RELATED PARTY TRANSACTIONS

9 Months Ended

Sep. 30, 2022

Related Party Transactions [Abstract]

Related Party Transactions

NOTE 13. RELATED PARTY TRANSACTIONS

Management Agreement

The Company is externally managed and advised by Bimini Advisors, LLC (the “Manager”) pursuant to the terms of a

management agreement. The management agreement has been renewed through

February 20, 2023

 and provides for automatic one-

year extension options thereafter and is subject to certain termination rights. Under the terms of the management agreement, the

Manager is responsible for administering the business activities and day-to-day operations of the Company. The Manager receives a

monthly management fee in the amount of:

●

One-twelfth of 1.5% of the first $250 million of the Company’s month-end equity, as defined in the management agreement,

●

One-twelfth of 1.25% of the Company’s month-end equity that is greater than $250 million and less than or equal to $500

million, and

●

One-twelfth of 1.00% of the Company’s month-end equity that is greater than $500 million.

On April 1, 2022, pursuant to the third amendment to the management agreement entered into on November 16, 2021, the

Manager began providing certain repurchase agreement trading, clearing and administrative services to the Company that had been

previously provided by AVM, L.P. under an agreement terminated on March 31, 2022. In consideration for such services, the Company

will pay the following fees to the Manager:

●

A daily fee equal to the outstanding principal balance of repurchase agreement funding in place as of the end of such day

multiplied by 1.5 basis points for the amount of aggregate outstanding principal balance less than or equal to $5 billion, and

multiplied by 1.0 basis point for any amount of aggregate outstanding principal balance in excess of $5 billion, and

●

A fee for the clearing and operational services provided by personnel of the Manager equal to $10,000 per month.

The Company is obligated to reimburse the Manager for any direct expenses incurred on its behalf and to pay the Manager the

Company’s pro rata portion of certain overhead costs set forth in the management agreement. Should the Company terminate the

management agreement without cause, it will pay the Manager a termination fee equal to three times the average annual management

fee, as defined in the management agreement, before or on the last day of the term of the agreement.

Total expenses recorded for the management fee and allocated overhead incurred were approximately $

9.4

 million and $

3.1

million for the nine and three months ended September 30, 2022, respectively, and $

6.8

 million and $

2.5

 million for the nine and three

months ended September 30, 2021, respectively. At September 30, 2022 and December 31, 2021, the net amount due to affiliates was

approximately $

1.1

 million and $

1.1

 million, respectively.

Other Relationships with Bimini

Robert Cauley, the Company’s Chief Executive Officer and Chairman of the Board of Directors, also serves as Chief Executive

Officer and Chairman of the Board of Directors of Bimini and owns shares of common stock of Bimini. George H. Haas, IV, the

Company’s Chief Financial Officer, Chief Investment Officer, Secretary and a member of the Board of Directors, also serves as the

Chief Financial Officer, Chief Investment Officer and Treasurer of Bimini and owns shares of common stock of Bimini. In addition, as of

September 30, 2022, Bimini owned

519,871

 shares, or

1.5

%, of the Company’s common stock.