0001104659-20-093028.txt : 20200811 0001104659-20-093028.hdr.sgml : 20200811 20200811081020 ACCESSION NUMBER: 0001104659-20-093028 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200805 FILED AS OF DATE: 20200811 DATE AS OF CHANGE: 20200811 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Magnetar Financial LLC CENTRAL INDEX KEY: 0001352851 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36844 FILM NUMBER: 201091111 BUSINESS ADDRESS: STREET 1: 1603 ORRINGTON AVE. STREET 2: 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 BUSINESS PHONE: (847)905-4400 MAIL ADDRESS: STREET 1: 1603 ORRINGTON AVE. STREET 2: 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Magnetar Capital Partners LP CENTRAL INDEX KEY: 0001353085 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36844 FILM NUMBER: 201091112 BUSINESS ADDRESS: STREET 1: 1603 ORRINGTON AVE. STREET 2: 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 BUSINESS PHONE: (847)905-4400 MAIL ADDRESS: STREET 1: 1603 ORRINGTON AVE. STREET 2: 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 FORMER NAME: FORMER CONFORMED NAME: Magnetar Capital Partners LLC DATE OF NAME CHANGE: 20060213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Supernova Management LLC CENTRAL INDEX KEY: 0001368026 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36844 FILM NUMBER: 201091113 BUSINESS ADDRESS: STREET 1: 1603 ORRINGTON AVENUE, 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 BUSINESS PHONE: (847) 905-4400 MAIL ADDRESS: STREET 1: 1603 ORRINGTON AVENUE, 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Litowitz Alec N CENTRAL INDEX KEY: 0001368027 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36844 FILM NUMBER: 201091114 MAIL ADDRESS: STREET 1: C/O MAGNETAR FINANCIAL LLC STREET 2: 1603 ORRINGTON AVENUE, 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Great Ajax Corp. CENTRAL INDEX KEY: 0001614806 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 465211780 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9400 SW BEAVERTON-HILLSDALE HIGHWAY STREET 2: SUITE 131 CITY: BEAVERTON STATE: OR ZIP: 97005 BUSINESS PHONE: 503-295-5800 MAIL ADDRESS: STREET 1: 9400 SW BEAVERTON-HILLSDALE HIGHWAY STREET 2: SUITE 131 CITY: BEAVERTON STATE: OR ZIP: 97005 3 1 a3.xml 3 X0206 3 2020-08-05 0 0001614806 Great Ajax Corp. AJX 0001352851 Magnetar Financial LLC 1603 ORRINGTON AVENUE, 13TH FLOOR EVANSTON IL 60201 0 0 1 0 0001353085 Magnetar Capital Partners LP 1603 ORRINGTON AVENUE, 13TH FLOOR EVANSTON IL 60201 0 0 1 0 0001368026 Supernova Management LLC 1603 ORRINGTON AVENUE, 13TH FLOOR EVANSTON IL 60201 0 0 1 0 0001368027 Litowitz Alec N 1603 ORRINGTON AVENUE, 13TH FLOOR EVANSTON IL 60201 0 0 1 0 Series A Warrants (right to buy) 10.00 Common Stock, par value $0.01 per share 1493750 I See footnotes Series A Warrants (right to buy) 10.00 Common Stock, par value $0.01 per share 465500 I See footnotes Series B Warrants (right to buy) 10.00 Common Stock, par value $0.01 per share 3506250 I See footnotes Series B Warrants (right to buy) 10.00 Common Stock, par value $0.01 per share 109500 I See footnotes The Series A Warrants and Series B Warrants (collectively the "Warrants") became exercisable into shares of Common Stock, par value $0.01 per share ("Shares"), of Great Ajax Corp. (the "Issuer") at an exercise price per share of $10.00 on August 5, 2020. Represents (a)(i) 1,025,000 Series A Warrants and (ii) 2,975,000 Series B Warrants issued by the Issuer on April 6, 2020, and (b)(i) 468,750 Series A Warrants and (ii) 531,250 Series B Warrants issued by the Issuer on June 3, 2020. The aforementioned Warrants may be exercised, if at all, on or before 5:00 p.m., Eastern Time on April 6, 2025 (subject to earlier termination as set forth in the applicable Warrant). Magnetar Financial LLC ("MFL") serves as investment manager of each of Magnetar Constellation Fund V Ltd, Magnetar Constellation Master Fund, Ltd, Magnetar Longhorn Fund LP, Magnetar SC Fund Ltd and Magnetar Xing He Master Fund Ltd, which are Cayman Islands exempted companies, except for Longhorn Fund, which is a Delaware limited partnership. MFL is the manager of each of Magnetar Constellation Fund V LLC, Purpose Alternative Credit Fund - F LLC and Purpose Alternative Credit Fund - T LLC, which are Delaware limited liability companies. MFL is the general partner of Magnetar Structured Credit Fund, LP, a Delaware limited partnership (together with all of the foregoing funds, the "Magnetar Funds"). In such capacities, MFL exercises voting and investment power over the Warrants held for the accounts of the Magnetar Funds. MFL is a registered investment adviser under Section 203 of the Investment Advisers Act of 1940, as amended. Magnetar Capital Partners LP ("MCP"), a Delaware limited partnership, is the sole member and parent holding company of MFL. Supernova Management LLC ("Supernova"), a Delaware limited liability company, is the sole general partner of MCP. The manager of Supernova is Alec N. Litowitz, a citizen of the United States of America. Each of the Magnetar Funds, MFL, MCP, Supernova and Alec N. Litowitz disclaim beneficial ownership of these Shares except to the extent of their pecuniary interest in the Warrants and the Shares issuable upon exercise of such Warrants. Represents (a) 465,500 Series A Warrants and (b) 109,500 Series B Warrants issued by the Issuer on May 7, 2020, which may be exercised, if at all, on or before 5:00 p.m., Eastern Time on May 7, 2025 (subject to earlier termination as set forth in the applicable Warrant). Exhibit 99.1 - Joint Filing Agreement /s/ Alec N. Litowitz, as Manager of Supernova Management LLC, as General Partner of Magnetar Capital Partners LP, as Sole Member of Magnetar Financial LLC 2020-08-11 /s/ Alec N. Litowitz, as Manager of Supernova Management LLC, as General Partner of Magnetar Capital Partners LP 2020-08-11 /s/ Alec N. Litowitz, as Manager of Supernova Management LLC 2020-08-11 /s/ Alec N. Litowitz 2020-08-11 EX-99.1 2 ex-99d1.htm EX-99.1

Exhibit 99.1

JOINT FILING AGREEMENT

Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement as an exhibit thereto. This agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party.

IN WITNESS WHEREOF, each party hereto, being duly authorized, has caused this agreement to be executed and effective as of the date set forth below.

Dated: August 11, 2020

	MAGNETAR FINANCIAL LLC

	By: Magnetar Capital Partners LP,
	its Sole Member

	By:	/s/ Alec N. Litowitz
		Name:	Alec N. Litowitz
		Title:	Manager of Supernova Management LLC, the General Partner of Magnetar Capital Partners LP

	MAGNETAR CAPITAL PARTNERS LP

	By:	/s/ Alec N. Litowitz
		Name:	Alec N. Litowitz
		Title:	Manager of Supernova Management LLC, the General Partner of Magnetar Capital Partners LP


	SUPERNOVA MANAGEMENT LLC

	By:	/s/ Alec N. Litowitz
		Name:	Alec N. Litowitz
		Title:	Manager

	/s/ Alec N. Litowitz
		Alec N. Litowitz