Item 1.01
Entry into a Material Definitive Agreement.
Effective May 10, 2019, Issued Holdings Capital Corporation (“
IHCC
”), a direct, wholly-owned subsidiary of Dynex Capital, Inc. (the “
Company
”), and the Company, as guarantor, entered into an Amendment No. 5 (the “
Amendment
”) to IHCC’s Master Repurchase and Securities Contract (as amended, the “
Repurchase Agreement
”) with Wells Fargo Bank, N. A. (“
Wells Fargo
”).
The Amendment extends the maturity date of the Repurchase Agreement to June 12, 2019, subject to early termination provisions contained in the Repurchase Agreement. No changes were made to the guarantee agreement (the “
Guarantee Agreement
”) under which the Company fully guarantees all of IHCC’s payment and performance obligations under the Repurchase Agreement.
See the Company’s Current Reports on Form 8-K filed with the Securities and Exchange Commission on August 8, 2012, October 7, 2013, February 11, 2015, May 3, 2016 and May 17, 2017 for additional disclosure regarding the terms of the Repurchase Agreement, as previously amended, and the Guarantee Agreement. The Repurchase Agreement, as amended, and the Guarantee Agreement contain representations, warranties, covenants, events of default and indemnities that are customary for agreements of this type. The Guarantee Agreement also contains financial covenants that require the Company to meet at all times minimum consolidated net worth, minimum liquidity, and maximum indebtedness to consolidated net worth requirements.
The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, which has been filed with this Current Report on Form 8-K as Exhibit 10.23.5.