Amherst Announces Extension of Cash Tender Offer for Single-Family Rental Pass-Through Certificates, Class A Issued by AMSR 2022-SFR1 Trust

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Mar 20, 2024, 08:30 ET

AUSTIN, Texas, March 20, 2024 /PRNewswire/ -- The Amherst Group (together with its subsidiaries and affiliates, "Amherst") announced today that Amherst Single Family Residential Partners VI, LP, a Delaware limited partnership (the "Offeror"), has extended the expiration date of its previously announced offer (the "Offer") to purchase for cash any and all of the certificates listed in the table below (the "Certificates") issued by the AMSR 2022-SFR1 Trust (the "Trust") from each registered holder of the Certificates (the "Holders").

The revisions to the Offer include:

(i)	an extension of the Expiration Date and the withdrawal deadline from 5:00 p.m. New York City time, on March 19, 2024 to 5:00 p.m. New York City time, on March 22, 2024;
(ii)	an extension of the Guaranteed Delivery Date from 5:00 p.m. New York City time, on March 21, 2024 to 5:00 p.m. New York City time, on March 26, 2024; and
(iii)	an extension of the Settlement Date from March 22, 2024 to March 27, 2024.

The dates set forth in clauses (i) through (iii) above are subject to change if the Offeror further extends or otherwise amends the Offer.

CUSIP Number

Title of Security

Initial
Certificate
Balance at
Issuance

Principal
Amount of
Certificates
Outstanding

Pass-
Through
Rate

Assumed Final
Distribution
Date

Rated Final
Distribution
Date

Tender Offer
Consideration ⁽¹⁾

00179W AA2

(Rule 144A)

U0018X AA2

(Regulation S)

AMSR 2022-SFR1
Trust Single-Family
Rental Pass-
Through
Certificates,
Class A

$143,160,000

2.9420 %

March 2027

March 2039

$950.00

(1)	Per $1,000 principal amount of Certificates accepted for purchase.

Global Bondholder Services Corporation, the information agent and the tender agent for the Offer, has advised the Offeror that, as of 5:00 p.m., New York City time on March 19, 2024, approximately $15,407,000 aggregate principal amount of the Certificates have been validly tendered and not withdrawn, representing approximately 10.76% of the outstanding Certificates.

Holders who have already validly tendered their Certificates and do not wish to withdraw them do not have to retender their Certificates or take any other action as a result of the extension of the expiration date to 5:00 p.m. New York City time, on March 22, 2024.

The Offer is being made pursuant to the Offer to Purchase dated March 13, 2024 (as amended by this press release and as it may be further amended or supplemented, the "Offer to Purchase") and the related notice of guaranteed delivery (as amended by this press release and as it may be further amended or supplemented, the "Notice of Guaranteed Delivery"), which contain detailed information concerning the terms of the Offer.

The purchase price payable for the Certificates (the "Purchase Price") will be a price per $1,000 principal amount of the Certificates validly tendered (and not validly withdrawn) by the Holders at any time on or prior to the Expiration Date and accepted for purchase by the Offeror equal to the "Tender Offer Consideration" for the Certificates set forth in the table above.

Except as otherwise set forth in this press release, all of the terms and conditions of the initial Offer remain the same. The Offer is now scheduled to expire at 5:00 p.m., New York City time, on March 22, 2024, unless further extended or earlier terminated (the "Expiration Date"). The Offeror now expects to announce the results of the Offer, including Certificates that are tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase, and to accept for purchase the Certificates that are validly tendered (and not validly withdrawn) by the Holders pursuant to the Offer at any time on or prior to the Expiration Date (other than Certificates tendered by Notice of Guaranteed Delivery), on March 25, 2024. Upon the terms and subject to the conditions of the Offer, the Settlement Date is now expected to be March 27, 2024 (the "Settlement Date").

On the Settlement Date, the Offeror will pay the Purchase Price, plus accrued and unpaid interest from the most recent distribution date (on which an interest payment was made) to, but not including, the Settlement Date (the "Accrued Interest") for any Certificates validly tendered (and not validly withdrawn) by the Holders at any time on or prior to the Expiration Date and accepted for purchase by the Offeror in same-day funds.

