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| MMAB.PK > SEC Filings for MMAB.PK > Form 8-K on 29-Jun-2009 | All Recent SEC Filings |
29-Jun-2009
Entry into a Material Definitive Agreement, Financial Statements
On June 26, 2009, Municipal Mortgage & Equity, LLC (the "Company"), entered into a purchase and sale agreement (the "Agreement"), with JEN I, L.P. ("JEN I"), for the sale of substantially all of the Company's low income housing tax credit business (the "Business") operated by the Company's MMA Equity Corporation and MMA Financial TC Corp. subsidiaries.
Pursuant to the Agreement, JEN I will purchase the entirety of the Business, excluding interests in certain "guaranteed" low income housing tax credit funds, for an aggregate purchase price of $18.7 million to be paid in cash and the assumption of approximately $12 million in liabilities. The sale transaction will be consummated in two sequential closings. At the first closing the company will convey (a) its interests in (i) all of the tax credit funds for which third-party or governmental consent to transfer is not required, (ii) all tax credit funds for which third-party or governmental consent is required and has been obtained, (iii) subsidiaries for which third-party or governmental consent to transfer is not required, and (iv) subsidiaries for which third-party consent is required and has been obtained, and (b) the operating assets of the Business, including employees, physical assets, and intellectual property for which third-party consent is not required to transfer (collectively, the "First Closing Interests"). JEN I will pay at least $14 million for the First Closing Interests, depending on the number of funds conveyed, subject to adjustments set forth in the Agreement. The first closing is expected to occur on or about July 17, 2009. The obligation of JEN I to consummate the first closing and pay for the assets is subject to the satisfaction or waiver of a number of closing conditions set forth in the Agreement, including, (a) the receipt of all material governmental and third-party consents and approvals, including the approval of the U.S. Department of Housing and Urban Development, and (b) other customary closing conditions.
At the second closing, JEN I will pay the balance of the purchase price, subject to certain holdbacks and adjustments set forth in the Agreement, for the remaining assets being transferred which require third party or governmental consent. The second closing is expected to occur by August 31, 2009, subject to the satisfaction or waiver of a number of closing conditions set forth in the Agreement, including, (a) the receipt of all material governmental and third-party consents and approvals, including the approval of the U.S. Department of Housing and Urban Development, and (b) other customary closing conditions.. The Company will retain control of certain tax credit equity funds with respect to which the Company has guarantee obligations and will engage JEN I to manage these funds.
d) Exhibits
10.1 -- Purchase and Sale Agreement dated June 26, 2009 between JEN I, L.P. and
Municipal Mortgage & Equity, LLC, MMA Equity Corporation and MMA Financial TC
Corp.
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