ACKNOWLEDGED AND AGREED:Merger Agreement • December 21st, 2000 • California Investment Fund LLC • Real estate investment trusts
January 26, 2001 VIA FACSIMILE AND CERTIFIED MAIL -------------------------------- California Investment Fund, LLC 550 West C Street 10th Floor San Diego, CA 92101 Attention: Michael R. Kelly, Managing Member RE: MERGER AGREEMENT DATED NOVEMBER 7,...Merger Agreement • January 30th, 2001 • California Investment Fund LLC • Real estate investment trusts
EXHIBIT B CALIFORNIA INVESTMENT FUND, LLC December 26, 2000 BY CERTIFIED MAIL, RETURN RECEIPT REQUESTED AND BY FACSIMILE: (804) 217-5860 ------------------------------------------- Mr. Thomas H. Potts President Dynex Capital, Inc. 4551 Cox Road, Suite...Agreement and Plan of Merger • December 27th, 2000 • California Investment Fund LLC • Real estate investment trusts
EXHIBIT C ESCROW AGREEMENT This ESCROW AGREEMENT (the "Agreement"), dated as of November 7, 2000, by and among California Investment Fund, LLC, a California limited liability Company (the "Buyer"), Dynex Capital, Inc., a Virginia corporation (the...Escrow Agreement • November 8th, 2000 • California Investment Fund LLC • Real estate investment trusts • New York
EXHIBIT A AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this "Agreement") is entered into as of October ___, 2000, by and among ____________________, a California limited liability company (the "Buyer"), _____ ACQUISITION COMPANY, a...Merger Agreement • October 17th, 2000 • California Investment Fund LLC • Real estate investment trusts • Virginia
EXHIBIT B AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this "Agreement") is entered into as of November 7, 2000, by and among CALIFORNIA INVESTMENT FUND, LLC, a California limited liability company (the "Buyer"), DCI ACQUISITION...Merger Agreement • November 8th, 2000 • California Investment Fund LLC • Real estate investment trusts • Virginia
EXHIBIT B January 31, 2001 VIA FACSIMILE ------------- Daniel M. Lewis, Esq. Arnold & Porter 555 Twelfth Street, N.W. Washington, D.C. 20004-1202 Dear Mr. Lewis: We have received the draft term sheet sent by your office yesterday. The agreement in...Term Sheet • February 8th, 2001 • California Investment Fund LLC • Real estate investment trusts
We have received the draft term sheet sent by your office yesterday. The agreement in principle between CIF and your clients referred to in my letter to Dynex of January 29, 2001 is obviously no longer extant. We will get back to you shortly with our response to the new term sheet.
EXHIBIT B December 19, 2000 Mr. Thomas H. Potts President Dynex Capital, Inc. 4551 Cox Road Third Floor Glen Allen, VA 23060 Re: Letter of Intent for Loan to California Investment Fund, LLC ------------------------------------------------------------...Letter of Intent • December 21st, 2000 • California Investment Fund LLC • Real estate investment trusts
FREMONT INVESTMENT & LOAN ("Lender") and CALIFORNIA INVESTMENT FUND, LLC ("Borrower") are in the process of negotiating documents relating to a loan (the "Loan") in the approximate amount of $90,000,000 (the "Loan Amount") to Borrower in connection with Borrower's proposed acquisition of Dynex Capital, Inc. ("Dynex"). The Loan would be secured by, among other things, a pledge of all of Dynex's assets.
