8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 1, 2016

GREAT AJAX CORP.

(Exact name of registrant as specified in charter)

Maryland	001 36844	47 1271842
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

9400 SW Beaverton—Hillsdale Hwy

Suite 131

Beaverton, OR 97005

(Address of principal executive offices)

Registrant’s telephone number, including area code:

503 505 5670

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

On November 1, 2016, Great Ajax Corp., a Maryland corporation (the “Company”) issued a press release regarding its financial results for the quarter ended September 30, 2016 (the “Press Release”). A copy of the Press Release is attached hereto as Exhibit 99.1 and is available on the Company’s website.

The information provided in Item 2.02 of this report, including Exhibit 99.1, shall be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

Item 7.01. Regulation FD Disclosure

On November 1, 2016, the Company will hold an investor conference call and webcast to discuss financial results for the third quarter ended September 30, 2016, including the Press Release and other matters relating to the Company.

The Company has also made available on its website presentation materials containing certain additional information relating to the Company and its financial results for the third quarter ended September 30, 2016 (the “Presentation Materials”). The Presentation Materials are furnished herewith as Exhibit 99.2, and are incorporated by reference in this Item 7.01. All information in Exhibit 99.2 is presented as of the particular date or dates referenced therein, and the Company does not undertake any obligation to, and disclaims any duty to, update any of the information provided.

The information provided in Item 7.01 of this report, including Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall the information or Exhibit 99.2 be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended.

Item 8.01 Other Events

On November 1, 2016, the Company issued a press release announcing that its Board of Directors has declared a quarterly cash dividend of $0.25 per share of common stock. The dividend is payable to the Company’s shareholders of record as of November 16, 2016 and is expected to be paid on November 30, 2016.

Item 9.01. Financial Statements and Exhibits

Exhibit	Description
99.1	Press Release dated November 1, 2016
99.2	November 2016 Presentation Materials

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

GREAT AJAX CORP.
By:	/s/ Mary Doyle
Name:	Mary Doyle
Title:	Chief Financial Officer

Dated: November 1, 2016

EXHIBIT INDEX

Exhibit	Description
99.1	Press Release dated November 1, 2016
99.2	November 2016 Presentation Materials

EX-99.1

Exhibit 99.1

GREAT AJAX CORP. ANNOUNCES RESULTS FOR THE QUARTER
ENDED SEPTEMBER 30, 2016

Highlights

· Invested $216.2 million in re-performing loans with an aggregate unpaid principal balance (“UPB”) of $259.4 million to end the quarter with a $755.6 million investment in mortgage loans with an aggregate UPB of $948.8 million.

· Portfolio interest income of $18.7 million; net interest income of $11.8 million.

· Net income attributable to common stockholders of $7.6 million.

· Earnings per share (“EPS”) of $0.42 per diluted share.

· Taxable income per share of $0.18 per diluted share.

· Book value per share of $14.99.

· Raised $81.0 million, net, in secured borrowings.

· Sold $78.1 million in re-performing loans with an aggregate unpaid principal balance of $100.3 million to Ajax E Master Trust, the joint venture we established in the first quarter of 2016, and used the proceeds to pay down a repurchase line of credit.

· $23.3 million of cash and cash equivalents at September 30, 2016.

New York, NY—November 1, 2016—Great Ajax Corp. (NYSE: AJX), a Maryland corporation that is a real estate investment trust, today announces results of operations for the quarter ended September 30, 2016. We focus primarily on acquiring, investing in and managing a portfolio of re-performing (“RPL”) and non-performing (“NPL”) mortgage loans secured by single-family residences and commercial properties and, to a lesser extent, single-family properties.

Financial Results (Unaudited)

(dollars in thousands except per share amounts)

	Three months ended
	September 30,						December 31,
	2016		June 30, 2016		March 31, 2016		2015
Interest income	$	18,707	$	16,378	$	15,814	$	15,584
Total revenue (1)	$	11,619	$	10,688	$	11,411	$	11,688
Consolidated net income	$	7,887	$	6,861	$	7,963	$	8,392
Net income per diluted share	$	0.42	$	0.42	$	0.50	$	0.53
Average equity	$	279,222	$	248,195	$	240,283	$	234,656
Average total assets	$	814,426	$	671,275	$	626,008	$	583,951
Average daily cash balance(2)	$	50,572	$	39,043	$	27,824	$	28,066
Average carrying value RPL	$	653,699	$	539,701	$	496,925	$	447,512
Average carrying value NPL	$	63,778	$	68,205	$	71,984	$	75,433

