Debt | Debt Repurchase Agreements The Company has entered into two repurchase facilities whereby the Company, through two wholly-owned Delaware trusts (the “Trusts”) acquires pools of mortgage loans which are then sold by the Trusts, as “Seller” to two separate counterparties, the “buyer” or “buyers.” One facility has a ceiling of $250.0 million and the other $400.0 million at any one time. Upon the time of the initial sale to the buyer, the Trust, with a simultaneous agreement, also agrees to repurchase the pools of mortgage loans from the buyer. Mortgage loans sold under these facilities carry interest calculated based on a spread to one-month LIBOR, which are fixed for the term of the borrowing. The purchase price that the Trust realizes upon the initial sale of the mortgage loans to the buyer can vary between 70% and 85% of the asset’s acquisition price, depending upon the facility being utilized and/or the quality of the underlying collateral. The obligations of a Trust to repurchase these mortgage loans at a future date are guaranteed by the Operating Partnership. The difference between the market value of the asset and the amount of the repurchase agreement is generally the amount of equity in the position and is intended to provide the buyer with some protection against fluctuations in the value of the collateral, and/or a failure by the Company to repurchase the asset and repay the borrowing at maturity. The Company has also entered into three repurchase facilities substantially similar to the mortgage loan repurchase facilities, but where the pledged assets are the class B bonds and certificates from the Company's secured borrowing transactions. These facilities have no effective ceilings. Each repurchase transaction represents its own borrowing. As such, the ceilings associated with these transactions are the amounts currently borrowed at any one time. The Company has effective control over the assets subject to all of these transactions; therefore, the Company’s repurchase transactions are accounted for as financing arrangements. The Servicer services these mortgage loans pursuant to the terms of a Servicing Agreement by and among the Servicer and each Buyer. Each Servicing Agreement has the same fees and expenses terms as the Company’s Servicing Agreement described under Note 10 — Related party transactions. The Operating Partnership, as guarantor, will provide to the buyers a limited guaranty of certain losses incurred by the buyers in connection with certain events and/or the Seller’s obligations under the mortgage loan purchase agreement, following the breach of certain covenants by the Seller, the occurrence of certain bad acts by the Seller, the occurrence of certain insolvency events of the Seller or other events specified in the Guaranty. As security for its obligations under the Guaranty, the guarantor will pledge the Trust Certificate representing the Guarantor’s 100% beneficial interest in the Seller. The following table sets forth the details of the Company’s repurchase transactions and facilities ($ in thousands): March 31, 2020 Maturity Date Origination date Maximum Amount Amount of Percentage of Collateral Coverage Interest Rate April 2, 2020 January 3, 2020 $ 1,758 $ 1,758 $ 2,388 136 % 2.96 % April 2, 2020 January 3, 2020 1,684 1,684 2,287 136 % 2.96 % April 13, 2020 March 12, 2020 37,201 37,201 49,877 134 % 2.46 % April 13, 2020 March 12, 2020 3,236 3,236 4,655 144 % 2.56 % April 22, 2020 March 24, 2020 35,381 35,381 51,679 146 % 5.00 % April 27, 2020 January 28, 2020 5,749 5,749 7,464 130 % 3.00 % April 27, 2020 March 27, 2020 4,811 4,811 10,024 208 % 3.71 % April 27, 2020 March 27, 2020 4,108 4,108 7,101 173 % 3.71 % April 27, 2020 January 28, 2020 2,522 2,522 3,381 134 % 2.80 % April 27, 2020 March 27, 2020 2,153 2,153 10,938 508 % 3.86 % June 3, 2020 March 3, 2020 20,987 20,987 27,814 133 % 3.11 % June 3, 2020 March 3, 2020 11,181 11,181 14,682 131 % 3.11 % June 3, 2020 March 3, 2020 10,019 10,019 13,192 132 % 3.11 % June 3, 2020 December 6, 2019 6,097 6,097 7,565 124 % 3.64 % June 3, 2020 March 3, 2020 5,161 5,161 6,616 128 % 3.11 % June 3, 2020 December 6, 2019 4,704 4,704 5,755 122 % 3.64 % June 3, 2020 March 3, 2020 3,827 3,827 4,907 128 % 3.11 % June 3, 2020 December 6, 2019 3,053 3,053 3,959 130 % 3.64 % June 3, 2020 December 6, 2019 2,332 2,332 3,360 144 % 3.79 % June 3, 