ANGEL OAK MORTGAGE, INC. : Entry into a Material Definitive Agreement, Financial Statements and Exhibits (form 8-K)

Item 1.01 Entry into a Material Definitive Agreement.

On October 4, 2022, a subsidiary (“Seller”) of Angel Oak Mortgage, Inc. (the
“Company”), entered into two separate master repurchase facilities regarding a
specific pool of whole loans with financing of approximately $168.7 million on
approximately $239.3 million of unpaid principal balance, as further described
below.

The two separate master repurchase agreements are among the Seller and two
affiliates of an institutional investor (“Lender A” and “Lender B” and together,
“Lenders”) through the execution of a Master Repurchase Agreement with Lender A
(“Master Repurchase Agreement A”) and a Master Repurchase Agreement with Lender
B (“Master Repurchase Agreement B” and together with Master Repurchase Agreement
A, the “Master Repurchase Agreements”) between the Seller and the Lenders.
Pursuant to the Master Repurchase Agreements, the Seller may sell certain
securities to the Lenders representing whole loan assets and later repurchase
such securities from the Lenders at a date not later than three (3) months from
the date of the Master Repurchase Agreements. The Master Repurchase Agreements
may be extended one time for an additional period of three months.

The interest rate on the borrowing under the Master Repurchase Agreements that
the Seller is required to pay the Lenders is equal to the sum of (1) a spread of
3.50%, and (2) one-month Term SOFR.

The obligations of the Seller under the Master Repurchase Agreements are
guaranteed by the Company pursuant to two separate Guaranties (“Guaranty A” and
“Guaranty B” and together, the “Guaranties”) executed contemporaneously with the
Master Repurchase Agreements.

In addition, the Master Repurchase Agreements and Guaranties contain events of
default (subject to certain materiality thresholds and grace periods), including
payment defaults, breach of certain representations and warranties, insolvency,
and other events of default customary for this type of transaction. The remedies
for such events of default are also customary for this type of transaction and
include the acceleration of the amounts outstanding under the Master Repurchase
Agreements and Lenders’ respective right to liquidate the purchased securities
then subject to the Master Repurchase Agreements.

The Seller is also required to pay certain customary fees to the Lenders and to
reimburse the Lenders for certain costs and expenses incurred in connection with
the Lenders’ management and administration of the Master Repurchase Agreements.

A copy of the Form of Master Repurchase Agreement is attached hereto as Exhibit
10.1 and incorporated herein by reference. A copy of the Form of Confirmation to
Master Repurchase Agreement is attached hereto as Exhibit 10.2 and incorporated
herein by reference. A copy of the Form of Guaranty is attached hereto as
Exhibit 10.3 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)  Exhibits

Exhibit No.  Description

Exhibit 10.1    Form of     Master Repurchase Agreement     by and among

Angel Oak Mortgage REIT TRS , LLC and Lender s dated

Oct ober 4 , 2022

Exhibit 10.2 Form of Confirmation to Master Repurchase Agreement by and
among Angel Oak Mortgage REIT TRS, LLC and Lenders dated October 4, 2022

Exhibit 10.3 Form of Guaranty of Angel Oak Mortgage, Inc. dated

October 4 , 2022

Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).

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