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): August 12, 2020

MMA Capital Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-11981	52-1449733
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)
3600 O’Donnell St, Suite 600,
Baltimore, Maryland		21224
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (443) 263-2900

Former name or former address, if changed since last report

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:

☐  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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Common Shares, no par value
Common Stock Purchase Rights Trading Symbol(s)
MMAC
MMAC Name of each exchange on which registered
Nasdaq Capital Market
Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02        Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers, Compensatory Arrangements of Certain Officers

On August 17, 2020, MMA Capital Holdings, Inc. (the “Company”) announced that Mr. Michael Falcone resigned his position as Chief Executive Officer of the Company, effective August 12, 2020. Mr. Falcone also resigned all of his positions with Hunt Companies, Inc. (“Hunt”), the parent company of the Company’s external manager, Hunt Investment Management, LLC (the “Manager”). Mr. Falcone remains a member of the Company’s Board of Directors.

Pursuant to the terms of the Company’s bylaws, the Company’s president, Mr. Gary Mentesana, will fulfill the duties of the Chief Executive Officer until the Company’s Board of Directors elect a permanent Chief Executive Officer of the Company.

Item 9.01        Exhibits

99.1	Press Release dated August 17, 2020
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

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 hereunto duly authorized.

	MMA Capital Holdings, Inc.
August 17, 2020	By:	/s/ David C. Bjarnason
		Name: David C. Bjarnason
		Title:   Chief Financial Officer

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE: August 17, 2020

MMA Capital Holdings Announces Departure of Chief Executive Officer

BALTIMORE, Aug. 17, 2020 /PRNewswire/ -- MMA Capital Holdings, Inc. (Nasdaq: MMAC) ("MMA Capital" or the "Company") today announced the resignation of Mr. Michael Falcone as Chief Executive Officer. Mr. Falcone will remain a member of the Company’s Board of Directors.

The Company’s President, Mr. Gary Mentesana, will fulfill the duties of the Chief Executive Officer as the Company’s Board of Directors and the Company’s external manager, Hunt Investment Management, LLC (the “Manager”), work through the selection of a permanent replacement for Mr. Falcone as Chief Executive Officer.

Mr. Falcone also resigned all of his positions with the Manager and with Hunt Companies, Inc., the parent company of the Manager.

Mr. Falcone commented with respect to his resignation, “After nearly 37 years of being associated with MMA and related businesses, it is time for me to step down. It was a great honor to serve our shareholders as CEO and I look forward to continuing to do so as a director. I want to express my deep appreciation to my colleagues and to my fellow board members for their support and commitment over the years.”

The Company’s Board Chairman, Mr. Frank Gallagher, commented, “The Board extends its sincere gratitude to Mike for his many years of service to the Company. He has unfailingly devoted himself throughout his entire career to the best interests of the Company, its shareholders, clients, and personnel, and we wish him well. We look forward to working with the Manager to select a new Chief Executive Officer with a view toward serving our constituencies and growing shareholder value over the long term.”

About MMAC

MMA Capital Holdings, Inc. focuses on infrastructure-related investments that generate positive environmental and social impacts and deliver attractive risk-adjusted total returns to our shareholders, with an emphasis on debt associated with infrastructure including renewable energy projects. MMA Capital is externally managed and advised by Hunt Investment Management, LLC, an affiliate of Hunt Companies, Inc. For additional information about MMA Capital Holdings, Inc. (Nasdaq: MMAC), please visit MMA Capital’s website at www.mmacapitalholdings.com. For additional information about Hunt Investment Management, LLC, please see its Form ADV and brochure (Part 2A of Form ADV) available at https://www.adviserinfo.sec.gov.

Source: MMA Capital Holdings, Inc.

Contact: Brooks Martin, Investor Relations, (855) 650-6932

Cautionary Statement Regarding Forward-Looking Statements

This Release contains forward-looking statements intended to qualify for the safe harbor contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include statements regarding the expected partial release of the valuation allowance, the impact of COVID-19

and other statements identified by words such as "may," "will," "should," "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "seek," "would," "could," and similar words or expressions and are made in connection with discussions of future events and operating or financial performance.

Forward-looking statements reflect our management's expectations at the date of this release regarding future conditions, events or results. They are not guarantees of future performance. By their nature, forward-looking statements are subject to risks and uncertainties. Our actual results and financial condition may differ materially from what is anticipated in the forward-looking statements. There are many factors that could cause actual conditions, events or results to differ from those anticipated by the forward-looking statements contained in this release, including the uncertain aspect of the novel strain of coronavirus pandemic known as COVID-19. For a discussion of certain of those risks and uncertainties and the factors that could cause our actual results to differ materially because of those risks and uncertainties, see Part I, Item 1A, Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2019, as supplemented by Part II, Item 1A, Risk Factors on Form 10-Q for the quarter ended June 30, 2020. All forward-looking statements made herein are expressly qualified in their entirety by these cautionary statements and there can be no assurance that the actual results, events or developments referenced herein will occur or be realized. Readers are cautioned not to place undue reliance on forward-looking statements in this release or that we may make from time to time. We expressly disclaim any obligation to revise or update any forward-looking statements in this release, whether as a result of new information, future events or otherwise.

www.mmacapitalholdings.com

XML

Document and Entity Information	Aug. 12, 2020
Document Type	8-K
Document Period End Date	Aug. 12, 2020
Entity File Number	001-11981
Entity Registrant Name	MMA Capital Holdings, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	52-1449733
Entity Address, Address Line One	3600 O’Donnell St, Suite 600
Entity Address, City or Town	Baltimore
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	21224
City Area Code	443
Local Phone Number	263-2900
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001003201
Amendment Flag	false
Common Stock [Member]
Title of 12(b) Security	Common Shares, no par value
Trading Symbol	MMAC
Security Exchange Name	NASDAQ
Common Stock Purchase Rights [Member]
Title of 12(b) Security	Common Stock Purchase Rights
Trading Symbol	MMAC
Security Exchange Name	NASDAQ