8-K
Granite Point Mortgage Trust Inc. (GPMT)
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): April 25, 2025
Granite Point Mortgage Trust Inc.
(Exact name of registrant as specified in its charter)
| Maryland | 001-38124 | 61-1843143 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (I.R.S. Employer<br>Identification No.) |
| 3 Bryant Park, Suite 2400A | ||
| --- | --- | --- |
| New York, | NY | 10036 |
| (Address of principal executive offices)<br>(Zip Code) |
Registrant’s telephone number, including area code: (212) 364-5500
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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class: | Trading Symbol(s) | Name of each exchange on which registered: |
|---|---|---|
| Common Stock, par value $0.01 per share | GPMT | NYSE |
| 7.00% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share | GPMTPrA | NYSE |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into a Material Definitive Agreement.
JPMorgan Repurchase Facility
On April 25, 2025, Granite Point Mortgage Trust Inc. (the “Company”) entered into an amendment (the “JPMorgan Guaranty Amendment”) to that certain Amended and Restated Guarantee Agreement, dated as of June 28, 2017, with JPMorgan Chase Bank, National Association (“JPMorgan”) (as amended from time to time, the “JPMorgan Guaranty”) in connection with that certain Uncommitted Master Repurchase Agreement, dated as of December 3, 2015, between the Company’s wholly-owned subsidiary, GP Commercial JPM LLC, and JPMorgan (as amended, the “JPMorgan MRA”). The JPMorgan Guaranty Amendment, among other things, acknowledges that the maturity date of the JPMorgan MRA has been extended to July 28, 2026, and modifies the “Minimum Interest Expense Coverage Ratio” financial covenant contained in the JPMorgan Guaranty.
Morgan Stanley Repurchase Facility
On April 25, 2025, GP Commercial MS LLC, a wholly owned subsidiary of the Company, entered into an amendment (the “Morgan Stanley MRA Amendment”) to that certain Master Repurchase and Securities Contract Agreement, dated as of February 18, 2016, with Morgan Stanley Bank, N.A. The Morgan Stanley MRA Amendment, among other things, extends the facility’s termination date to June 28, 2026 (with an option to extend the facility’s termination an additional year – to June 28, 2027).
Citibank Repurchase Facility
On April 28, 2025, GP Commercial CB LLC and GP Commercial CB SL Sub LLC, wholly owned subsidiaries of the Company, entered into an amendment (the “Citibank MRA Amendment”) to that certain Amended and Restated Master Repurchase Agreement, dated as May 25, 2022, with Citibank, N.A. The Citibank MRA Amendment, among other things, extends the facility’s termination date to April 27, 2026, adds two 364-day extension options and adjusts the maximum facility amount to $250 million.
The foregoing description of the JPMorgan Guaranty Amendment, Morgan Stanley MRA Amendment and Citi MRA Amendment do not purport to be complete and are qualified in their entirety by reference to the full text of the JPMorgan Guaranty Amendment, Morgan Stanley MRA Amendment and Citi MRA Amendment which are filed herewith as Exhibits 10.1, 10.2 and 10.3, respectively, and are incorporated herein by reference.
Item 2.02 Results of Operations and Financial Condition.
On April 29, 2025, the Company issued a press release announcing recent business developments and certain preliminary estimates of its financial results for the fiscal quarter ended March 31, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Current Report, including Exhibit 99.1 attached hereto, is furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for any other purpose, including for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in Item 2.02 of this Current Report, including Exhibits 99.1 shall not be deemed incorporated by reference into any filing of the registrant under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filings (unless the registrant specifically states that the information or exhibits in this Item 2.02 are incorporated by reference).
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
*Certain schedules and similar attachments have been omitted in reliance on Instruction 4 of Item 1.01 of Form 8-K and Item 601(a)(5) of Regulation S-K.
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.
| GRANITE POINT MORTGAGE TRUST INC. | ||
|---|---|---|
| By: | /s/ MICHAEL J. KARBER | |
| Michael J. Karber | ||
| General Counsel and Secretary | ||
| Date: April 29, 2025 |
Document
EXECUTION VERSION
SEVENTH AMENDMENT TO AMENDED AND RESTATED GUARANTEE AGREEMENT
THIS SEVENTH AMENDMENT TO AMENDED AND RESTATED GUARANTEE AGREEMENT (this “Amendment”), dated as of April 25, 2025, is entered into between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association, as Buyer (together with its successors and assigns “Buyer”) and GRANITE POINT MORTGAGE TRUST INC., a Maryland corporation (“Guarantor”), and acknowledged and agreed to by GP COMMERCIAL JPM LLC (f/k/a TH COMMERCIAL JPM LLC) (“Seller”), a Delaware limited liability company. Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Master Repurchase Agreement (as defined below) or the Guarantee (as defined below), as applicable.
