
			Three months ended March 31,
Transaction	Consolidated Statement of Income location	Counterparty	2022		2021
Interest income on securities and beneficial interest and net decrease in the net present value of expected credit losses on beneficial interests	Net interest income after the impact of changes in the net present value of expected credit losses	Various non-consolidated joint ventures	$	7,220	$	5,952
Management fee	Related party expense – management fee	Manager	$	2,293	$	2,273
Loan servicing fees	Related party expense – loan servicing fees	Servicer	$	2,091	$	1,833
Affiliate loan interest income	Interest income	Servicer	$	67	$	—
Income from equity investment	(Loss)/income from investments in affiliates	Gaea	$	42	$	18
Income from equity investment	(Loss)/income from investments in affiliates	AS Ajax E LLC	$	3	$	9
Loss from equity investment	(Loss)/income from investments in affiliates	Loan pool LLCs	$	(8)	$	(7)
(Loss)/income from equity investment	(Loss)/income from investments in affiliates	Manager	$	(41)	$	168
Loss from equity investment	(Loss)/income from investments in affiliates	Great Ajax FS	$	(93)	$	(62)
Impairment on beneficial interests	Other (loss)/income	2018-D and -G	$	(3,973)	$	—

As of March 31, 2022

Transaction

Consolidated Balance Sheet location

Counterparty

Amount

Investment in beneficial interests

Various non-consolidated joint ventures

139,249

Receivables from Servicer

Receivable from servicer

Servicer

19,153

Affiliate loan receivable and interest

Prepaid expenses and other assets

Servicer

3,522

Management fee payable

Manager

2,424

Expense reimbursement receivable

Prepaid expenses and other assets

Various non-consolidated joint ventures

1,215

Servicing fee payable

Accrued expenses and other liabilities

Servicer

Expense reimbursements

Accrued expenses and other liabilities

Various non-consolidated joint ventures

Payable to Servicer

Accrued expenses and other liabilities

Servicer

As of December 31, 2021

Transaction

Consolidated Balance Sheet location

Counterparty

Amount

Purchase of mortgage loans

Mortgage loans held-for-investment, net

2019-C

152,883

Investment in beneficial interests

Various non-consolidated joint ventures

139,588

Receivables from Servicer

Receivable from servicer

Servicer

20,899

Affiliate loan receivable and interest

Prepaid expenses and other assets

Servicer

3,509

Management fee payable

Manager

2,279

Expense reimbursement receivable

Prepaid expenses and other assets

Various non-consolidated joint ventures

1,211

Expense reimbursements

Accrued expenses and other liabilities

Servicer

Affiliate loan receivable interest

Prepaid expenses and other assets

Gaea

Expense reimbursement receivable

Prepaid expenses and other assets

Servicer

The Company recorded a $4.0 million impairment on its beneficial interests in 2018-D and -G in other loss/income on its consolidated statements of income. The two trusts were redeemed in the second quarter of 2022 and the underlying mortgage loans were re-securitized in 2022-A. See Note 15 — Subsequent events. Although the Company continues to own approximately the same interest in the underlying mortgage loans and related cash flows, the beneficial interests are accounted for as distinct legal securities and were settled through the receipt of a combination of the beneficial interest in 2022-A and cash received from the sale of the underlying loans in 2022-A. The decline in loan prices driven by disruption in the markets since year end resulted in lower than expected current cash proceeds at redemption. As a result, the Company recognized an impairment loss in other loss/income for the three ended March 31, 2022.

On December 9, 2021, the Company became a party to a promissory note with the Servicer under which the Servicer can borrow up to $3.5 million on a revolving line of credit from the Company. Interest on the arrangement accrues at 7.2% annually. At March 31, 2022, the amount outstanding on the note and interest was $3.5 million.

During the fourth quarter of 2021, the Company acquired 772 RPLs, NPLs and SBC loans with a carrying value of $152.9 million from 2019-C, a joint venture trust previously formed by the Company in which it had held a 34.0% interest in the class B securities and trust certificate. The remaining 66.0% of 2019-C was acquired from the Company's joint venture partner in exchange for cash consideration for the outstanding equity certificate and subordinate notes and the assumption of the obligation to repay the senior note outstanding. Subsequent to the acquisition, the senior and subordinate notes were retired in December 2021. The Company previously recorded its investment in 2019-C as Investment in debt securities and Investment in beneficial interests because it was not the primary beneficiary of the trust. Subsequent to acquiring the outstanding equity certificate, the Company became the sole owner of the trust and now reflects the underlying mortgage loans on its consolidated balance sheet.

