M&A - Cohen & Co Inc.

Form Type: 8-K

Filing Date: 2025-03-13

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925023471

Filing Summary: On March 13, 2025, Cohen & Company Financial Management, LLC entered into a Master Transaction Agreement (MTA) with HCMC III, LLC concerning the sale of certain Collateral Management Agreements and Collateral Administration Agreements related to various Alesco Preferred Funding entities. The Seller will transfer all rights and obligations under these agreements to the Buyer, an affiliate of Hildene Capital Management, along with associated books and records. The total purchase price for the assigned assets is set at $3.5 million, subject to adjustments based on management fees. The agreement includes provisions for multiple closings and includes standard representations, warranties, and closing conditions. The MTA also outlines indemnification obligations between the parties, and stipulates conditions under which the agreement can be terminated. Both parties have agreed to non-adverse conduct towards each other regarding the subject transactions, and the Buyer releases any potential claims against the Seller relating to these transactions.

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