Other Information
−Removed: On November 7, 2022, we entered into an amendment to our Management Agreement between us and our Manager (the “Management Agreement Amendment”).
−Removed: Our Manager is a wholly-owned subsidiary of the Parent Manager, which is an entity that is over 70%, 10% and 5% beneficially owned by Mr.
−Removed: Tannenbaum, Robyn Tannenbaum, our Managing Director, Head of Originations and Investor Relations and Jonathan Kalikow, our Head of Real Estate and one of our directors, respectively.
−Removed: Pursuant to the Management Agreement Amendment, the Management Agreement was amended to update the investment guidelines to allow for investments in (i) first lien loans secured by mortgages to businesses that are not related to the cannabis industry, (ii) the ownership of non-cannabis related real property assets and (iii) mortgage-backed securities.
−Removed: A copy of the Management Agreement Amendment is filed as Exhibit 10.1B to this Form 10-K and incorporated herein by reference.
+Added: On March 6, 2023, we entered into an amendment to our Management Agreement between us and our Manager (the “Management Agreement Amendment”).
+Added: Our Manager is a wholly-owned subsidiary of an entity that is over 70%, 10% and 5% beneficially owned by Leonard M.
+Added: Tannenbaum, our Chief Executive Officer and Chairman of the Board, Robyn Tannenbaum, our President, and Jonathan Kalikow, our Head of Real Estate and one of our directors, respectively.
+Added: Pursuant to the Management Agreement Amendment, the Management Agreement was amended to update the investment guidelines to allow for investments in second lien loans secured by mortgages to businesses that are not related to the cannabis industry.
+Added: In addition, the definition of the Investment Committee was amended to allow independent contractors to serve on the Investment Committee and to allow for a majority vote for any action taken by the Investment Committee at any time that the Investment Committee is comprised of at least four members.
+Added: A copy of the Management Agreement Amendment is filed as Exhibit 10.1C to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and incorporated herein by reference.
Description of Exhibits
4 unchanged sentences
(filed as Exhibit 3.4 to the Company’s Registration Statement on Form S-11 on January 22, 2021 and incorporated herein by reference).
+Added: Indenture, dated as of November 3, 2021, by and between AFC Gamma, Inc.
+Added: and TMI Trust Company, as trustee (filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K on November 3, 2021 and incorporated herein by reference).
+Added: Form of 5.750% Senior Notes due 2027 (included in Exhibit 4.2).
First Amendment to Amended and Restated Management Agreement, dated March 10, 2022, by and between AFC Gamma, Inc.
1 unchanged sentence
Second Amendment to Amended and Restated Management Agreement, dated November 7, 2022, by and between AFC Gamma, Inc.
−Removed: and AFC Management, LLC
+Added: and AFC Management, LLC (filed as Exhibit 10.1B to the Company’s Quarterly Report on Form 10-Q on November 8, 2022 and incorporated herein by reference).
+Added: Third Amendment to Amended and Restated Management Agreement, dated March 6, 2023 by and between AFC Gamma, Inc.
+Added: and AFC Management, LLC (filed as Exhibit 10.1C to the Company’s Annual Report on Form 10-K on March 7, 2023 and incorporated herein by reference).
Loan and Security Agreement, dated April 29, 2022, by and among AFC Gamma, Inc., as Borrower, and the lenders that are party thereto (filed as Exhibit 10.7 to the Company’s Current Report on Form 8-K on May 2, 2022 and incorporated herein by reference).
14 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: November 8, 2022
AFC GAMMA, INC.
2 unchanged sentences
(Principal Executive Officer)
−Removed: /s/ Brett Kaufman
−Removed: Brett Kaufman
+Added: /s/ Brandon Hetzel
+Added: Brandon Hetzel
Chief Financial Officer and Treasurer
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.