(1) Total revenue includes net interest income, income from manager and other income

(2) Average daily cash balance includes cash and cash equivalents, and excludes cash held in trust

Consolidated net income for the quarter increased primarily as a result of the higher average balance of our investments in mortgage loans offset by impairments and lower gains on our real estate property held for sale (“REO”). Additionally, we collected $27.7 million on our mortgage loan and REO portfolios through payments, payoffs and sales of REO. We ended the third quarter with $23.3 million in available cash, a $45 million decline from the prior quarter as a result of the $125 million net increase in the ending balance of our investment in mortgage loans offset by an $87 million increase in our secured borrowings and repurchase line of credit.

Our investment strategy remains focused on acquiring RPLs; and the percentage of RPLs relative to NPLs in our portfolio continues to increase. Additionally, we continue to see lower than expected re-default rates for purchased RPLs. As a result, the overall duration of the portfolio continues to extend, resulting in increased cash flow over the life of the loans as projected principal and interest payments increase but lower yields and lower current period income as the cash flows occur over a longer time period.

Portfolio Acquisitions

(dollars in thousands)

	Three months ended
	September 30, 20161			June 30, 2016			March 31, 2016			December 31, 2015
RPLs
Count		1,416			251			218			333
UPB	$	259,446		$	70,262		$	49,685		$	60,956
Purchase price	$	216,225		$	52,128		$	37,207		$	45,861
Purchase price % of UPB		83.3	%		74.2	%		74.8	%		72.9	%
NPLs
Count		-			-			-			4
UPB		-			-			-		$	910
Purchase price		-			-			-		$	585
Purchase price % of UPB		-			-			-			64.8	%

Mortgage loans purchased during the third quarter and held as of quarter-end were on our consolidated balance sheet for a weighted average of 40 days of the quarter.

During the quarter we completed our seventh securitization, which closed on August 12, 2016. An aggregate of $82.3 million of senior securities and $13.0 million of subordinated securities were issued in a private offering with respect to $129.2 million UPB of mortgage loans. Approximately 93.5% of these mortgage loans were RPLs and approximately 6.5% were NPLs based on UPB. Net proceeds from the sale of the senior securities provided leverage of approximately 4.6 times the related equity.

1) Includes 572 re-performing loans acquired for $78.2 million and an unpaid principal balance of $100.3 million sold to Ajax E Master Trust, an affiliate of the joint venture we established in March 2016.

The following table provides an overview of our portfolio at September 30, 2016 (dollars in thousands):

No. of loans		4,271		Weighted average LTV(4)		98.9	%
Total UPB	$	948,838		Weighted average remaining term		326.0
Interest-bearing balance	$	878,629		No. of first liens		4,247
Deferred balance(1)	$	70,209		No. of second liens		24
Market value of collateral(2)	$	1,118,769		No. of rental properties		4
Price/total UPB(3)		75.4	%	Market value of rental properties	$	1,348
Price/market value of collateral		64.6	%	Capital invested in rental properties	$	915
Re-performing loans		91.3	%	Price/market value of rental properties		67.8	%
Non-performing loans		8.7	%	No. of other REO		130
Weighted average coupon		4.37	%	Market value of other REO	$	27,792

(1) Amounts that have been deferred in connection with a loan modification on which interest does not accrue. These amounts generally become payable at maturity.

(2) As of acquisition date.

(3) Our loan portfolio consists of fixed rate (50.9% of UPB), ARM (15.7% of UPB) and Hybrid ARM (33.4% of UPB) mortgage loans with original terms to maturity of not more than 40 years.

(4) UPB as of September 30, 2016 divided by market value of collateral as of acquisition date and weighted by the UPB of the loan.

Subsequent Events

During October 2016, we acquired 46 RPLs with aggregate UPB of $5.9 million in three transactions from three different sellers. The loans were acquired at 59% of UPB and the estimated market value of the underlying collateral is $7.0 million. The purchase price equaled 50% of the estimated market value of the underlying collateral. We also acquired 14 NPLs with aggregate UPB of $1.8 million in one transaction from one seller. The loans were acquired at 56% of UPB and the estimated market value of the underlying collateral is $2.1 million. The purchase price equaled 47% of the estimated market value of the underlying collateral.

