Attached files
| file | filename |
|---|---|
| EX-10.1 - FIFTH AMENDMENT - JER Investors Trust Inc | exhibit10-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): October 20, 2009 (October 14,
2009)
JER
Investors Trust Inc.
(Exact
Name of Registrant as Specified in Charter)
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Maryland
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001-32564
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75-3152779
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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1650
Tysons Boulevard, Suite 1600, McLean, VA
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22102
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code (703) 714-8000
Not
Applicable
(Former
Name or Former Address, if Changed Since Last Report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01
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Entry
Into a Material Definitive
Agreement.
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On
October 14, 2009, JER Investors Trust Inc. (the “Company”) and JER Commercial
Debt Advisors LLC (the “Manager”), an affiliate of J.E. Robert Company Inc.,
entered into an amendment to the management agreement (the “Management
Agreement”) between the Company and the Manager in connection with the Amendment
described in Item 8.01. Pursuant to the Amendment, the Manager and the
Company agreed, effective as of October 7, 2009, that during the months of
October and November, 2009 (the “Restricted Months”), (i) the Company shall not
be required to make any payments of base management fees and/or incentive fees
otherwise due and payable under the Management Agreement (collectively, the
“Fees”) in excess of $75,000 per month (the “Monthly Cash Limit”) and (ii) any
Fees accruing and otherwise payable under the Management Agreement in excess of
the Monthly Cash Limit shall be deferred and due and payable by the Company to
the Manager on such date after November 30, 2009 as the Company and the Manager
shall mutually agree in writing.
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Item
8.01
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Other
Events.
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Effective
as of October 7, 2009, the Company entered into an amendment (the “Amendment”)
with the counterparty to the Company’s seven (7) year fixed rate-for-fixed
interest rate agreement (the “Agreement”), reducing the October and November
2009 monthly payments due under the Agreement from $461,318 to $75,000 and
resulting in an aggregate deferral in payments of $772,636 (the “Deferred
Payment Amount”) during such two (2) month period. In addition, the
Amendment provides that commencing in December 2009, through and including
September 2010, the Company’s monthly payments under the Agreement shall be
increased from $461,318 to $538,937, thereby
providing for the repayment of the Deferred Payment Amount over the ten (10)
month period following November 2009.
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Item
9.01
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Financial
Statements and Exhibits.
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(d)
Exhibits.
10.1 Fifth
Amendment, dated as of October 14, 2009, to the Management Agreement, dated as
of June 4, 2004, between the Company and JER Commercial Debt Advisors
LLC.
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.
| JER Investors Trust Inc. | |||
| (Registrant) | |||
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Date:
October 20, 2009
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By: | /s/ J. Michael McGillis | |
| Name: | J. Michael McGillis | ||
| Title: | Chief Financial Officer | ||