WITNESSETH:
WHEREAS, Seller and Buyer are parties to that certain Uncommitted Master Repurchase Agreement, dated as of December 3, 2015 (as amended by that certain Amendment No. 1 to Master Repurchase Agreement, dated as of June 28, 2017, as further amended by that certain Amendment No. 2 to Master Repurchase Agreement, dated as of June 28, 2019, as further amended by that certain Amendment No. 3 to Master Repurchase Agreement, dated as of August 23, 2019, as further amended by that certain Amendment No. 4 to Master Repurchase Agreement, dated as of December 13, 2019, as further amended by that certain Amendment No. 5 to Master Repurchase Agreement and Amendment No. 2 to Amended and Restated Guarantee Agreement, dated as of July 2, 2020, as further amended by that certain Amendment No. 6 to Master Repurchase Agreement and Amendment No. 3 to Amended and Restated Guarantee Agreement, dated as of September 25, 2020, as further amended by that certain Amendment No. 7 to Master Repurchase Agreement, dated as of September 27, 2021, as further amended by that certain Term SOFR Conforming Changes Amendment, dated as of December 31, 2021, as further amended by that certain Amendment No. 8 to Master Repurchase Agreement and Amendment No. 4 to Fee and Pricing Letter, dated as of June 28, 2022, as further amended by that certain Amendment No. 9 to Master Repurchase Agreement and Amendment No. 5 to Fee and Pricing Letter, dated as of March 16, 2023, as further amended by that certain Amendment No. 10 to Master Repurchase Agreement and Amendment No. 6 to Fee and Pricing Letter, dated as of July 28, 2023, as further amended by that certain Amendment No. 11 to Master Repurchase Agreement, dated as of October 12, 2023, as further amended by that certain Amendment No. 12 to Master Repurchase Agreement, dated as of October 29, 2024, and as further amended, restated, supplemented or otherwise modified and in effect from time to time, the “Master Repurchase Agreement”);
WHEREAS, Guarantor has executed and delivered that certain Amended and Restated Guarantee Agreement, dated as of June 28, 2017 (as amended by that certain First Amendment to Amended and Restated Guarantee Agreement, dated as of December 17, 2019, as further amended by that certain Amendment No. 5 to Master Repurchase Agreement and Amendment No. 2 to Amended and Restated Guarantee Agreement, dated as of July 2, 2020, as further amended by that certain Amendment No. 6 to Master Repurchase Agreement and Amendment No. 3 to Amended and Restated Guarantee Agreement, dated as of September 25, 2020, as further amended by that certain Fourth Amendment to Amended and Restated Guarantee Agreement, dated as of August 3, 2023, as further amended by that
certain Fifth Amendment to Amended and Restated Guarantee Agreement, dated as of October 12, 2023, as further amended by that certain Sixth Amendment to Amended and Restated Guarantee Agreement, dated as of September 30, 2024, as amended hereby and as further amended, restated, supplemented or otherwise modified and in effect from time to time, the “Guarantee”); and
WHEREAS, Guarantor and Buyer wish to modify certain terms and provisions of the Guarantee as set forth in this Amendment, and Seller wishes to acknowledge and agree to the terms and provisions of this Amendment.
NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. Amendment to Guarantee. Section 9(d) of the Guarantee is hereby deleted in its entirety and replaced with the following:
(d) Minimum Interest Expense Coverage Ratio. Guarantor shall not, as of any date of determination with respect to itself and its consolidated Subsidiaries, directly or indirectly, permit the ratio of (i) all amounts set forth on an income statement of Guarantor and its consolidated Subsidiaries prepared in accordance with GAAP (excluding, for the period up to and including December 31, 2025, the impact of one-time reversals of accrued interest income deemed uncollectible pursuant to the Guarantor’s policies) for interest income for the period of four (4) consecutive fiscal quarters ended on or most recently prior to such date of determination to (ii) the Interest Expense of Guarantor and its consolidated Subsidiaries for such period, to be (u) at all times prior to and including June 30, 2024, less than 1.30 to 1.00, (v) at all times after June 30, 2024 through and including September 30, 2024, less than 1.20 to 1.00, (w) at all times after September 30, 2024 through and including December 31, 2024, less than 1.10 to 1.00, (x) at all times after December 31, 2024 through and including March 31, 2025, less than 1.15 to 1.00, (y) at all times after March 31, 2025 through and including December 31, 2025, less than 1.20 to 1.00 and (z) at all times thereafter, less than 1.30 to 1.00.
2. Extension of Maturity Date.
(a) Seller and Guarantor hereby acknowledge and agree that (i) Seller has requested that Buyer extend the Maturity Date for one period of three hundred sixty-four (364) days pursuant to Article 3(n) of the Master Repurchase Agreement, (ii) subject to the terms and conditions of this Amendment and Article 3(n) of the Master Repurchase Agreement, Buyer has agreed to grant the Maturity Date extension requested by Seller pursuant to Article 3(n) of the Master Repurchase Agreement, and (iii) from and after the date hereof, the
Maturity Date is hereby extended from July 28, 2025 (the “Initial Maturity Date”) to July 28, 2026.
(b) The extension of the Initial Maturity Date granted in this Section 2 shall be conditional on Buyer’s receipt, on or before the Initial Maturity Date, of (i) an Extension Fee in the amount of $1,195,026.06, and (ii) to the extent Seller qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, an updated Beneficial Ownership Certification in relation to Seller.
(c) Seller hereby represents and warrants that, as of the date hereof and as of the Initial Maturity Date, the Maturity Date Extension Conditions set forth in Article 3(n)(ii) of the Master Repurchase Agreement have been satisfied.
3. Conditions Precedent; Effectiveness. This Amendment shall become effective on the first date Buyer shall have received this Amendment duly executed and delivered by Guarantor and Buyer and acknowledged and agreed by Seller.
4. Representations and Warranties of the Guarantor. On and as of the date hereof, Guarantor hereby represents and warrants to Buyer that:
(a) no Default, Event of Default or Margin Deficit has occurred and is continuing, and no Default, Event of Default or Margin Deficit will occur as a result of the execution, delivery and performance by Guarantor and/or Seller of this Amendment;
(b) all representations and warranties contained in the Guarantee are true, correct, complete and accurate in all respects (except for any such representation or warranty that by its terms refers to a specific date other than the date hereof, in which case such representation or warranty shall be true, correct, complete and accurate in all respects as of such other date); and
(c) Guarantor is duly authorized to execute and deliver this Amendment.
5. Continuing Effect; Reaffirmation of Guarantee. As amended by this Amendment, all terms, covenants and provisions of the Guarantee are ratified and confirmed and shall remain in full force and effect. In addition, any and all guaranties and indemnities for the benefit of Buyer and agreements subordinating rights and liens to the rights and liens of Buyer, are hereby ratified and confirmed and shall not be released, diminished, impaired, reduced or adversely affected by this Amendment, and each party indemnifying Buyer, and each party subordinating any right or lien to the rights and liens of Buyer, hereby consents, acknowledges and agrees to the modifications set forth in this Amendment and waives any common law, equitable, statutory or other rights which such party might otherwise have as a result of or in connection with this Amendment.