Additionally, during October 2016, we acquired 370 RPLs with aggregate UPB of $69.9 million in three transactions from three related party trusts.  These loans, which have been serviced by Gregory Funding, have made at least 24 payments of scheduled principal and interest in the last 24 months and have a weighted average coupon of 5.25%.  The loans were acquired at 93% of UPB and the estimated market value of the underlying collateral is $91.0 million. The purchase price equaled 71% of the estimated market value of the underlying collateral. All of these acquisitions had closed as of October 31, 2016.

Additionally, we have agreed to acquire, subject to due diligence, 430 RPLs with aggregate UPB of $92.8 million in seven transactions from seven different sellers. The purchase price equals 82% of UPB and 56% of the estimated market value of the underlying collateral of $135.6 million. We have not entered into a definitive agreement with respect to these loans, and there is no assurance that we will enter into a definitive agreement relating to these loans or, if such an agreement is executed, that we will actually close the acquisitions or that the terms will not change.

On October 3, we entered into separate At-the-Market Issuance Sales Agreements to sell, through our agents, shares of our common stock with an aggregate offering price of up to $50.0 million. To date,

we have not issued any shares pursuant to the agreements. Additional information about the At-the-Market Issuance Sales Agreements is available in our current report on Form 8-K filed with the Securities and Exchange Commision on October 3, 2016.

On October 24, 2016, we called notes issued as part of secured borrowings issued by Ajax Mortgage Loan Trust 2014-A and Ajax Mortgage Loan Trust 2014-B. The mortgage loan assets remaining in these trusts were sold to a new securitization trust, Ajax Mortgage Loan Trust 2016-C, and used as collateral for a new secured borrowing. The proceeds from the re-securitization of the loans to Ajax Mortgage Loan Trust 2016-C were first applied to reduce outstanding obligations of Ajax Mortgage Loan Trust 2014-A and Ajax Mortgage Loan Trust 2014-B. Proceeds in excess of the amounts required to satisfy the outstanding obligations Ajax Mortgage Loan Trust 2014-A and Ajax Mortgage Loan Trust 2014-B were retained by us and will be used to fund investments in re-performing mortgage loans. In connection with the extinguishment of the notes issued by Ajax Mortgage Loan Trust 2014-A and Ajax Mortgage Loan Trust 2014-B , we expect to amortize the remaining approximately $0.6 million in deferred issuance costs in the fourth quarter of 2016.

On October 25, 2016, we completed our eighth securitization, Ajax Mortgage Loan Trust 2016-C. An aggregate of $102.6 million of senior securities and $15.8 million of subordinated securities were issued in a private offering with respect to $157.8 million UPB of mortgage loans, of which $12.9 million were small balance commercial mortgage loans. Approximately 82% of these mortgage loans were RPLs and approximately 18% were NPLs based on UPB. Net proceeds from the sale of the senior securities provided leverage of approximately 3.9 times the related equity.

On October 27, 2016, our Board of Directors declared a dividend of $0.25 per share, which will be payable on November 30, 2016, to stockholders of record as of November 16, 2016.

On November 1, 2016, we issued 20,005 shares of our common stock to our Manager in payment of the stock-based component of the management fee due for the third quarter of 2016 in a private transaction. The management fee expense associated with these shares was recorded as an expense in the third quarter of 2016.

On November 1, 2016, we issued each of our independent directors 417 shares of our common stock in payment of half of their quarterly director fees for the third quarter of 2016.

Conference Call

Great Ajax will host a conference call at 5:00 p.m. EST, Tuesday, November 1, 2016 to review our financial results for the quarter. A live Webcast of the conference call will be accessible from the Investor Relations section of our website www.great-ajax.com. An archive of the Webcast will be available for 90 days.

About Great Ajax Corp.

Great Ajax Corp. is a Maryland corporation that focuses primarily on acquiring, investing in and managing mortgage loans secured by single-family residences and, to a lesser extent, single-family properties themselves. We also invest in loans secured by multi-family residential and smaller commercial mixed use retail/residential properties, as well as in the properties directly. We are externally managed by Thetis Asset Management LLC. Our mortgage loans and other real estate assets are serviced by Gregory Funding LLC, an affiliated entity. We have elected to be taxed as a real estate investment trust under the Internal Revenue Code.