2020 March 3, 2020 1,848 1,848 2,640 143 % 3.21 % June 3, 2020 December 6, 2019 1,132 1,132 1,607 142 % 3.79 % June 19, 2020 March 20, 2020 14,599 14,599 19,893 136 % 6.22 % June 19, 2020 December 19, 2019 13,447 13,447 17,077 127 % 3.55 % June 19, 2020 March 20, 2020 9,571 9,571 13,043 136 % 6.22 % June 19, 2020 March 20, 2020 4,691 4,691 6,089 130 % 6.22 % June 19, 2020 March 20, 2020 2,665 2,665 4,050 152 % 6.72 % June 19, 2020 December 19, 2019 1,155 1,155 1,687 146 % 3.70 % June 26, 2020 March 26, 2020 20,906 20,906 31,930 153 % 9.23 % June 30, 2020 January 3, 2020 8,328 8,328 3,656 44 % 3.56 % June 30, 2020 January 3, 2020 6,099 6,099 9,038 148 % 3.56 % June 30, 2020 December 30, 2019 5,286 5,286 6,850 130 % 3.57 % June 30, 2020 January 3, 2020 5,116 5,116 6,721 131 % 3.56 % June 30, 2020 December 30, 2019 3,324 3,324 4,667 140 % 3.72 % July 10, 2020 January 13, 2020 9,020 9,020 13,016 144 % 3.67 % July 31, 2020 February 3, 2020 7,763 7,763 9,702 125 % 3.56 % July 31, 2020 February 3, 2020 7,151 7,151 9,537 133 % 3.56 % July 10, 2020 July 15, 2016 250,000 30,141 44,217 147 % 3.38 % September 24, 2020 September 25, 2019 400,000 112,885 164,103 145 % 3.11 % Totals $ 938,065 $ 431,091 $ 607,167 141 % 3.86 % December 31, 2019 Maturity Date Origination date Maximum Amount Amount of Percentage of Collateral Coverage Interest Rate January 3, 2020 November 26, 2019 $ 8,411 $ 8,411 $ 11,098 132 % 3.45 % January 3, 2020 November 26, 2019 6,093 6,093 9,038 148 % 3.45 % January 3, 2020 November 26, 2019 5,175 5,175 6,855 132 % 3.45 % January 3, 2020 December 2, 2019 11,966 11,966 15,742 132 % 3.45 % January 3, 2020 December 2, 2019 10,648 10,648 14,058 132 % 3.45 % January 3, 2020 December 2, 2019 5,485 5,485 7,050 129 % 3.45 % January 3, 2020 December 2, 2019 4,096 4,096 5,261 128 % 3.45 % January 3, 2020 December 2, 2019 1,644 1,644 2,388 145 % 3.55 % January 3, 2020 December 2, 2019 1,576 1,576 2,287 145 % 3.55 % January 10, 2020 December 11, 2019 21,088 21,088 28,284 134 % 3.47 % January 10, 2020 December 11, 2019 1,808 1,808 2,640 146 % 3.57 % January 13, 2020 July 11, 2019 8,956 8,956 13,016 145 % 4.16 % January 21, 2020 December 20, 2019 15,718 15,718 20,623 131 % 3.41 % January 21, 2020 December 20, 2019 10,305 10,305 13,521 131 % 3.41 % January 21, 2020 December 20, 2019 5,840 5,840 7,324 125 % 3.41 % January 21, 2020 December 20, 2019 2,784 2,784 4,050 145 % 3.51 % January 28, 2020 October 30, 2019 5,318 5,318 7,464 140 % 3.19 % January 28, 2020 October 30, 2019 2,520 2,520 3,381 134 % 2.99 % February 3, 2020 August 1, 2019 7,568 7,568 9,702 128 % 4.19 % February 3, 2020 August 1, 2019 6,664 6,664 9,537 143 % 4.19 % February 24, 2020 November 26, 2019 41,412 41,412 54,828 132 % 2.92 % March 25, 2020 September 25, 2019 7,075 7,075 10,024 142 % 3.96 % March 25, 2020 September 25, 2019 5,851 5,851 7,423 127 % 3.81 % March 26, 2020 September 26, 2019 27,075 27,075 34,591 128 % 3.81 % March 27, 2020 September 27, 2019 2,915 2,915 3,709 127 % 3.79 % June 3, 2020 December 6, 2019 6,097 6,097 7,891 129 % 3.64 % June 3, 2020 December 6, 2019 4,704 4,704 6,106 130 % 3.64 % June 3, 2020 December 6, 2019 3,053 3,053 4,035 132 % 3.64 % June 3, 2020 December 6, 2019 2,332 2,332 3,360 144 % 3.79 % June 3, 2020 December 6, 2019 1,132 1,132 1,607 142 % 3.79 % June 19, 2020 December 19, 2019 13,447 13,447 18,076 134 % 3.55 % June 19, 2020 December 19, 2019 1,155 1,155 1,687 146 % 3.70 % June 30, 2020 December 30, 2019 5,286 5,286 7,044 133 % 3.57 % June 30, 2020 December 30, 2019 3,324 3,324 4,667 140 % 3.72 % July 10, 2020 July 15, 2016 250,000 28,931 57,397 198 % 4.28 % September 24, 2020 September 25, 2019 400,000 116,662 164,403 141 % 4.24 % Totals $ 918,521 $ 414,114 $ 580,167 140 % 3.77 % The guaranty establishes a master netting arrangement; however, the arrangement does not meet the criteria for offsetting within the Company’s consolidated balance sheets. A master netting arrangement derives from contractual agreements entered into by two parties to multiple contracts that provides for the net settlement of all contracts covered by the agreements in the event of default under any one contract. During the last two weeks in March 2020, the Company received margin calls from its financing counterparties in the amount of $28.2 million due to the turmoil in the financial markets resulting from the COVID-19 outbreak. As of