On June 21, 2021, the Company became a party to a promissory note with Gaea under which Gaea can borrow up to $11.0 million on a revolving line of credit from the Company. Funds advanced to Gaea under the note carry an interest rate of 4.25% and are secured by a selection of Gaea's portfolio of mortgage loans. The maturity date of the loan was December 31, 2021 and at December 31, 2021, the note was repaid.

During the three months ended March 31, 2022 and 2021, the Company acquired no debt securities and beneficial interests. As of March 31, 2022, the investments in debt securities and beneficial interests were carried on the Company's consolidated balance sheet at $327.8 million and $139.2 million, respectively. At December 31, 2021, the investments in debt

In June 2019, the Company entered into an arrangement with the Servicer as the borrower and the Company as the lender to advance funds secured by real property to facilitate the sale of REO properties from certain of the Company's joint ventures. Such funds are repaid no later than the liquidation of the real estate. The maximum amount available to the Servicer is $12.0 million. At March 31, 2022, and December 31, 2021, the Company had zero advances outstanding to the Servicer. Interest on the arrangement accrues at 7.2% annually.

On November 22, 2019, Gaea completed a private capital raise transaction in which it raised $66.3 million from the issuance of 4,419,641 shares of its common stock to third parties to allow it to continue to advance its investment strategy. Upon completion of the capital raise, the Company retained ownership of approximately 23.2% of Gaea with third party investors owning the remaining 76.8%. The Company recognized no gain or loss on the transaction as Gaea's fair value at the date of the deconsolidation did not represent a material change from the fair values of its recently acquired assets and liabilities due to the limited lapse of time since their acquisitions. In January 2022, Gaea completed a second private capital raise in which it raised $30.0 million from the issuance of 1,828,153 shares of common stock and warrants. The Company invested an additional $6.1 million in Gaea to increase its total investment to $25.5 million. In addition to common stock, the Company received 371,103 warrants to purchase additional shares at $16.41 per share for a two year period following the date that the common stock commences trading on a trading market. Upon completion of the second capital raise and at March 31, 2022 the Company owned approximately 22.2% of Gaea with third party investors owning the remaining 77.8%. The Company accounts for its ownership interest in Gaea using the equity method.

On March 14, 2016, the Company formed AS Ajax E LLC to hold an equity interest in a Delaware trust formed to own residential mortgage loans and residential real estate assets. AS Ajax E LLC owns a 5.0% equity interest in Ajax E Master Trust which holds a portfolio of RPLs. At the time of the original investment, the Company held a 24.2% interest in AS Ajax E LLC. In October 2016, additional capital contributions were made by third parties, and the Company’s ownership interest in AS Ajax E LLC was reduced to a lower percentage of the total. As of March 31, 2022 and December 31, 2021, the Company’s interest in AS Ajax E LLC was approximately 16.5%. The Company accounts for its investment using the equity method.

The Company is a party to the Amended and Restated Management Agreement with the Manager, which expires on March 5, 2034. Under the Management Agreement, the Manager implements the Company’s business strategy and manages the Company’s business and investment activities and day-to-day operations, subject to oversight by the Company’s Board of Directors. Among other services, the Manager, directly or through affiliates, provides the Company with a management team and necessary administrative and support personnel. The Company does not currently have any employees that it pays directly and does not expect to have any employees that it pays directly in the foreseeable future. Each of the Company’s executive officers is an employee or officer, or both, of the Manager or the Servicer.

Under the Management Agreement, the Company pays both a base management fee and an incentive fee to the Manager. The base management fee equals 1.5% of the Company's stockholders’ equity, including equity equivalents such as the Company's issuance of convertible senior notes, per annum and calculated and payable quarterly in arrears. The management fee is payable with 50% paid in shares of the Company's common stock and 50% in cash. However, the Company has the option to pay its management fee with up to 100% in cash at its discretion, and pay the remainder in shares of its common stock.

In the event the Company elects to pay its Manager in shares of its common stock, the calculation to determine the number of shares of the Company's common stock to be issued to the Manager is outlined below. The Manager has agreed to hold any shares of common stock received by it as payment of the base management fee for at least three years from the date such shares of common stock are received.