Forward-Looking Statements

This press release contains certain forward-looking statements. Words such as “believes,” “intends,” “expects,” “projects,” “anticipates,” and “future” or similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions, many of which are beyond the control of Great Ajax, including, without limitation, the risk factors and other matters set forth in our Annual Report on Form 10-K for the period ended December 31, 2015 filed with the SEC on March 29, 2016. Great Ajax undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.

CONTACT:	Lawrence Mendelsohn
	Chief Executive Officer
	or
	Mary Doyle
	Chief Financial Officer
	Mary.Doyle@aspencapital.com
	503-444-4224

GREAT AJAX CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands except share and per share amounts)

	Three months ended
	September			June 30,			March 31,			December 31,
	30, 2016			2016			2016			2015
	(unaudited)			(unaudited)			(unaudited)			(unaudited)
INCOME:
Interest income	$	18,707		$	16,378		$	15,814		$	15,584
Interest expense		(6,941	)		(6,063	)		(4,987	)		(4,307	)
Net interest income		11,766			10,315			10,827			11,277
Income from investment in Manager		68			46			44			49
Other income (expense)		(215	)		327			540			362
Total income		11,619			10,688			11,411			11,688
EXPENSE:
Related party expense - loan servicing fees		1,556			1,453			1,403			1,290
Related party expense - management fee		1,049			937			906			890
Loan transaction expense		100			574			213			332
Professional fees		315			407			414			411
Real estate operating expense		157			113			162			123
Other expense		537			317			353			273
Total expense		3,714			3,801			3,451			3,319
Income before provision for income tax		7,905			6,887			7,960			8,369
Provision for income tax		18			26			(3	)		(23	)
Consolidated net income		7,887			6,861			7,963			8,392
Less: consolidated net income attributable to non-controlling interests		264			256			312			329
Consolidated net income attributable to common stockholders	$	7,623		$	6,605		$	7,651		$	8,063
Basic earnings per common share	$	0.42		$	0.42		$	0.50		$	0.53
Diluted earnings per common share	$	0.42		$	0.42		$	0.50		$	0.53
Weighted average shares – basic		17,937,079			15,742,932			15,306,519			15,295,306
Weighted average shares - diluted		18,664,586			16,389,126			15,959,202			15,942,638

GREAT AJAX CORP. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands except share and per share amounts)

	(Unaudited)
	September 30, 2016		December 31, 2015
ASSETS
Cash and cash equivalents	$	23,318	$	30,795
Cash held in trust		35		39
Mortgage loans(1)		755,627		554,877
Property held-for-sale, net(2)		19,505		10,333
Rental property, net		915		58
Receivable from servicer		9,147		5,444
Investment in affiliate		3,923		2,625
Prepaid expenses and other assets		6,762		5,634
Total Assets	$	819,232	$	609,805
LIABILITIES AND EQUITY
Liabilities:
Secured borrowings, net(1)	$	416,079	$	265,006
Borrowings under repurchase agreement		119,232		104,533
Management fee payable		750		667
Accrued expenses and other liabilities		2,164		1,786
Total liabilities		538,225		371,992
Equity:
Preferred stock $.01 par value; 25,000,000 shares authorized, none issued or outstanding		-		-
Common stock $.01 par value; 125,000,000 shares authorized, 18,098,311 shares issued and outstanding, and 15,301,946 shares issued and outstanding at September 30, 2016 and December 31, 2015, respectively		181		152
Additional paid-in capital		244,641		211,729
Retained earnings		25,803		15,921
Equity attributable to common stockholders		270,625		227,802
Non-controlling interests		10,382		10,011
Total equity(3)		281,007		237,813
Total Liabilities and Equity	$	819,232	$	609,805

(1)       Mortgage loans includes $595,279 and $398,696 of loans transferred to securitization trusts at September 30, 2016 and December 31, 2015, respectively, that are variable interest entities (“VIEs”) that can only be used to settle obligations of the VIEs. Secured borrowings consist of notes issued by VIEs that can only be settled with the assets and cash flows of the VIEs. The creditors do not have recourse to the primary beneficiary (Great Ajax Corp).

(2)       Property held for sale, net, includes a valuation allowance of $0.6 million at September 30, 2016. No valuation allowance was recorded as of December 31, 2015.

