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Waiver Extends to End of Fiscal 2020
Tremont Mortgage Trust (Nasdaq: TRMT) today announced that its manager, Tremont Realty Advisors LLC (TRA), has agreed to extend the waiver of its annual base management fee for the period beginning July 1, 2020 and ending on December 31, 2020. The annual base management fee equals 1.5% of TRMT’s "equity," as measured for the applicable period. In addition, TRMT will have no obligation to pay an incentive management fee for the 2020 calendar year.
This follows the conclusion of another management fee waiver that TRMT’s manager granted in 2018, which waived its annual base management fee for the period July 1, 2018 through June 30, 2020. In total, TRA is expected to forgo approximately $3.1 million in base and incentive management fees for the 30 months of the waiver period.
David Blackman, President and Chief Executive Officer of TRMT, made the following statement:
"We believe obtaining this additional fee waiver underscores our alignment with shareholders who have seen reduced quarterly distributions as a result of our proactive measures to preserve capital in response to the COVID-19 pandemic."
A definition and explanation of "equity" can be found in TRMT’s quarterly and annual filings with the Securities and Exchange Commission, or the SEC, which can be accessed from TRMT’s website, www.trmtreit.com, or the SEC’s website, www.sec.gov.
Tremont Mortgage Trust (Nasdaq: TRMT) is a real estate finance company that focuses primarily on originating and investing in first mortgage loans secured by middle market and transitional commercial real estate. TRMT is managed by Tremont Realty Advisors LLC, an SEC registered investment adviser, which is an indirect subsidiary of The RMR Group Inc.
WARNING CONCERNING FORWARD LOOKING STATEMENTS
This press release contains statements that constitute forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws. Also, whenever TRMT uses words such as "believe", "expect", "anticipate", "intend", "plan", "estimate", "will", "may" and negatives or derivatives of these or similar expressions, TRMT is making forward-looking statements. These forward-looking statements are based upon TRMT’s present intent, beliefs or expectations, but forward-looking statements are not guaranteed to occur and may not occur. Actual results may differ materially from those contained in or implied by TRMT’s forward looking statements as a result of various factors. Forward looking statements involve known and unknown risks, uncertainties and other factors, some of which are beyond TRMT's control. For example:
This press release describes fee waivers by TRMT’s manager, Tremont Realty Advisors LLC. An implication of this description may be that TRMT will be able to operate profitably in the future. In fact, there are many factors that will impact the profitability of TRMT’s future operations and TRMT cannot be sure that it will be able to produce future operating profits.
This press release states that TRMT expects to forgo approximately $3.1 million in base and incentive management fees for the 30 months of the waiver period. That amount is based on certain assumptions for TRMT’s operating performance and the actual amount of fees that will be waived may be more or less than $3.1 million.
Mr. Blackman states that TRMT has taken proactive measures to preserve capital, including reducing its quarterly distributions. This statement may imply that TRMT's actions to preserve its capital will preserve sufficient capital to meet cash flow needs going forward. However, the impact of the COVID-19 pandemic is affecting all parts of the economy including TRMT's borrowers who are experiencing the negative impact of the current economic conditions. As a result, TRMT may not have sufficient capital to meet commitments from actions that its lender takes if TRMT's borrowers default or the value of TRMT’s collateral declines below required levels.
The fee waivers that TRMT obtained from its manager are subject to conditions, including that the management agreement remains in effect.
The information contained in TRMT’s filings with the SEC, including under "Risk Factors" in TRMT’s periodic reports or incorporated therein, identifies other important factors that could cause TRMT’s actual results to differ materially from those stated in or implied by TRMT’s forward looking statements. TRMT’s filings with the SEC are available on the SEC’s website at www.sec.gov.
You should not place undue reliance upon forward looking statements.
Except as required by law, TRMT does not intend to update or change any forward looking statements as a result of new information, future events or otherwise.
A Maryland Real Estate Investment Trust with transferable shares of beneficial interest listed on the Nasdaq.
No shareholder, Trustee or officer is personally liable for any act or obligation of the Trust.
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Senior Director, Marketing & Corporate Communications