UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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EXPLANATORY NOTE
On May 31, 2023 (the “Closing Date”), Ready Capital Corporation (“Ready Capital”) consummated the transactions contemplated by that certain Agreement and Plan of Merger, dated as of February 26, 2023 (the “Broadmark Merger Agreement”), by and among Ready Capital, RCC Merger Sub, LLC, a wholly owned subsidiary of Ready Capital (“Broadmark Merger Sub”), and Broadmark Realty Capital Inc. (“Broadmark”). Pursuant to the Broadmark Merger Agreement, on the Closing Date, Broadmark merged with and into Broadmark Merger Sub, with Broadmark Merger Sub continuing as the surviving company (the “Broadmark Merger”).
This Current Report on Form 8-K is being filed to provide the pro forma financial information described below.
Item 9.01 Financial Statements and Exhibits.
(b) Pro Forma Financial Information.
Unaudited pro forma condensed combined financial information with respect to the Broadmark Merger is filed as Exhibit 99.1 and incorporated herein by reference.
(d) Exhibits.
| Exhibit Number |
Description | |
| 2.1 | Agreement and Plan of Merger, dated as of February 26, 2023, by and among Ready Capital Corporation, RCC Merger Sub, LLC and Broadmark Realty Capital Inc. (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed with the SEC by Ready Capital Corporation on May 31, 2023). | |
| 99.1* | Unaudited pro forma condensed combined financial information of Ready Capital Corporation for the year ended December 31, 2023. | |
| 104.1 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
* Filed herewith
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed by the undersigned hereunto duly authorized.
| READY CAPITAL CORPORATION | ||
| Date: December 26, 2024 | By: | /s/ Andrew Ahlborn |
| Name: | Andrew Ahlborn | |
| Title: | Chief Financial Officer | |