(3)       Net book value per diluted share was $14.99 and $14.92 at September 30, 2016 and December 31, 2015, respectively.

EX-99.2

Exhibit 99.2

Third Quarter 2016 Investor Presentation November 1, 2016

Safe Harbor Disclosure 2 □ We make forward - looking statements in this presentation that are subject to risks and uncertainties. These forward - looking statements include information about possible or assumed future results of our business, financial condition, liquidity, resu lts of operations, cash flow and plans and objectives. When we use the words “believe,” “expect,” “anticipate,” “estimate,” “plan,” “continue,” “intend,” “should,” “may” or similar expressions, we intend to identify forward - looking statements. □ Statements regarding the following subjects, among others, may be forward - looking: market trends in our industry, interest rates, real estate values, the debt financing markets or the general economy or the demand for residential real estate loans; our business and investment strategy; our projected operating results; actions and initiatives of the U.S. government and changes to U.S. government policies and the execution and impact of these actions, initiatives and policies; the state of the U.S. economy generally or in specific geographic regions; economic trends and economic recoveries; our ability to obtain and maintain financing arrangements; changes in the value of our mortgage portfolio; changes to our portfolio of properties; impact of and changes in governmental regulations, tax law and rates, accounting guidance and similar matters; our ability to satisfy the REIT qualification requirements for U.S. federal income tax purposes; availability of qualified personnel; estima tes relating to our ability to make distributions to our stockholders in the future; general volatility of the capital markets an d t he market price of our shares of common stock; and degree and nature of our competition. □ The forward - looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account all information currently available to us. Forward - looking statements are not predictions of future events. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known t o us. If a change occurs, our business, financial condition, liquidity and results of operations may vary materially from those expressed in our forward - looking statements. Furthermore, forward - looking statements are subject to risks and uncertainties, including, among other things, those described under Item 1A of our Annual Report on Form 10 - K for the year ended December 31, 2015, which can be accessed through the link to our SEC filings on our website ( www.great - ajax.com ) or at the SEC's website ( www.sec.gov ). Other risks, uncertainties, and factors that could cause actual results to differ materially from those projected may be described from time to time in reports we file with the SEC, including reports on Forms 10 - Q, 10 - K and 8 - K. Any forward - looking statement speaks only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible for us to predict those events or how they may affect us. Except as required by law, we are not obligated to, and do not intend to, update or revise any forward - looking statements, whether as a result of new information, future events or otherwise. Unless stated otherwise, financial information included in this presentation is as of September 3 0, 2016.

Business Overview 3 □ Leverage long - standing relationships to acquire loans through privately negotiated transactions from a diverse group of customers – Over 90% of acquisitions by Great Ajax Corp. have been privately negotiated – Acquisitions made in 160 transactions since inception. 14 transactions in Q3 2016. □ Use our manager’s proprietary analytics to price each pool on an asset - by - asset basis □ Adjust individual loan bid price to accumulate clusters of loans in attractive demographic metropolitan areas – Typical acquisitions contain 25 – 100 loans with total market value between $5 – $20 million □ Our affiliated servicer services the loans asset - by - asset and borrower - by - borrower □ Objective is to maximize returns for each asset by utilizing full menu of loss mitigation and asset optimization techniques □ Use moderate non - mark - to - market leverage – Corporate leverage of 1.9x – Seven securitizations since inception totaling $825.8 million of loan UPB. Approximate leverage of 3.1x from the sale of senior bonds – On August 12, 2016, we completed our 7th securitization, Ajax Mortgage Loan Trust 2016 - B. An aggregate of $82.3 million of senior securities with respect to $129.2 million UPB of mortgage loans. Net proceeds from the sale of the senior securities provided leverage of approximately 4.6x the related equity.

Highlights – Quarter Ended September 30, 2016 4 □ Invested $216.2 million in re - performing loans with an aggregate unpaid principal balance (“UPB”) of $259.4 million to end the quarter with a $755.6 million investment in mortgage loans with an aggregate UPB of $948.8 million . □ Portfolio interest income of $18.7 million; net interest income of $11.8 million . □ Net income attributable to common stockholders of $7.6 million . □ Earnings per share (“EPS”) of $0.42 per diluted share. □ Taxable income per share of $0.18 per diluted share. □ Book value per share of $14.99 . □ Raised $ 81.0 million, net, in secured borrowings. □ Sold $78.1 million in re - performing loans with an aggregate unpaid principal balance of $100.3 million to Ajax E Master Trust, the joint venture we established in the first quarter of 2016, and used the proceeds to pay down a repurchase line of credit . □ $23.3 million of cash and cash equivalents at September 30, 2016.