March 31, 2020, the Company had $32.4 million of cash collateral on deposit with financing counterparties. This cash is included in Prepaid expenses and other assets on its consolidated balance sheet at March 31, 2020 and is not netted against its Borrowings under repurchase agreements. The amount outstanding on the Company’s repurchase facilities and the carrying value of the Company’s loans pledged as collateral are presented as gross amounts in the Company’s consolidated balance sheets at March 31, 2020 and December 31, 2019 in the table below ($ in thousands): Gross amounts not offset in balance sheet March 31, 2020 December 31, 2019 Gross amount of recognized liabilities $ 431,091 $ 414,114 Gross amount of loans and securities pledged as collateral 607,167 580,167 Other prepaid collateral 32,360 4,117 Net collateral amount $ 143,716 $ 161,936 Secured Borrowings From inception (January 30, 2014) to March 31, 2020, the Company has completed 15 secured borrowings for its own balance sheet, not including its off-balance sheet joint ventures in which it holds investments in various classes of securities, pursuant to Rule 144A under the Securities Act, six of which were outstanding at March 31, 2020. The secured borrowings are structured as debt financings and not sales through a real estate investment conduit (“REMIC”), and the loans included in the secured borrowings remain on the Company’s consolidated balance sheet as the Company is the primary beneficiary of the securitization trusts, which are VIEs. The securitization VIEs are structured as pass through entities that receive principal and interest on the underlying mortgages and distribute those payments to the holders of the notes. The Company’s exposure to the obligations of the VIEs is generally limited to its investments in the entities. The notes that are issued by the securitization trusts are secured solely by the mortgages held by the applicable trusts and not by any of the Company’s other assets. The mortgage loans of the applicable trusts are the only source of repayment and interest on the notes issued by such trusts. The Company does not guarantee any of the obligations of the trusts under the terms of the agreement governing the notes or otherwise. The Company’s secured borrowings are generally structured with Class A notes, subordinate notes, and trust certificates, which have rights to the residual interests in the mortgages once the notes are repaid. With the exception of the Company’s 2017-D securitization, from which the Company sold a 50% interest in the Class B certificates to third parties and 2018-C securitization, from which the Company sold a 95% interest in the Class A notes and 37% in the Class B notes and trust certificates, the Company has retained the subordinate notes and the applicable trust certificates from the other six secured borrowings outstanding at March 31, 2020. 2017-D secured borrowing contains Class A notes and Class B certificates representing the residual interests in the mortgages held within the securitization trusts subsequent to repayment of the Class A debt. The Company has retained 50% of both the Class A notes and Class B certificates from 2017-D. 2018-C secured borrowing contains Class A notes, Class B notes and trust certificates representing the residual interest in the mortgages held within the securitization trusts subsequent to repayment of the Class A debt. The Company has retained 5% of the Class A notes and 63% of the Class B notes and trust certificates. The Company's 2017-B, 2019-D and 2019-F secured borrowings carry no provision for a step-up in interest rate on any of the Class A, Class B or Class M notes. For all of the Company's secured borrowings the Class A notes are senior, sequential pay, fixed rate notes with the exception of 2019-D and 2019-F, which are subordinate, sequential pay, fixed rate notes for Class B-1 and variable rate notes for Class B-2 and Class B-3. The interest rate is effectively the rate equal to the spread between the gross average rate of interest the trust collects on its mortgage loan portfolio minus the rate derived from the sum of the servicing fee and other expenses of the trust. The Class M notes issued under 2017-B, 2019-D and 2019-F are also mezzanine, sequential pay, fixed rate notes. For all of the Company's secured borrowings, except 2017-B, 2019-D and 