Repurchase Program. In connection with a Public Listing, KREF will adopt a program to repurchase in the open market up to $100 million in REIT Shares during the period commencing four (4) full calendar weeks after the closing of the initial Public Listing and ending 12 months thereafter (the “Repurchase Period”). Of this amount, a total of $50 million in REIT Shares will be required to be repurchased during such times when the market price per REIT Share is below the Repurchase Book Value, with the remaining $50 million available for repurchases of REIT Shares at any time during the Repurchase Period in each case based upon guidelines adopted by the board of directors of KREF. Repurchase may be made by KREF under the program either through direct transactions during open window periods or pursuant to a 10b5-1 plan with a registered broker-dealer or a combination thereof and otherwise will be subject to compliance with all applicable laws, including Rules 10b-5 and 10b-18 under the Securities Exchange Act of 1934, as amended, and Regulation M under the Securities Act of 1933, as amended. Notwithstanding the foregoing, repurchases shall not be required to be made during a blackout period of one week prior or subsequent to any quarterly distribution of REIT taxable income or such other time period as determined by the Board so as to satisfy the requirements for REIT status in connection with any quarterly distribution of REIT taxable income.
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Sources: Stockholders Agreement (KKR Real Estate Finance Trust Inc.), Stockholders Agreement (KKR Real Estate Finance Trust Inc.)