FIRM SHARES] Shares NEXPOINT REAL ESTATE FINANCE, INC. [•]% Series A Cumulative Redeemable Preferred Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 15th, 2020 • NexPoint Real Estate Finance, Inc. • Real estate investment trusts • New York
NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Company”), which is externally managed and advised by NexPoint Real Estate Advisors VII, L.P., a Delaware limited partnership (the “Manager”), and NexPoint Real Estate Finance Operating Partnership, L.P., a Delaware limited partnership and the Company’s operating partnership (the “Operating Partnership”), 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 [FIRM SHARES] shares of the Company’s [•]% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share (the “Series A Preferred Stock”). The aggregate of [FIRM SHARES] shares of Series A Preferred Stock to be purchased from the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters, upon the terms and conditions stated herein, an option to purchase up to an additional [OPTION SHARES
FIRST AMENDMENT TO MANAGEMENT AGREEMENTManagement Agreement • July 15th, 2020 • NexPoint Real Estate Finance, Inc. • Real estate investment trusts
This First Amendment to Management Agreement (this “Amendment”) is entered into as of [•], 2020 by and among NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Company”), and NexPoint Real Estate Advisors VII, L.P., a Delaware limited partnership (the “Manager”). All capitalized terms used herein and not otherwise defined have the respective meaning given to such terms in the Management Agreement (as defined below).
FIRST AMENDMENT TO AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OFLimited Partnership Agreement • July 15th, 2020 • NexPoint Real Estate Finance, Inc. • Real estate investment trusts • Delaware
THIS FIRST AMENDMENT (this “Amendment”) to the Amended and Restated Limited Partnership Agreement of NexPoint Real Estate Finance Operating Partnership, L.P. (the “Partnership”), dated as of [•], 2020, is entered into by NexPoint Real Estate Finance OP GP, LLC, a Delaware limited liability company (the “General Partner”) on behalf of the Partnership pursuant to its agreement of limited partnership (as now or hereafter amended, restated, modified, supplemented, or replaced, the “Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the Agreement, unless the context shall otherwise require.
A Delaware Limited Liability Company) AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of May 29, 2020Limited Liability Company Agreement • July 15th, 2020 • NexPoint Real Estate Finance, Inc. • Real estate investment trusts
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NexPoint Buffalo Pointe Holdings, LLC, a Delaware limited liability company (the “Company”), is entered into as of May 29, 2020 (the “Effective Date”), by NexPoint Real Estate Partners, LLC, a Delaware limited liability company (the “Lead Common Member”), and each of the other Persons admitted as members of the Company.
NEXPOINT REAL ESTATE FINANCE, INC. Form of Restricted Stock Units AgreementRestricted Stock Units Agreement • July 15th, 2020 • NexPoint Real Estate Finance, Inc. • Real estate investment trusts • Maryland
This RESTRICTED STOCK UNITS AGREEMENT (this “Agreement”) is made as of ___________ ___, 20__, by and between NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Company”), and _________________ (the “Grantee”).
NEXPOINT REAL ESTATE FINANCE, INC. Form of Restricted Stock Units AgreementRestricted Stock Units Agreement • July 15th, 2020 • NexPoint Real Estate Finance, Inc. • Real estate investment trusts • Maryland
This RESTRICTED STOCK UNITS AGREEMENT (this “Agreement”) is made as of _______ __, 20__, by and between NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Company”), and ___________ (the “Grantee”).