6. Binding Effect; No Partnership. The provisions of the Guarantee, as amended hereby, shall be binding upon and inure to the benefit of the respective parties thereto and their respective successors and permitted assigns. Nothing herein contained shall be
deemed or construed to create a partnership or joint venture between any of the parties hereto.
7. Counterparts. This Amendment may be executed in counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same instrument, and the words “executed,” “signed,” “signature,” and words of like import as used above and elsewhere in this Amendment or in any other certificate, agreement or document related to this transaction shall include, in addition to manually executed signatures, images of manually executed signatures transmitted by facsimile or other electronic format (including, without limitation, “pdf”, “tif” or “jpg”) and other electronic signatures (including, without limitation, any electronic sound, symbol, or process, attached to or logically associated with a contract or other record and executed or adopted by a person with the intent to sign the record). The use of electronic signatures and electronic records (including, without limitation, any contract or other record created, generated, sent, communicated, received, or stored by electronic means) shall be of the same legal effect, validity and enforceability as a manually executed signature or use of a paper-based record-keeping system to the fullest extent permitted by applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act and any other applicable law, including, without limitation, any state law based on the Uniform Electronic Transactions Act or the Uniform Commercial Code.
8. Costs and Expenses. Seller hereby acknowledges and agrees that Seller shall pay Buyer’s reasonable actual out-of-pocket costs and expenses, including without limitation, the reasonable fees and expenses of outside counsel to Buyer, incurred by Buyer in connection with the development, preparation and execution of this Amendment and any other documents prepared and/or delivered in connection herewith.
9. Further Agreements. Guarantor agrees to execute and deliver such additional documents, instruments or agreements as may be reasonably requested by Buyer and as may be necessary or appropriate from time to time to effectuate the purposes of this Amendment.
10. Governing Law; Submission to Jurisdiction, Etc. The provisions of Sections 15, 17 and 22 of the Guarantee are hereby incorporated herein by reference and shall apply to this Amendment, mutatis mutandis, as if more fully set forth herein.
11. Headings. The headings of the sections and subsections of this Amendment are for convenience of reference only and shall not be considered a part hereof nor shall they be deemed to limit or otherwise affect any of the terms or provisions hereof.
12. References to Transaction Documents. All references to the Guarantee in any Transaction Document or in any other document executed or delivered in connection therewith shall, from and after the execution and delivery of this Amendment, be deemed a reference to the Guarantee, as amended hereby, unless the context expressly requires otherwise.
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IN WITNESS WHEREOF, the parties have executed this Amendment as of the day first written above.
BUYER:
JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association
By: /s/ THOMAS N. CASSINO Name: Thomas N. Cassino Title: Managing Director
GUARANTOR:
GRANITE POINT MORTGAGE TRUST INC., a Maryland corporation
By: /s/ MICHAEL KARBER Name: Michael Karber Title: General Counsel
ACKNOWLEDGED AND AGREED:
GP COMMERCIAL JPM LLC, a Delaware limited liability company
By: /s/ MICHAEL KARBER Name: Michael Karber Title: General Counsel
Document
EXECUTION VERSION
FOURTEENTH AMENDMENT TO MASTER REPURCHASE AND SECURITIES CONTRACT AGREEMENT
THIS FOURTEENTH AMENDMENT TO MASTER REPURCHASE AND SECURITIES CONTRACT AGREEMENT (this “Amendment”), dated as of April 25, 2025, is entered into by and between MORGAN STANLEY BANK, N.A., a national banking association, as buyer (together with its successors and assigns “Buyer”), and GP COMMERCIAL MS LLC (f/k/a TH Commercial MS II, LLC), a Delaware limited liability company, as seller (“Seller”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Master Repurchase Agreement (as defined below).
WITNESSETH:
WHEREAS, Seller and Buyer are parties to that certain Master Repurchase and Securities Contract Agreement, dated as of February 18, 2016, as amended by that certain First Amendment to Master Repurchase and Securities Contract Agreement, dated as of June 30, 2016, as further amended by that certain Second Amendment to Master Repurchase and Securities Contract Agreement, dated as of February 21, 2017, as further amended by that certain Third Amendment to Master Repurchase and Securities Contract Agreement, dated as of June 28, 2017, as further amended by that certain Fourth Amendment to Master Repurchase and Securities Contract Agreement, dated as of October 27, 2017, as further amended by that certain Fifth Amendment to Master Repurchase and Securities Contract Agreement, dated as of May 9, 2018, and as further amended by that certain Sixth Amendment to Master Repurchase and Securities Contract Agreement, dated as of August 21, 2019, as further amended by that certain Seventh Amendment to Master Repurchase and Securities Contract Agreement and Second Amendment to Guaranty, dated as of September 25, 2020, as further amended by that certain Eighth Amendment to Master Repurchase and Securities Contract Agreement, dated as of June 25, 2021, as further amended by that certain Ninth Amendment to Master Repurchase and Securities Contract Agreement, dated as of July 14, 2021, as further amended by that certain Tenth Amendment to Master Repurchase and Securities Contract Agreement, dated as of March 22, 2022, as further amended by that certain Eleventh Amendment to Master Repurchase and Securities Contract Agreement, dated as of April 20, 2022, as further amended by that certain Twelfth Amendment to Master Repurchase and Securities Contract Agreement, dated as of April 24, 2023 and as further amended by that certain Thirteenth Amendment to Master Repurchase and Securities Contract Agreement, dated as of June 26, 2024 (as the same has been or may be further amended, modified and/or restated from time to time, the “Master Repurchase Agreement”);
WHEREAS, Seller and Buyer have agreed, subject to the terms and conditions hereof, that the Master Repurchase Agreement shall be amended as set forth in this Amendment.
NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. Amendment to Master Repurchase Agreement. The Master Repurchase Agreement is hereby amended as follows:
(a) The following definition in Article 2 of the Master Repurchase Agreement is hereby deleted in its entirety and replaced with the following:
“Facility Termination Date” shall mean June 28, 2026, as the same may be extended in accordance with Section 9(a) of this Agreement.
2. Conditions Precedent to Amendment. The effectiveness of this Amendment is subject to the following:
(a) This Amendment duly executed and delivered by Seller, Guarantor and Buyer;
(b) Payment by Seller of the actual costs and expenses, including, without limitation, the reasonable fees and expenses of counsel to Buyer, incurred by Buyer in connection with this Amendment and the transactions contemplated hereby; and
(c) Buyer shall have received such other documents as Buyer may reasonably request.
3. Representations and Warranties of Seller and Guarantor. On and as of the date hereof, after giving effect to this Amendment:
(a) each of Seller and Guarantor hereby represents and warrants to Buyer that no Default, Event of Default or Margin Deficit exists, and no Default, Event of Default or Margin Deficit will occur as a result of the execution, delivery and performance by such party of this Amendment;
(b) no amendments have been made to the organizational documents of Seller or Pledgor since February 18, 2016 other than the Certificate of Amendments each dated September 3, 2019;
(c) no amendments have been made to the organizational documents of Guarantor since June 28, 2017 other than supplemental articles filed with respect to the issuance of authorized (but previously unissued) preferred stock in the Guarantor, copies of which have been provided to Buyer; and
(d) Seller hereby represents and warrants to Buyer that all representations and warranties of Seller and Pledgor in all Transaction Documents are true, correct, complete and accurate in all respects (except for any such representation or warranty (a) that by its terms refers to a specific date, in which case such representation or warranty was true and correct in all material respects as of such other date or (b) that is no longer true as a result of a change in fact with respect to a Purchased Asset that was consented to in writing by Buyer); and
(e) Guarantor hereby represents and warrants to Buyer that all representations and warranties of Guarantor contained in the Guaranty are true and correct in all material respects (except for any such representation or warranty that by its terms refers to a specific date, in which case such representation or warranty was true and correct in all material respects as of such other date).
4. Continuing Effect; Reaffirmation of Master Repurchase Agreement and Guaranty.
(a) As amended by this Amendment, all terms, covenants and provisions of the Master Repurchase Agreement and the Guaranty are ratified and confirmed by the respective parties thereto and shall remain in full force and effect. In addition, any and all guaranties and indemnities for the benefit of Buyer, and agreements subordinating rights and liens to the rights and liens of Buyer, are hereby ratified and confirmed and shall not be released, diminished, impaired, reduced or adversely affected by this Amendment, and each party indemnifying Buyer, and each party subordinating any right or lien to the rights and liens of Buyer, hereby consents, acknowledges and agrees to the modifications set forth in this Amendment and waives any common law, equitable, statutory or other rights which such party might otherwise have as a result of or in connection with this Amendment.
(b) Seller, Guarantor and Buyer have entered into this Amendment solely to amend the terms of the Master Repurchase Agreement and do not intend this Amendment or the transactions contemplated hereby to be, and this Amendment and the transactions contemplated hereby shall not be construed to be, a novation of any of the obligations owing by Seller or Guarantor under or in connection with the Master Repurchase Agreement, the Guaranty or any other document executed in connection therewith to which Seller or Guarantor is a party.
(c) It is the intention of each of the parties hereto that (i) the perfection and priority of all security interests securing the payment of the obligations of Seller and Guarantor under the Master Repurchase Agreement and the other Transaction Documents are preserved, and (ii) the liens and security interests granted under the Master Repurchase Agreement continue in full force and effect.
(d) The parties hereto agree and acknowledge that the first day of the Extended Term effectuated by this Amendment shall be June 28, 2025.
5. Binding Effect; No Partnership. The provisions of the Master Repurchase Agreement, as amended hereby, shall be binding upon and inure to the benefit of the respective parties thereto and their respective successors and permitted assigns. Nothing herein contained shall be deemed or construed to create a partnership or joint venture between any of the parties hereto.
6. Counterparts. This Amendment may be executed in counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same instrument. This Amendment may be delivered by facsimile transmission, by electronic mail, or by other electronic transmission, in portable document format (.pdf) or otherwise, and each such executed facsimile, .pdf, or other electronic record shall be considered an original executed counterpart for purposes of this Amendment. Each party to this Amendment (a) agrees that it will be bound by its own Electronic Signature, (b) accepts the Electronic Signature of each other party to this Amendment, and (c) agrees that such Electronic Signatures shall be the legal equivalent of manual signatures. The words “execution,” “executed”, “signed,” “signature,” and words of like import in this paragraph shall, for the avoidance of doubt, be deemed to include Electronic Signatures and the use and keeping of records in electronic form, each of which shall have the same legal effect, validity and enforceability as manually executed signatures and the use of paper records and paper-based recordkeeping systems, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, state laws based on the Uniform Electronic Transactions Act, or any other state law.
7. Further Agreements. Each of Seller and Guarantor agrees to execute and deliver such additional documents, instruments or agreements as may be reasonably requested by Buyer and as may be necessary or appropriate from time to time to effectuate the purposes of this Amendment.
8. Governing Law; Submission to Jurisdiction, Etc. The provisions of Section 18 of the Master Repurchase Agreement are hereby incorporated herein by reference and shall apply to this Amendment, mutatis mutandis, as if more fully set forth herein.
9. Headings. The headings of the sections and subsections of this Amendment are for convenience of reference only and shall not be considered a part hereof nor shall they be deemed to limit or otherwise affect any of the terms or provisions hereof.
10. References to Transaction Documents. All references to the Master Repurchase Agreement in any Transaction Document or in any other document executed or delivered in connection therewith shall, from and after the execution and delivery of this Amendment, be deemed a reference to the Master Repurchase Agreement, as amended hereby, unless the context expressly requires otherwise.
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IN WITNESS WHEREOF, the parties have executed this Amendment as of the day first written above.