Portfolio Overview – as of September 30, 2016 5 $948.8 MM RPL - $864.1 MM NPL - $84.7 MM $1,146.6MM RPL – $1,028.9 MM NPL – $89.9 MM REO – $27.8 MM 91% 9% Unpaid Principal Balance RPL NPL 89.7% 7.8% 2.4% Property Value RPL NPL REO

Portfolio Growth 6 Re - performing Loans $64 $567 $617 $864 $73 $643 $710 $1,029 $49 $435 $469 $669 0 200 400 600 800 1,000 1,200 Initial Assets (07/08/14) 9/30/2015 12/31/2015 9/30/2016 Millions UPB Property Value Price

Portfolio Growth 7 $113 $111 $85 $117 $117 $90 $64 $68 $53 0 20 40 60 80 100 120 140 Initial Assets (07/08/14) 9/30/2015 12/31/2015 9/30/2016 Millions UPB Property Value Price Non - performing Loans

Portfolio Concentrated in Attractive Markets 8 □ Clusters of loans in attractive, densely populated markets □ Stable liquidity and home prices □ Over 80% of the portfolio in our target markets Target States Target Markets Los Angeles San Diego Dallas Portland Phoenix Washington DC Metro Area Chicago Atlanta Orlando Tampa Miami, Ft. Lauderdale, W. Palm Beach New York / New Jersey Metro Area Las Vegas REIT, Servicer & Manager Headquarters Property Management Business Management

Building Net Asset Value 9 This illustration has not been prepared in accordance with GAAP and is not intended to constitute a non - GAAP financial measure, but rather an additional tool for investors to consider. In evaluating our financial results, management regularly considers the following analysis, which is intended to arrive at a “ne t asset value” equivalent. Based on the leverage from the seven securitizations, securitization investors value our loan portfolio at between $18.81 and $19.18 per share. As shown below, at September 30, 2016, if we were to lever our whole loan portfolio through a securitization, the face value of the equity tranche would be approximately $237.2MM under scenario 1 where the senior attachment point is 65% (similar to our most recen t securitization) and $246.7 MM under scenario 2 where the senior attachment point is 64% (similar to a previous securitization ). Given that our securitization investors currently value the equity tranche at between 30% - 50%, using the average 40%, the value of our equity t ranche would be $94.9MM under scenario 1, which is $78.3MM or $4.18 per share over the remaining basis of $16.6MM. Our current book value pe r share is $14.99. By contrast, our current NAV based on this securitization analysis would be the sum of $14.99 and $4.18, or $19.18 per share. Entire Portfolio 9/30/2016 UPB $948,838,173 Price $722,170,624 Book Value / Share $14.99 Leverage (Bond Face/UPB) Bond Face Value Bond Price Net Proceeds Equity Basis Implied value/Share Implied NAV Per Share Senior 65% $616,744,812.69 100.0% $616,744,813 B1 5% $47,441,908.67 97.3% $46,166,907 B2 5% $47,441,908.67 90% $42,697,718 Equity-Trust Certificate $237,209,543 40% $94,883,817 $16,561,186 $4.18 $19.18 Leverage (Bond Face/UPB) Bond Face Value Bond Price Net Proceeds Equity Basis Implied value/Share Implied NAV Per Share Senior 64% $607,256,430.96 99.8% $606,124,201 B1 5% $47,441,908.67 97.3% $46,166,907 B2 5% $47,441,908.67 90% $42,697,718 Equity-Trust Certificate $246,697,925 40% $98,679,170.03 $27,181,797 $3.82 $18.81