Tenders of Certificates pursuant to the Offer may be validly withdrawn by Holders at any time before the earlier of (i) the Expiration Date, and (ii) if the Offer is further extended, the 10th business day after commencement of the Offer. Certificates subject to the Offer may also be validly withdrawn at any time after the 60th business day after commencement of the Offer if for any reason the Offer has not been consummated within 60 business days after commencement.

The Offer is conditioned on satisfaction of certain customary general conditions described in the Offer to Purchase. Subject to applicable law, the Offeror may, at its sole discretion, waive any condition applicable to the Offer and may further extend the Offer. Capitalized terms used but not defined in this press release shall have meanings ascribed to them in the Offer to Purchase.

The Offeror does not at this time contemplate entering into a transaction to resell the Certificates that it acquires. The Offeror will retain all of the rights and benefits attendant to the Certificates under the Trust and Servicing Agreement including the right to receive payments thereon in accordance with the Trust and Servicing Agreement for so long as it owns the Certificates subject to the rights of any lender under a secured financing, if any, with respect to the Certificates.

The Offeror expressly reserves the right, in its sole discretion, at any time or from time to time, regardless of whether or not the conditions set forth in the Offer to Purchase for the Offer have been satisfied, subject to applicable law, to further extend the Expiration Date for the Offer, or to further amend in any respect or to terminate the Offer, in each case by giving written or oral notice of such extension, amendment or termination to Global Bondholder Services Corporation, as the tender agent.

The Offeror has appointed Deutsche Bank Securities Inc. and Goldman Sachs & Co. LLC to act as dealer managers for the Offer, and has retained Global Bondholder Services Corporation to serve as the information agent and the tender agent. Requests for documents may be directed to Global Bondholder Services Corporation by telephone at +1 (212) 430-3774 (banks and brokers) or +1 (855) 654-2014 or email at [email protected]. Questions regarding the Offer may be directed to Deutsche Bank Securities Inc. by telephone at +1 (855) 287-1922 (U.S. toll free) or +1 (212) 250-7527 (collect) or Goldman Sachs & Co. LLC by telephone at +1 (800) 828-3192 (U.S. toll free) or +1 (212) 902-6351 (collect).

Copies of the Offer to Purchase, the related Notice of Guaranteed Delivery, and the other relevant notices and documents are available at the Offer Website at https://www.gbsc-usa.com/amherst.

This press release is for informational purposes only and does not constitute an offer to purchase nor the solicitation of an offer to sell any Certificates. The Offer is being made only pursuant to the Offer to Purchase and the related Notice of Guaranteed Delivery. The Offer is not being made to holders of Certificates in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. None of the Offeror, the Dealer Managers, the Information Agent, the Tender Agent or any of their respective affiliates makes any recommendation in connection with the Offer. Please refer to the Offer to Purchase for a description of terms, conditions, disclaimers and other information applicable to the Offer.

Forward-Looking Statements

Certain statements in this release may constitute forward-looking statements, which involve a number of risks and uncertainties. Amherst cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information due to a number of factors, including, but not limited to, those listed under "Cautionary Note Regarding Forward-Looking Statements" in the Offer to Purchase.

About Amherst

The Amherst Group (Amherst) is a diversified data-driven investment management platform at the crossroads of global capital markets and U.S. real estate, offering strategies up and down the real estate capital stack. Amherst manages $18.5 billion* of AUM deployed across real estate equity and debt strategies in single-family rental (SFR), commercial real estate (CRE), and mortgage-backed securities (MBS). Today, Amherst has more than 1,000 global personnel working to create value and provide an excellent experience for the investors, residents, and communities it serves. To learn more, visit Amherst.com. The contents of this website do not form part of this press release or the Offer.

*As of December 31, 2023

Media Contacts:

Ciara Bartholomew
[email protected]

Prosek Partners
[email protected]

SOURCE The Amherst Group