BUYER:
MORGAN STANLEY BANK, N.A., a national banking association
By: /s/ WILLIAM P. BOWMAN Name: William P. Bowman Title: Authorized Signatory
SELLER:
GP COMMERCIAL MS LLC, a Delaware limited liability company
By: /s/ MICHAEL KARBER Name: Michael J. Karber Title: General Counsel
The undersigned hereby acknowledges the execution of this Amendment and agrees that the Guaranty is hereby ratified and confirmed and shall not be released, diminished, impaired, reduced or modified by this Amendment. In addition, the undersigned reaffirms its obligations under the Guaranty and agrees that its obligations under the Guaranty shall remain in full force and effect.
GUARANTOR:
GRANITE POINT MORTGAGE TRUST INC., a Maryland corporation
By: /s/ MICHAEL KARBER Name: Michael J. Karber Title: General Counsel
Document
EXECUTION VERSION
SECOND AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT AND OTHER TRANSACTION DOCUMENTS
SECOND AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT AND OTHER TRANSACTION DOCUMENTS, dated as of April 28, 2025 (this “Amendment”), by and among GP COMMERCIAL CB LLC, a Delaware limited liability company (“Seller”), GP COMMERCIAL CB SL SUB LLC, a Delaware limited liability company (“Swingline Subsidiary”), CITIBANK, N.A., a national banking association (including any successor and assigns thereto, “Purchaser”), and acknowledged and agreed to by GRANITE POINT MORTGAGE TRUST, INC., a Maryland corporation (“Guarantor”). Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Repurchase Agreement (as defined below).
RECITALS
WHEREAS, Seller, Swingline Subsidiary and Purchaser entered into that certain Amended and Restated Master Repurchase Agreement, dated as of May 25, 2022, as amended by that certain First Amendment to Amended and Restated Master Repurchase Agreement, dated as of September 30, 2022 (the “Original Repurchase Agreement”; as amended by this Amendment and as the same may be further amended, replaced, restated, supplemented or otherwise modified from time to time, the “Repurchase Agreement”);
WHEREAS, Seller, Swingline Subsidiary and Purchaser entered into that certain amended and restated Fee Letter, dated as of April 28, 2025, (as the same may be further amended, replaced, restated, supplemented or otherwise modified from time to time, the “Fee Letter”);
WHEREAS, in connection with the Repurchase Agreement, Guarantor made that certain Amended and Restated Guaranty, dated as of May 25, 2022, for the benefit of Purchaser, as amended by that certain First Amendment to Amended and Restated Guaranty, dated as of August 3, 2023, as further amended by that certain Second Amendment to Amended and Restated Guaranty, dated as of September 30, 2024 (as the same may be further amended, replaced, restated, supplemented or otherwise modified from time to time, the “Guaranty”); and
WHEREAS, Seller, Swingline Subsidiary and Purchaser each desire to make certain modifications to the Original Repurchase Agreement and the other Transaction Documents pursuant to and the terms and conditions of this Amendment;
WHEREAS, it is a condition to the effectiveness of this Amendment, that Guarantor reaffirms the terms and conditions of the Guaranty; and
NOW THEREFORE, in consideration of the foregoing recitals, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows:
ARTICLE 1
AMENDMENTS TO ORIGINAL REPURCHASE AGREEMENT
(a) Article 2 of the Original Repurchase Agreement is hereby amended by either adding the following defined terms in the appropriate alphabetical order, or, if the corresponding defined term already exists therein, amending and restating such defined term in its entirety as follows:
-1-
“Eligibility Criteria” shall mean (i) the proposed Purchased Asset is a performing Mortgage Loan, Mezzanine Loan or Senior Interest accruing interest at a floating rate based on the SOFR Average, Term SOFR or any other benchmark rate approved by Purchaser in its sole and reasonable discretion, (ii) the Purchase Price Debt Yield , as determined by Purchaser, will be equal to or greater than the Minimum Purchase Price Debt Yield, (iii) there is no monetary or material non-monetary default or event of default (beyond all applicable notice and grace periods) under the related Purchased Asset Documents, (iv) the Mortgaged Property LTV of the proposed Purchased Asset will not exceed the Mortgaged Property LTV Threshold, (v) the Purchase Price LTV of the proposed Purchased Asset will not exceed the Maximum Purchase Price LTV (vi) the maximum term of the proposed Purchased Asset, including all extension options, is not more than five (5) years, and (vii) the proposed Purchased Asset is not an ARD Loan.
“Extension Date” shall have the meaning specified in Article 3(m)(i).
“Extension Option” shall have the meaning specified in Article 3(m)(i).
“Extension Period” shall have the meaning specified in Article 3(m)(i).
“Facility Amount” shall mean $250,000,000.
“Facility Expiration Date” shall mean the day that is the earlier of (i) the Stated Facility Expiration Date, as the same may be extended pursuant to Article 3(m), and (ii) any Accelerated Repurchase Date.
“Facility Expiration Date Extension Conditions” shall have the meaning specified in Article 3(m)(i).
“First Extension Date” shall have the meaning specified in Article 3(m)(i).
“First Extension Option” shall have the meaning specified in Article 3(m)(i).
“First Extension Period” shall have the meaning specified in Article 3(m)(i).
“Maximum Purchase Price LTV” shall have the meaning specified in the Fee Letter.
“Purchase Price LTV” shall have the meaning specified in the Fee Letter.
“Purchase Price Percentage” shall have the meaning specified in the Fee Letter.
“Second Extension Date” shall have the meaning specified in Article 3(m)(i).
“Second Extension Option” shall have the meaning specified in Article 3(m)(i).
“Second Extension Period” shall have the meaning specified in Article 3(m)(i).
“Specified Asset” shall have the meaning specified in the Fee Letter.
“Stated Facility Expiration Date” shall mean April 27, 2026.
(b) Article 2 of the Original Repurchase Agreement is hereby amended by deleting the definitions and all references to “Minimum Portfolio Purchase Price Debt Yield” and “Portfolio Purchase Price Debt Yield”.
