REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN TPG RE FINANCE TRUST, INC. AND PE HOLDER, L.L.C. DATED AS OF May 28, 2020Registration Rights Agreement • May 29th, 2020 • TPG RE Finance Trust, Inc. • Real estate investment trusts • New York
This REGISTRATION RIGHTS AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, this “Agreement”), dated as of May May 28, 2020, is made by and between TPG RE Finance Trust, Inc., a Maryland corporation (the “Company”), and PE Holder, L.L.C., a Delaware limited liability company (“Starwood”). Starwood and any other party that may become a party hereto pursuant to Section 4.4 are referred to collectively as the “Stockholders” and each individually as a “Stockholder”.
FIRST AMENDMENT TO AMENDED AND RESTATED GUARANTYTPG RE Finance Trust, Inc. • May 29th, 2020 • Real estate investment trusts • New York
FIRST AMENDMENT TO AMENDED AND RESTATED GUARANTY, dated as of May 28, 2020 (this “Amendment”) and effective as of April 1, 2020 (the “Effective Date”), by and between TPG RE FINANCE TRUST HOLDCO, LLC, a Delaware limited liability company (“Guarantor”), and MORGAN STANLEY BANK, N.A., a national banking association (“Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as hereinafter defined).
WARRANT AGREEMENT TPG RE FINANCE TRUST, INC. and PE HOLDER, L.L.C. WARRANT AGREEMENT Dated as of May 28, 2020Warrant Agreement • May 29th, 2020 • TPG RE Finance Trust, Inc. • Real estate investment trusts • Maryland
THIS WARRANT AGREEMENT (this “Agreement”), dated as of May 28, 2020, is by and between TPG RE Finance Trust, Inc., a Maryland corporation (the “Company”), and PE Holder, L.L.C., a Delaware limited liability company (“Purchaser”).
FIRST AMENDMENT TO AMENDED AND RESTATED GUARANTEE AGREEMENTGuarantee Agreement • May 29th, 2020 • TPG RE Finance Trust, Inc. • Real estate investment trusts • New York
FIRST AMENDMENT TO AMENDED AND RESTATED GUARANTEE AGREEMENT, dated as of May 28, 2020 (this “Amendment”) and effective as of April 1, 2020 (the “Effective Date”), by and between TPG RE FINANCE TRUST HOLDCO, LLC, a Delaware limited liability company (“Guarantor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as hereinafter defined).
FIRST AMENDMENT TO GUARANTYTPG RE Finance Trust, Inc. • May 29th, 2020 • Real estate investment trusts • New York
FIRST AMENDMENT TO GUARANTY, dated as of May 28, 2020 (this “Amendment”) and effective as of April 1, 2020 (the “Effective Date”), by and between TPG RE FINANCE TRUST HOLDCO, LLC, a Delaware limited liability company (“Guarantor”), and BARCLAYS BANK PLC, a public limited company organized under the laws of England and Wales (“Purchaser”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as hereinafter defined).
FIRST AMENDMENT TO AMENDED AND RESTATED GUARANTEE AGREEMENTGuarantee Agreement • May 29th, 2020 • TPG RE Finance Trust, Inc. • Real estate investment trusts • New York
FIRST AMENDMENT TO AMENDED AND RESTATED GUARANTEE AGREEMENT, dated as of May 28, 2020 (this “Amendment”) and effective as of April 1, 2020 (the “Effective Date”), by and between TPG RE FINANCE TRUST HOLDCO, LLC, a Delaware limited liability company (“Guarantor”), and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association (“Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as hereinafter defined).
FIRST AMENDMENT TO AMENDED AND RESTATED GUARANTYTPG RE Finance Trust, Inc. • May 29th, 2020 • Real estate investment trusts • New York
FIRST AMENDMENT, dated as of May 28, 2020 (this “Amendment”) and effective as of April 1, 2020 (the “Effective Date”) to Amended and Restated Guaranty, dated of May 4, 2018 made by TPG RE FINANCE TRUST HOLDCO, LLC, a Delaware limited liability company (“Guarantor”) in favor of BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, together with any successor administrative agent, the “Administrative Agent”) for the benefit of the Secured Parties (as defined in the Credit Agreement referred to below). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Credit Agreement.
INVESTMENT AGREEMENT by and between TPG RE FINANCE TRUST, INC., and PE HOLDER, L.L.C. Dated as of May 28, 2020Investment Agreement • May 29th, 2020 • TPG RE Finance Trust, Inc. • Real estate investment trusts • Maryland
INVESTMENT AGREEMENT, dated as of May 28, 2020 (this “Agreement”), by and between TPG RE Finance Trust, Inc., a Maryland corporation (the “Company”), and PE Holder, L.L.C., a Delaware limited liability company (the “Purchaser”).
FIRST AMENDMENT TO AMENDED AND RESTATED GUARANTEE AGREEMENTGuarantee Agreement • May 29th, 2020 • TPG RE Finance Trust, Inc. • Real estate investment trusts • New York
FIRST AMENDMENT TO AMENDED AND RESTATED GUARANTEE AGREEMENT, dated as of May 28, 2020 (this “Amendment”) and effective as of April 1, 2020 (the “Effective Date”), by and between TPG RE FINANCE TRUST HOLDCO, LLC, a Delaware limited liability company (“Guarantor”), and GOLDMAN SACHS BANK USA, a New York state-chartered bank (“Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as hereinafter defined).
FIRST AMENDMENT TO AMENDED AND RESTATED LIMITED GUARANTYLimited Guaranty • May 29th, 2020 • TPG RE Finance Trust, Inc. • Real estate investment trusts • New York
FIRST AMENDMENT TO AMENDED AND RESTATED LIMITED GUARANTY, dated as of May 28, 2020 (this “Amendment”) and effective as of April 1, 2020 (the “Effective Date”), by and between TPG RE FINANCE TRUST HOLDCO, LLC, a Delaware limited liability company (“Guarantor”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association (“Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as hereinafter defined).
