1,500,000 Shares JERNIGAN CAPITAL, INC. Perpetual Preferred Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 25th, 2018 • Jernigan Capital, Inc. • Real estate investment trusts • New York
Jernigan Capital, Inc., a Maryland corporation (the “Company”), which is externally managed and advised by JCap Advisors, LLC, a limited liability company organized and existing under the laws of Florida (the “Manager”), and Jernigan Capital Operating Company, LLC, a Delaware limited liability company (the “Operating Company”), propose, subject to the terms and conditions stated herein, that the Company will issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), an aggregate of 1,500,000 shares of 7.00% Series B cumulative redeemable perpetual preferred stock, par value $0.01 per share (the “Series B Preferred Stock”). The aggregate of 1,500,000 shares of Series B Preferred Stock to be purchased from the Company are called the “Firm Shares.” In addition, the Company has agreed to sell to the Underwriters, upon the terms and conditions stated herein, up to an additional 225,000 shares of Series B Preferred Stock (the “Additional Shares”) to cover ove
AMENDMENT NO. 2 TO LIMITED LIABILITY COMPANY AGREEMENT OF JERNIGAN CAPITAL OPERATING COMPANY, LLC AMENDMENT TO DESIGNATION OF SERIES A PREFERRED UNITS AND DESIGNATION OF 7.00% SERIES B CUMULATIVE REDEEMABLE PERPETUAL PREFERRED UNITS January 25, 2018Limited Liability Company Agreement • January 25th, 2018 • Jernigan Capital, Inc. • Real estate investment trusts
WHEREAS, pursuant to Article XIV of the Limited Liability Company Agreement (the “Operating Agreement”) of Jernigan Capital Operating Company, LLC (the “Company”), the Managing Member hereby amends the Operating Agreement as follows in connection with (i) Amendment No. 1 to the Articles Supplementary of the Managing Member (the “Series A Articles Supplementary”) designating the terms of the Series A Preferred Stock and (ii) the issuance and sale of 7.00% cumulative redeemable perpetual preferred stock, $0.01 par value per share (the “Series B Preferred Stock”), of the Managing Member and the issuance to the Managing Member of units designated as “7.00% Series B Cumulative Redeemable Preferred Units” (the “Series B Preferred Units”) in exchange for the contribution by the Managing Member of the net proceeds from the issuance and sale of the Series B Preferred Stock.