2019-F, which contains no interest rate step-up, if the Class A notes have not been redeemed by the payment date or otherwise paid in full 36 months after issue, or in the case of 2017-C, 48 months after issue, an interest rate step-up of 300 basis points is triggered. Twelve months after the 300 basis points step up is triggered, an additional 100 basis point step up will be triggered, and an amount equal to the aggregate interest payment amount that accrued and would otherwise be paid to the subordinate notes will be paid as principal to the Class A notes on that date and each subsequent payment date until the Class A notes are paid in full. After the Class A notes are paid in full, the subordinate notes will resume receiving their respective interest payment amounts and any interest that accrued but was not paid while the Class A notes were outstanding. As the holder of the trust certificates, the Company is entitled to receive any remaining amounts in the trusts after the Class A notes and subordinate notes have been paid in full. The following table sets forth the original terms of all notes from our secured borrowings outstanding at March 31, 2020 at their respective cutoff dates: Issuing Trust/Issue Date Interest Rate Step-up Date Security Original Principal Interest Rate Ajax Mortgage Loan Trust 2017-B/ December 2017 None Class A notes due 2056 $115.8 million 3.16 % None Class M-1 notes due 2056 (3) $9.7 million 3.50 % None Class M-2 notes due 2056 (3) $9.5 million 3.50 % None Class B-1 notes due 2056 (1) $9.0 million 3.75 % None Class B-2 notes due 2056 (1) $7.5 million 3.75 % Trust certificates (2) $14.3 million — % Deferred issuance costs $(1.8) million — % Ajax Mortgage Loan Trust 2017-C/ November 2017 November 25, 2021 Class A notes due 2060 $130.2 million 3.75 % May 25, 2022 Class B-1 notes due 2060 (1) $13.0 million 5.25 % Trust certificates (2) $42.8 million — % Deferred issuance costs $(1.7) million — % Ajax Mortgage Loan Trust 2017-D/ December 2017 April 25, 2021 Class A notes due 2057 (4) $177.8 million 3.75 % None Class B certificates (4) $44.5 million — % Deferred issuance costs $(1.1) million — % Ajax Mortgage Loan Trust 2018-C/ September 2018 October 25, 2021 Class A notes due 2065 (5) $170.5 million 4.36 % April 25, 2022 Class B notes due 2065 (5) $15.9 million 5.25 % Trust certificates (5) $40.9 million — % Deferred issuance costs $(2.0) million — % Ajax Mortgage Loan Trust 2019-D/ July 2019 None Class A-1 notes due 2065 $140.4 million 2.96 % None Class A-2 notes due 2065 $6.1 million 3.50 % None Class A-3 notes due 2065 $10.1 million 3.50 % None Class M-1 notes due 2065 (3) $9.3 million 3.50 % None Class B-1 notes due 2065 (6) $7.5 million 3.50 % None Class B-2 notes due 2065 (6) $7.1 million variable (7) None Class B-3 notes due 2065 (6) $12.8 million variable (7) Deferred issuance costs $(2.7) million — % Ajax Mortgage Loan Trust 2019-F/ November 2019 None Class A-1 notes due 2059 $110.1 million 2.86 % None Class A-2 notes due 2059 $12.5 million 3.50 % None Class A-3 notes due 2059 $5.1 million 3.50 % None Class M-1 notes due 2059 (1) $6.1 million 3.50 % None Class B-1 notes due 2059 (6) $11.5 million 3.50 % None Class B-2 notes due 2059 (6) $10.4 million variable (7) None Class B-3 notes due 2059 (6) $15.1 million variable (7) Deferred issuance costs $(1.8) million — % (1) The Class B notes are subordinate, sequential pay, fixed rate notes with Class B-2 notes subordinate to the Class B-1 notes. The Company has retained the Class B notes. (2) The trust certificates issued by the trusts and the beneficial ownership of the trusts are retained by Great Ajax Funding LLC as the depositor. As the holder of the trust certificates, the Company is entitled to receive any remaining amounts in the trusts after the Class A notes, Class M notes, where present, and Class B notes have been paid in full. (3) The Class M notes are subordinate, sequential pay, fixed rate notes with Class M-2 notes subordinate to the Class M-1 notes. The Company has retained the Class M notes. (4) Ajax Mortgage Loan Trust ("AJAXM") 2017-D is a joint venture in which a third party owns 50% of the Class A notes and 50% of the Class B certificates. The Company is required to consolidate 2017-D under GAAP and is reflecting 100% of the mortgage loans, in Mortgage loans, net. 50% of the Class A notes, which are held by the third party, are included in Secured borrowings, net. The 50% portion of the Class A notes retained by the Company have been encumbered under a repurchase agreement. 