(c) Article 3(b)(iii) of the Original Repurchase Agreement is hereby amended and restated in its entirety as follows:
(iii) Payment of Fees. Purchaser shall have received payment from Seller Counterparties of the Funding Fee.
(d) Article 3(b) of the Original Repurchase Agreement is hereby amended by adding the following as Article 3(b)(iv):
(iv) Appraisals. If requested by Purchaser prior to or following the making of such Transaction, Seller shall cooperate with Purchaser to address comments from Purchaser’s appraisal review team related to any Appraisal report for any Contributed Swingline Loan.
(e) Article 3(c) of the Original Repurchase Agreement is hereby amended by adding the following as Article 3(c)(xviii):
(xviii) Payment of Fees. Purchaser shall have received payment from Seller Counterparties of the Funding Fee.
(f) Article 3 of the Original Repurchase Agreement is hereby amended by adding the following as Article 3(m):
(m) Facility Expiration Extension. (i) Provided that all of the extension conditions listed in clause (ii) below (collectively, the “Facility Expiration Date Extension Conditions”) shall have been satisfied, Seller shall have options (each an “Extension Option”; the first Extension Option, the “First Extension Option” and the second Extension Option, the “Second Extension Option”) to extend the Stated Facility Expiration Date for two (2) additional 364-day periods (each an “Extension Period”; the first Extension Period, the “First Extension Period” and the second Extension Period, the “Second Extension Period”), the First Extension Period ending on April 26, 2027 and, provided the First Extension Option was exercised, the Second Extension Period ending on April 24, 2028. The First Extension Period shall commence on the day immediately following the Stated Facility Expiration Date (the “First Extension Date”) and the Second Extension Period shall commence on the day immediately following the last day of the First Extension Period (the “Second Extension Date” and together with the First Extension Date, the “Extension Dates”, each an “Extension Date”).
(i) For purposes of this Article 3(m), the Facility Expiration Date Extension Conditions shall be deemed to have been satisfied if:
(A) not less than thirty (30) or more than ninety (90) days prior to (1) with respect to the First Extension Option, the Stated Facility Expiration Date, and (2) with respect to the Second Extension Option, the expiration of the First Extension Period, Seller shall have given Purchaser written notice of its exercise of the Extension Option;
(B) no monetary or material non-monetary Default or Event of Default shall have occurred and be continuing as of the date notice is given under this Article 3(m) or as of (1) with respect to the First Extension Option, the Stated Facility Expiration Date, and (2) with respect to the Second Extension Option, the expiration of the First Extension Period;
(C) all representations and warranties made by the Seller and Guarantor in the Transaction Documents shall be true, correct, complete and accurate as of (1) with respect to the First Extension Option, the Stated Facility Expiration Date, and (2) with respect to the Second Extension Option, the expiration of the First Extension Period;
(D) on or before (1) with respect to the First Extension Option, the Stated Facility Expiration Date, and (2) with respect to the Second Extension Option, the expiration of the First Extension Period, Seller shall have paid any amounts due and owing to Purchaser, including any applicable due and unpaid Funding Fee; and
(E) Seller shall have satisfied any Margin Deficit.
(g) For so long as the Specified Asset is subject to a Transaction, the Original Repurchase Agreement is hereby amended by adding the following included in Exhibit A attached hereto.
(h) Article 5(g)(iii) of the Original Repurchase Agreement is hereby amended and restated in its entirety as follows:
(iii) third, to Purchaser, an amount equal to all accrued and unpaid Unused Fee (if any) and Non-Utilization Fee (if any) then due and payable;
ARTICLE 2 AMENDMENT TO OTHER TRANSACTION DOCUMENTS
Each Transaction Document is hereby amended such that each reference to the “Repurchase Agreement” shall mean the Original Repurchase Agreement as amended by this Amendment and as the same may be further amended, replaced, restated, supplemented or otherwise modified from time to time.
ARTICLE 3 REPRESENTATIONS
(a) Each of Seller and Guarantor represents and warrants to Purchaser, as of the date of this Amendment, as follows:
(i) it is duly authorized to execute and deliver this Amendment and has taken all necessary action to authorize such execution, delivery and performance;
(ii) the person signing this Amendment on its behalf is duly authorized to do so on its behalf;
(iii) the execution, delivery and performance of this Amendment will not violate any Requirement of Law applicable to it or its organizational documents or any agreement by which it is bound or by which any of its assets are affected;
(iv) the execution, delivery and performance of this Amendment will not be in conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or result in the creation or imposition of any lien of any nature whatsoever upon any of the property or assets of such Person, pursuant to any such agreement;
(v) except for those obtained or filed on or prior to the date hereof, such Person is not required to obtain any consent, approval or authorization from, or to file any declaration or statement with, any governmental authority or other agency in connection with or as a condition to the execution, delivery or performance of this Amendment;
(vi) this Amendment is a legal and binding obligation of such Person and is enforceable against such Person in accordance with its terms, except as limited by bankruptcy, insolvency or other laws of general application relating to the enforcement of creditors’ rights and subject, as to enforceability, to general principals of equity, regardless whether enforcement is sought in a proceeding in equity or at law;
(vii) this Amendment has been duly executed and delivered by it;
(viii) no event has occurred and is continuing which constitutes an Event of Default under the Repurchase Agreement or any other Transaction Document, or any event that but for notice or lapse of time or both would constitute an Event of Default; and
(ix) no change, occurrence, or development exists that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.
(b) Seller represents and warrants to Purchaser, as of the date of this Amendment, that all representations and warranties made by it in Article 9 of the Repurchase Agreement are true and correct (unless such representation or warranty expressly relates only to an earlier date in which case Seller represents and warrants to Purchaser that such representation or warranty was true and correct as of such earlier date).
(c) Guarantor represents and warrants to Purchaser, as of the date of this Amendment, that all representations and warranties made by it in the Guaranty are true and correct (unless such representation or warranty expressly relates only to an earlier date in which case Guarantor represents and warrants to Purchaser that such representation or warranty was true and correct as of such earlier date).
