% Serie
• $25.00 — ed Shares , par value $0.001 per share ($25.00 liquidation preference per share) NXDT
• $750 million — al advance of the loan in the amount of $750 million to Borrower on the closing date. Amount
• $358.4 million — ely 4.32% with respect to approximately $358.4 million of initial principal thereunder, 4.66%
• $58.9 million — er, 4.66% with respect to approximately $58.9 million of initial principal thereunder, 5.00%
• $46.3 million — er, 5.00% with respect to approximately $46.3 million of initial principal thereunder, 5.67%
• $97.4 million — er, 5.67% with respect to approximately $97.4 million of initial principal thereunder, 6.71%
• $113.5 million — er, 6.71% with respect to approximately $113.5 million of initial principal thereunder, 7.90%
• $38 million — er, 7.90% with respect to approximately $38 million of initial principal thereunder and 10.
• $37.5 million — nd 10.28% with respect to approximately $37.5 million of initial principal thereunder. Borrow

Filing Documents

• nexsof20241003_8k.htm (8-K) — 41KB
• ex_729574.htm (EX-10.1) — 173KB
• 0001437749-24-030715.txt ( ) — 396KB
• nxdt-20241004.xsd (EX-101.SCH) — 4KB
• nxdt-20241004_def.xml (EX-101.DEF) — 13KB
• nxdt-20241004_lab.xml (EX-101.LAB) — 17KB
• nxdt-20241004_pre.xml (EX-101.PRE) — 13KB
• nexsof20241003_8k_htm.xml (XML) — 5KB

01

Item 1.01. Entry into a Material Definitive Agreement. On October 4, 2024, NexPoint Diversified Real Estate Trust (the "Company") entered into a guaranty of recourse obligations (the "Guaranty") for the benefit of Citi Real Estate Funding, Inc. ("Citi") and JPMorgan Chase Bank, National Association ("JPM" and together with Citi, collectively, "Lender") under the Loan Agreement (defined below), pursuant to which the Company guaranteed certain obligations of the borrowers ("Borrower") under the Loan Agreement, dated October 4, 2024 (together with one or more applicable promissory notes thereunder, the "Loan Agreement"), by and among Borrower and Lender. The Company is the owner of an indirect interest in Borrower and entered into the Guaranty as a condition of Lender lending to Borrower under the Loan Agreement. Pursuant to the Guaranty, the Company guaranteed certain recourse obligations of Borrower pertaining to exculpation or indemnification of Lender, including but not limited to any fraud, misrepresentation, or certain other misconduct (including gross negligence, willful misconduct and certain waste), by Borrower or the Company, certain defaults with respect to legal requirements pertaining to the collateral and Borrower's business, management or ownership of Borrower under the Loan Agreement. The Guaranty also provides that the Company may be required to repay principal amounts upon the occurrence of certain events, including bankruptcy or certain other insolvency events with respect to or actions taken by Borrower, raising or assertion by Borrower of a defense or certain related rights or requests in connection with enforcement actions or assertions of rights or remedies by Lender or any right in connection with any security for the loan, or failure on the part of Borrower to maintain status of each borrower as a single purpose entity as described in the Loan Agreement, to obtain consent before incurring certain additional indebtedness or liens encumberin

02

Item 1.02. Termination of a Material Definitive Agreement A portion of the loan proceeds from the Loan Agreement was used to repay and discharge existing loans of Borrower that the Company guaranteed on substantially similar terms as the Guaranty. As a result of such loans being repaid by Borrower, on October 4, 2024, the following guaranties and related agreements made by the Company were terminated (collectively, the "Terminated Guaranties"): Guaranty Agreement (Carry Obligations), dated September 14, 2022, by the Company for the benefit of JPM; Guaranty Agreement (Recourse Obligations), dated September 14, 2022 (relating to a balance sheet Loan Agreement, dated as of September 14, 2022), by the Company for the benefit of JPM; Guaranty Agreement (Recourse Obligations, dated September 14, 2022 (relating to a CMBS Loan Agreement, dated as of September 14, 2022), by the Company for the benefit of JPM; Guaranty of Recourse Obligations (Pool 1), dated July 2, 2021, by the Company, Highland Income Fund and Highland Global Allocation Fund for the benefit of ACORE Capital Mortgage, LP; Guaranty of Recourse Obligations (Pool 2), dated July 2, 2021, by Highland Income Fund and Highland Global Allocation Fund for the benefit of ACORE Capital Mortgage, LP; Mezzanine Guaranty of Recourse Obligations (Pool 1), dated July 2, 2021, by the Company, Highland Income Fund and Highland Global Allocation Fund for the benefit of ACORE Capital Mortgage, LP; Mezzanine Guaranty of Recourse Obligations (Pool 2), dated July 2, 2021, by Highland Income Fund and Highland Global Allocation Fund for the benefit of ACORE Capital Mortgage, LP; and Omnibus Amendment to and Reaffirmation of Loan Documents (Pool 2), dated April 24, 2023, by and among the Borrowers from time to time party thereto, the Lenders from time to time party thereto, the Company, Highland Opportunities and Income Fund, Highland Global Allocation Fund and ACORE Capital Mortgage, LP. The co-guarantors on certain of

03

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained under "Item 1.01. Entry into a Material Definitive Agreement" is incorporated herein by reference.

Financial Statements and Exhibits

Financial Statements and Exhibits. Exhibit Number Exhibit Description 10.1 Guaranty Agreement, dated October 4, 2024, by the Company for the benefit of Citi Real Estate Funding Inc. and JPMorgan Chase Bank, N.A. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant 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. NEXPOINT DIVERSIFIED REAL ESTATE TRUST /s/ Brian Mitts Name: Brian Mitts Title: Chief Financial Officer, Executive VP- Finance, Treasurer and Assistant Secretary Date: October 4, 2024

View Full Filing

View this 8-K filing on SEC EDGAR