50% of the Class B certificates are recognized as Non-controlling interest. (5) AJAXM 2018-C is a joint venture in which a third party owns 95% of the Class A notes and 37% of the Class B notes and certificates. The Company is required to consolidate 2018-C under GAAP and is reflecting 100% of the mortgage loans, in Mortgage loans, net. 95% of the Class A notes and 37% of the Class B notes, which are held by the third party, are included in Secured borrowings, net. The 5% portion of the Class A notes retained by the Company have been encumbered under the repurchase agreement. 37% of the Class C certificates are recognized as Non-controlling interest. (6) The Class B notes are subordinate, sequential pay, with B-2 and B-3 notes having variable interest rates and subordinate to the Class B-1 notes. The Class B-1 notes are fixed rate notes. The Company has retained the Class B notes. (7) The interest rate is effectively the rate equal to the spread between the gross average rate of interest the trust collects on its mortgage loan portfolio minus the rate derived from the sum of the servicing fee and other expenses of the trust. Servicing for the mortgage loans in the Company’s secured borrowings is provided by the Servicer at servicing fee rates of between 0.65% of outstanding UPB and 1.25% of outstanding UPB at acquisition, and is paid monthly. For certain of the Company's joint ventures, the servicing fee rate for RPLs is reduced to an annual servicing fee rate of 0.42% annually on a loan-by-loan basis for any loan that makes seven consecutive payments. The determination of RPL or NPL status, which determines the servicing fee rates, is based on the status of the loan at acquisition and does not change regardless of the loan’s subsequent performance. The following table sets forth the status of the notes held by others at March 31, 2020 and December 31, 2019, and the securitization cutoff date ($ in thousands): Balances at March 31, 2020 Balances at December 31, 2019 Original balances at Class of Notes Carrying value of mortgages Bond principal balance Percentage of collateral coverage Carrying value of mortgages Bond principal balance Percentage of collateral coverage Mortgage UPB Bond principal balance 2017-B $ 120,075 $ 80,325 149 % $ 121,909 $ 84,624 144 % $ 165,850 $ 115,846 2017-C 136,177 91,159 149 % 137,369 94,126 146 % 185,942 130,159 2017-D 140,364 57,434 (1) 244 % 148,119 60,934 (1) 243 % 203,870 (2) 88,903 2018-C 176,116 140,815 (3) 125 % 179,303 146,925 (3) 122 % 222,181 (4) 167,910 2019-D 161,705 142,980 113 % 165,963 146,383 113 % 193,301 156,670 2019-F 153,793 124,403 124 % 155,899 126,723 123 % 170,876 127,673 $ 888,230 $ 637,116 (5) 139 % $ 908,562 $ 659,715 (5) 138 % $ 1,142,020 $ 787,161 (1) The gross amount of senior bonds at March 31, 2020 and December 31, 2019 were $114.9 million and $121.9 million however, only $57.4 million and $60.9 million are reflected in Secured borrowings as the remainder is owned by the Company, respectively. (2) Includes $26.7 million of cash collateral intended for use in the acquisition of additional mortgage loans. (3) 2018-C contains notes held by the third party institutional investors for senior bonds and class B bonds. The gross amount of the senior and class B bonds at March 31, 2020 were $142.0 million and $15.9 million, however, only $134.9 million and $5.9 million are reflected in Secured borrowings as the remainder is owned by the Company, respectively. The gross amount of the senior and class B bonds at December 31, 2019 were $148.5 million and $15.9 million, however, only $141.0 million and $5.9 million are reflected in Secured borrowings as the remainder is owned by the Company, respectively. (4) Includes $45.5 million of cash collateral intended for use in the acquisition of additional mortgage loans. (5) This represents the gross amount of Secured borrowings and excludes the impact of deferred issuance costs of $6.2 million and $7.0 million as of March 31, 2020 and December 31, 2019. The Company’s obligations under its secured borrowings are not fixed, and the payments on these borrowings are predicated upon cash flows received on the underlying mortgage loans. Convertible Senior Notes On