ARTICLE 4 REAFFIRMATION, RATIFICATION AND ACKNOWLEDGMENT
(a) Seller hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, and each grant of security interests and liens in favor of Purchaser, under each Transaction Document to which it is a party and (ii) agrees and acknowledges that such ratification and reaffirmation is not a condition to the continued effectiveness of such Transaction Documents.
(b) Guarantor hereby reaffirms the terms and conditions of the Guaranty.
(c) Each of Seller and Guarantor hereby (i) agree that neither such ratification and reaffirmation above, as applicable, nor Purchaser’s solicitation of such ratification and reaffirmation, constitutes a course of dealing giving rise to any obligation or condition requiring a similar or any other ratification or reaffirmation from such Seller and/or Guarantor with respect to any subsequent modifications to the Repurchase Agreement or the other Transaction Documents and (ii) agree and acknowledge that each of the Repurchase Agreement, the Guaranty and the other Transaction Documents shall each remain in full force and effect and are each hereby ratified and confirmed.
ARTICLE 5 EFFECTIVENESS
(a) This Amendment shall become effective as of the date this Amendment is executed and delivered by a duly authorized officer of each of Seller, Guarantor and Purchaser, along with delivery to Purchaser of such other documents as Purchaser reasonably requested prior to the date hereof.
(b) To the extent not paid as a part of the conditions precedent set forth in Article 4(a), Seller acknowledges and agrees that it shall pay all reasonable legal fees and expenses of Dechert LLP, as counsel to Purchaser, relating to this Amendment in an amount to be set forth on a separate invoice, within ten (10) Business Days of receipt of such invoice.
ARTICLE 6 GOVERNING LAW
THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, AND THE OBLIGATIONS, RIGHTS, AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS WITHOUT REGARD TO THE CONFLICT OF LAWS DOCTRINE APPLIED IN SUCH STATE (OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK).
ARTICLE 7 MISCELLANEOUS
(a) Except as expressly amended or modified hereby, the Repurchase Agreement, the Guaranty and the other Transaction Documents shall each be and shall remain in full force and effect in accordance with their terms.
(b) Each Seller agrees to pay or cause to be paid, as and when billed by Purchaser and as a condition precedent to the effectiveness of this Amendment, all reasonable out-of-pocket costs and expenses paid or incurred by Purchaser in connection with this Amendment and the transactions contemplated hereby, including, without limitation, reasonable outside counsel attorneys’ fees and expenses, and documentation costs and charges.
(c) This Amendment may not be amended or otherwise modified, waived or supplemented except as provided in the Transaction Documents.
(d) This Amendment, the Repurchase Agreement, the Guaranty, and the other Transaction Documents contain the entire agreement of the parties hereto and thereto in respect of the transactions contemplated hereby and thereby, and all prior agreements among or between such parties, whether oral or written are superseded by the terms of this Amendment, the Repurchase Agreement, the Guaranty and
the other Transaction Documents. This Amendment contains a final and complete integration of all prior expressions by the parties with respect to the subject matter hereof and shall constitute the entire agreement among the parties with respect to such subject matter, superseding all prior oral or written understandings.
(e) Wherever possible, each provision of this Amendment shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Amendment shall be prohibited by or invalid under applicable law, such provision shall be ineffective to the extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Amendment.
(f) This Amendment and all covenants, agreements, representations and warranties made herein and in any certificates delivered pursuant hereto shall survive the consummation by Purchaser of the Transaction, and shall continue in full force and effect so long as all or any of the obligations are outstanding and unpaid unless a longer period is expressly set forth herein or in the Transaction Documents. Whenever in this Amendment any of the parties hereto is referred to, such reference shall be deemed to include the legal representatives, and permitted successors and assigns of such party. All covenants, promises and agreements in this Amendment, by or on behalf of Seller and Guarantor, shall inure to the benefit of the legal representatives, successors and permitted assigns of Purchaser.
(g) This Amendment may be executed in counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same instrument, and the words “executed,” “signed,” “signature,” and words of like import as used above and elsewhere in this Amendment or in any other certificate, agreement or document related to this transaction shall include, in addition to manually executed signatures, images of manually executed signatures transmitted by facsimile or other electronic format (including, without limitation, “pdf”, “tif” or “jpg”) and other electronic signatures (including, without limitation, any electronic sound, symbol, or process, attached to or logically associated with a contract or other record and executed or adopted by a person with the intent to sign the record). The use of electronic signatures and electronic records (including, without limitation, any contract or other record created, generated, sent, communicated, received, or stored by electronic means) shall be of the same legal effect, validity and enforceability as a manually executed signature or use of a paper-based record-keeping system to the fullest extent permitted by applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act and any other applicable law, including, without limitation, any state law based on the Uniform Electronic Transactions Act or the Uniform Commercial Code.
(h) The headings in this Amendment are for convenience of reference only and shall not affect the interpretation or construction of this Amendment.
(i) This Amendment is a Transaction Document executed pursuant to the Repurchase Agreement and shall be construed, administered and applied in accordance with the terms and provisions of the Repurchase Agreement.
(j) Nothing contained herein shall affect or be construed to affect any lien, charge or encumbrance created by any Transaction Document or the priority of any such lien, charge or encumbrance over any other liens, charges or encumbrances.
(k) Except as specifically set forth in this Amendment, the execution, delivery and effectiveness of this Amendment shall not (i) limit, impair, constitute a waiver by, or otherwise affect any right, power or remedy of Purchaser under the Repurchase Agreement, the Guaranty or any other Transaction Document, (ii) constitute a waiver of any provision in the Repurchase Agreement, the Guaranty or in any of the other Transaction Documents or of any Default or Event of Default that may have occurred and be continuing or (iii) alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Repurchase Agreement, the Guaranty or in any of the other Transaction Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect.