The Manager is also entitled to an incentive fee, payable quarterly and calculated in arrears, which contains both a quarterly and annual component. A quarterly incentive fee is payable to the Manager if the sum of the Company’s dividends on its common stock paid out of taxable income and its increase in book value, all relative to the applicable quarter and calculated per-share on an annualized basis, exceed 8%. The Manager will also be entitled to an annual incentive fee if the sum of the

Company’s quarterly cash dividends on its common stock paid out of taxable income, special cash dividends on its common stock paid out of taxable income and increase in book value within the applicable calendar year exceed 8% of the Company’s book value per share as of the end of the calendar year. However, no incentive fee will be payable to the Manager with respect to any calendar quarter unless the Company’s cumulative core earnings, defined as U.S. GAAP net income or loss less non-cash equity compensation, unrealized gains or losses from mark to market adjustments, one-time adjustments to earnings resulting from changes to U.S. GAAP, and certain other non-cash items, is greater than zero for the most recently completed eight calendar quarters. The incentive fee is payable in shares of the Company’s common stock at the Company's discretion and any remaining incentive fee is payable in cash. During the three months ended March 31, 2022 and 2021, the Company recorded an incentive fee of $0.1 million and zero, respectively, payable to the Manager.

The Company also reimburses the Manager for all third party, out-of-pocket costs incurred by the Manager for managing its business, including third party due diligence and valuation consultants, legal expenses, auditors and other financial services. The reimbursement obligation is not subject to any dollar limitation. Expenses are reimbursed in cash on a monthly basis.

The Company will be required to pay the Manager a termination fee in the event that the Management Agreement is terminated as a result of (i) a termination by the Company without cause, (ii) its decision not to renew the Management Agreement upon the determination of at least two-thirds of the Company’s independent directors for reasons including the failure to agree on revised compensation, (iii) a termination by the Manager as a result of the Company becoming regulated as an “investment company” under the Investment Company Act of 1940, as amended (the “Investment Company Act”) (other than as a result of the acts or omissions of the Manager in violation of investment guidelines approved by the Company’s Board of Directors), or (iv) a termination by the Manager if the Company defaults in the performance of any material term of the Management Agreement (subject to a notice and cure period). The termination fee will be equal to twice the combined base fee and incentive fees payable to the Manager during the 12-month period ended as of the end of the most recently completed fiscal quarter prior to the date of termination.

Servicing fees range from 0.65% to 1.25% annually UPB at acquisition (or the fair market value or purchase price of REO), and are paid monthly. The servicing fee is based upon the status of the loan at acquisition. A change in status from RPL to NPL does not cause a change in the servicing fee rate.

Servicing fees for the Company’s real property assets that are not held in joint ventures are the greater of (i) the servicing fee applicable to the underlying mortgage loan prior to foreclosure, or (ii) 1.00% annually of the fair market value of the REO as reasonably determined by the Manager or 1.00% annually of the purchase price of any REO otherwise purchased by the Company.

The Servicer is reimbursed for all customary, reasonable and necessary out-of-pocket costs and expenses incurred in the performance of its obligations, including the actual cost of any repairs and renovations undertaken on the Company’s behalf. The total fees incurred by the Company for these services will be dependent upon the UPB and the type of mortgage loans that the Servicer services, for fees based on mortgage loans, and property values, previous UPB of the relevant loan, and the number of REO properties for fees based on REO properties.

If the Servicing Agreement has been terminated other than for cause and/or the Servicer terminates the servicing agreement, the Company will be required to pay a termination fee equal to the aggregate servicing fees payable under the servicing agreement for the immediate preceding 12-month period.

Aspen has granted the Company a non-exclusive, non-transferable, non-sublicensable, royalty-free license to use the name “Great Ajax” and the related logo. The Company also has a similar license to use the name “Thetis.” The agreement has no specified term. If the Management Agreement expires or is terminated, the trademark license agreement will terminate within 30 days. In the event that this agreement is terminated, all rights and licenses granted thereunder, including, but not limited to, the right to use “Great Ajax” in its name will terminate. Aspen also granted to the Manager a substantially identical non-exclusive, non-transferable, non-sublicensable, royalty-free license use of the name “Thetis.”