April 25, 2017, the Company completed the issuance and sale of $87.5 million aggregate principal amount of its 7.25% convertible senior notes due 2024 in an underwritten public offering. The net proceeds to the Company from the sale of the notes, after deducting the underwriter's discounts, commissions and offering expenses, were approximately $84.9 million. The carrying amount of the equity component of the transaction was $2.5 million representing the fair value to the notes' owners of the right to convert the notes into shares of the Company's common stock. The notes were issued at a 17.5% conversion premium and bear interest at a rate of 7.25% per year, payable quarterly in arrears on January 15, April 15, July 15 and October 15 of each year, beginning on July 15, 2017. On August 18, 2017, the Company completed the public offer and sale of an additional $20.5 million in aggregate principal amount of its 7.25% Convertible senior notes due 2024, which combined with the $87.5 million aggregate principal amount from its April offering, form a single series of fungible notes. The net proceeds to the Company from the August 18, 2017 sale of the notes, after deducting the underwriter's discounts, commissions and offering expenses, were approximately $20.5 million. The carrying amount of the equity component of the August transaction was $0.2 million representing the fair value to the notes' owners of the right to convert the notes into shares of the Company's common stock. The notes in the August transaction were issued at a 6.0% conversion premium and bear interest at a rate of 7.25% per year, payable quarterly in arrears on January 15, April 15, July 15 and October 15 of each year, beginning on July 15, 2017. The notes will mature on April 30, 2024, unless earlier repurchased, redeemed or converted. On November 19, 2018, the Company completed the public offer and sale of an additional $15.9 million in aggregate principal amount of its 7.25% convertible senior notes due 2024, which combined with the $108.0 million aggregate principal amount from its August and April offerings in 2017, form a single series of fungible notes. The net proceeds to the Company from the November 19, 2018 sale of the notes, after deducting the underwriter's discounts, commissions and offering expenses, were approximately $15.2 million. The carrying amount of the equity component of the November transaction was $0.5 million representing the fair value to the notes' owners of the right to convert the notes into shares of the Company's common stock. The notes in the November transaction were issued at an 11.43% conversion premium and bear interest at a rate of 7.25% per year, payable quarterly in arrears on January 15, April 15, July 15 and October 15 of each year, beginning on January 15, 2019. The notes will mature on April 30, 2024, unless earlier repurchased, redeemed or converted. During the first quarter of 2020, the Company completed a series of convertible note repurchases for an aggregate principal amount of $8.0 million for a total purchase price $8.2 million. The carrying amount of the equity component of $0.1 million reversed from Additional paid-in Capital due to the March 2020 transaction. Holders may convert their notes at their option prior to April 30, 2023 only under certain circumstances. In addition, the notes will be convertible irrespective of those circumstances from, and including, April 30, 2023 to, and including, the business day immediately preceding the maturity date. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at the Company's election. The conversion rate as of March 31, 2020 equals 1.7279 shares of the Company's common stock per $25.00 principal amount of notes which is equivalent to a conversion price of approximately $14.47 per share of common stock. The conversion rate, and thus the conversion price, may be subject to adjustment under certain circumstances. As of March 31, 2020, the amount by which the if-converted value falls short of the principal value for the entire series is $64.9 million. The Company may not redeem the notes prior to April 30, 2022, and may redeem for cash all or any portion of the notes, at its option, on or after April 30, 2022 if the last reported sale price of its common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. No "sinking fund" will be provided for the notes. |