[SIGNATURES FOLLOW]
EXECUTION VERSION
IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed as of the date first above written.
SELLER:
GP COMMERCIAL CB LLC, a Delaware limited liability company
By: /s/ MICHAEL KARBER Name: Michael Karber Title: General Counsel
SWINGLINE SUBSIDIARY:
GP COMMERCIAL CB SL SUB LLC, a Delaware limited liability company
By: /s/ MICHAEL KARBER Name: Michael Karber Title: General Counsel
[SIGNATURES CONTINUED ON FOLLOWING PAGE]
PURCHASER:
CITIBANK, N.A.
By: /s/ PETER GRUBER Name: Peter Gruber Title: Authorized Signatory
[SIGNATURES CONTINUED ON FOLLOWING PAGE]
GUARANTOR:
GRANITE POINT MORTGAGE TRUST, INC., a Maryland corporation
By: /s/ MICHAEL KARBER Name: Michael J. Karber Title: General Counsel
gpmt_firstquarter2025ear
1 Granite Point Mortgage Trust Inc. Announces Dates for First Quarter 2025 Earnings Release and Conference Call and Provides Business Update NEW YORK, April 29, 2025 – Granite Point Mortgage Trust Inc. (NYSE: GPMT) (“GPMT,” “Granite Point” or the “Company”) today announced that it will release financial results for the quarter ended March 31, 2025, after market close on May 6, 2025. The Company will host a conference call to review the financial results on May 7, 2025, at 11:00 a.m. ET. Business Update and Preliminary Estimates for First Quarter 2025 • As of April 28,2025, carried approximately $74 million in unrestricted cash. • Extended the maturities of all repurchase facilities by approximately one year. • Year-to-date, realized over $70 million in full and partial principal repayments, including the full repayment of an office loan. Anticipates near term additional full loan repayments of up to approximately $90 million, principally of office loans. • Year-to-date, also resolved two risk-rated “5” loans. Anticipates near term resolutions of an additional two risk-rated “5” loans. • No newly risk-rated “4” or “5” loans. • First quarter 2025, GAAP net (loss) attributable to common stockholders estimated to be $(10.6) million, or $(0.22) per basic common share, inclusive of provision for credit losses of $(3.8) million. • As of March 31, 2025, book value per common share estimated to be $8.24. The financial estimates for the first quarter of 2025 provided herein reflect the views and assumptions of the Company's management based on information currently available to them in connection with the preparation of the Company's financial statements as of and for such period. Management has not yet completed procedures to verify the completeness and accuracy of this information, which could result in material adjustments when reflected in the Company's actual reported financial results. Furthermore, the financial estimates presented above are unaudited and have not been verified or reviewed by any third party, including the Company's independent auditors. Estimates are subject to inherent uncertainties, and investors should not place undue reliance on them. The Company undertakes no obligation to update or revise these estimates. Conference Call Details To participate in the teleconference, approximately 10 minutes prior to the above start time please call toll- free (877) 407-8031, (or (201) 689-8031 for international callers) and ask to be joined into the Granite Point Mortgage Trust Inc. call. You may also listen to the teleconference live via the Internet at www.gpmtreit.com, in the Investors section under the News & Events link. For those unable to attend, a telephone playback will be available beginning May 7, 2025, at 1:00 p.m. ET through May 21, 2025, at 12:00 a.m. ET. The playback can be accessed by calling (877) 660-6853 (or (201) 612-7415 for international callers) and providing the Access Code 13752795. The call will also be archived on the company’s website in the Investors section under the News & Events link. About Granite Point Mortgage Trust Inc. Granite Point Mortgage Trust Inc. is a Maryland corporation focused on directly originating, investing in and managing senior floating rate commercial mortgage loans and other debt and debt-like commercial real estate investments. Granite Point is headquartered in New York, NY. Additional information is available at www.gpmtreit.com.
2 Forward-Looking Statements This press release contains, or incorporates by reference, not only historical information, but also forward- looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward- looking statements involve numerous risks and uncertainties. Our actual results may differ from our beliefs, expectations, estimates, projections and illustrations and, consequently, you should not rely on these forward-looking statements as predictions of future events. Forward-looking statements are not historical in nature and can be identified by words such as “anticipate,” “estimate,” “will,” “should,” “expect,” “target,” “believe,” “outlook,” “potential,” “continue,” “intend,” “seek,” “plan,” “goals,” “future,” “likely,” “may” and similar expressions or their negative forms, or by references to strategy, plans or intentions. The illustrative examples herein are forward-looking statements. By their nature, forward-looking statements speak only as of the date they are made, are not statements of historical facts or guarantees of future performance and are subject to risks, uncertainties, assumptions or changes in circumstances that are difficult to predict or quantify. Our expectations, beliefs and estimates are expressed in good faith and we believe there is a reasonable basis for them. However, there can be no assurance that management's expectations, beliefs and estimates will prove to be correct or be achieved, and actual results may vary materially from what is expressed in or indicated by the forward-looking statements. These forward-looking statements are subject to risks and uncertainties, including, among other things, those described in our Annual Report on Form 10-K for the year ended December 31, 2024, under the caption “Risk Factors,” and any subsequent Form 10-Q or other filings made with the SEC. Forward- looking statements speak only as of the date they are made, and we undertake no obligation to update or revise any such forward-looking statements, whether as a result of new information, future events or otherwise. This press release is for informational purposes only and shall not constitute, or form a part of, an offer to sell or buy or the solicitation of an offer to sell or the solicitation of an offer to buy any securities. Additional Information Stockholders of Granite Point and other interested persons may find additional information regarding the Company at the Securities and Exchange Commission’s Internet site at www.sec.gov or by directing requests to: Granite Point Mortgage Trust Inc., 3 Bryant Park, 24th Floor, New York, NY 10036, telephone (212) 364-5500. Contact Investors: Chris Petta, Investor Relations, Granite Point Mortgage Trust Inc., (212) 364-5500, investors@gpmtreit.com.