Subsequent Events 10 * While these acquisitions are expected to close , there can be no assurance that these acquisitions will close or that the terms thereof may not change. □ October Acquisitions □ RPL □ UPB: $75.84MM □ Collateral Value: $97.96MM □ Price/UPB: 90.3% □ Price/Collateral Value: 69.9% □ 416 loans in 4 transactions □ Pending Acquisitions* □ RPL □ UPB: $ 92.76 MM □ Collateral Value: $ 135.64 MM □ Price/UPB: 82.2 % □ Price/Collateral Value: 56.2% □ 430 loans in 7 transactions □ On October 25, 2016, we completed our 8 th securitization , Ajax Mortgage Loan Trust 2016 - C. An aggregate of $102.6 million of senior securities with respect to $157.8 million UPB of mortgage loans, of which $12.9 million were small balance commercial mortgage loans. Net proceeds from the sale of the senior securities provided leverage of approximately 3.9x the related equity. □ A dividend of $0.25 per share will be payable on November 30, 2016, to stockholders of record as of November 16, 2016. □ NPL □ UPB: $1.75MM □ Collateral Value: $2.08MM □ Price/UPB: 55.7% □ Price/Collateral Value: 46.9% □ 14 loans in 1 transaction

Consolidated Statements of Income 11 (Dollars in thousands except share and per share amounts) (Unaudited) Three months ended Nine months ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 INCOME: Loan interest income 18,707$ 14,440$ 50,898$ 32,117$ Interest expense (6,941) (3,849) (17,990) (7,193) Net interest income 11,766 10,591 32,908 24,924 Income from investment in Manager 68 44 158 148 Other income (215) 301 652 707 Total income 11,619 10,936 33,718 25,779 EXPENSE: Related party expense - management fee 1,049 861 2,892 2,464 Related party expense - loan servicing fees 1,556 1,196 4,412 2,703 Loan transaction expense 100 310 887 1,299 Professional fees 315 278 1,137 1,019 Real estate operating expenses 157 128 431 192 Other expense 537 230 1,208 679 Total expense 3,714 3,003 10,967 8,356 Income before provision for income tax 7,905 7,933 22,751 17,423 Provision for income tax 18 8 41 24 Consolidated net income 7,887 7,925 22,710 17,399 264 311 832 709 7,623$ 7,614$ 21,878$ 16,690$ Basic earnings per common share 0.42$ 0.50$ 1.34$ 1.15$ Diluted earnings per common share 0.42$ 0.50$ 1.34$ 1.15$ Weighted average shares - basic 17,937,079 15,273,739 16,334,713 14,514,907 Weighted average shares - diluted 18,664,586 15,926,052 17,010,364 15,180,350 Less: consolidated net income attributable to the noncontrolling interest Consolidated net income attributable to common stockholders

Consolidated Balance Sheets 12 (1) Mortgage loans includes $595,279 and $398,696 of loans transferred to securitization trusts at September 30, 2016 and Decembe r 3 1, 2015, respectively, that are variable interest entities (“VIEs”) that can only be used to settle obligations of the VIEs. Secured borrowings consist of notes issued by VIE s t hat can only be settled with the assets and cash flows of the VIEs. The creditors do not have recourse to the primary beneficiary (Great Ajax Corp). (2) Property held for sale, net, includes a valuation allowance of $0.6 million at September 30, 2016. No valuation allowance wa s r ecorded as of December 31, 2015. (3) Net book value per diluted share was $14.99 and $14.92 at September 30, 2016 and December 31, 2015, respectively (Dollars in thousands except share and per share amounts) ASSETS September 30, 2016 December 31, 2015 Cash and cash equivalents 23,318$ 30,795$ Cash held in trust 35 39 Mortgage loans, net (1) 755,627 554,877 Property held-for-sale 19,505 10,333 Rental property, net 915 58 Receivable from servicer 9,147 5,444 Investment in affiliate 3,923 2,625 Prepaid expenses and other assets 6,762 5,634 Total Assets 819,232$ 609,805$ LIABILITIES AND EQUITY Liabilities: Secured borrowings (1) 416,079$ 265,006$ Borrowings under repurchase agreement 119,232 104,533 Management fee payable 750 667 Accrued expenses and other liabilities 2,164 1,786 Total liabilities 538,225 371,992 Commitments and contingencies (See Note 7) Equity: - - Common stock $.01 par value; 125,000,000 shares authorized, 18,098,311 and 15,301,946 shares issued and outstanding 181 152 Additional paid-in capital 244,641 211,729 Retained earnings 25,803 15,921 Equity attributable to common stockholders 270,625 227,802 Noncontrolling interests 10,382 10,011 Total equity 281,007 237,813 Total Liabilities and Equity 819,232$ 609,805$ Preferred stock $.01 par value; 25,000,000 shares authorized, none issued or outstanding