Business Context and Reporting Period
This Form 8-K filing by Cherry Hill Mortgage Investment Corp. is dated September 23, 2016. The report addresses corporate governance changes and a resulting failure to meet New York Stock Exchange (NYSE) listing standards.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on governance and listing compliance issues.
Material Changes
- Director Resignation: On September 19, 2016, Mr. Jonathan Kislak resigned from the Board of Directors and all committees (Audit, Nominating and Corporate Governance, and Compensation), effective immediately.
- Listing Non-Compliance: On September 21, 2016, the Company notified the NYSE of non-compliance with Sections 303A.01 and 303A.07 of the Listed Company Manual.
- Specific Deficiencies: The non-compliance stems from independent directors no longer constituting a majority of the Board and the Audit Committee consisting of only two members.
Outlook, Management Commentary, and Risks
- Interim Measures: Mr. Murin, a current Board and Audit Committee member, has agreed to act as the interim audit committee financial expert.
- Remediation Plan: The Board intends to appoint a third independent director with accounting or related financial management expertise to the Board and the Audit Committee as soon as practicable to restore compliance.
- Risk: Continued failure to satisfy NYSE listing standards could result in the delisting of the Company's common stock.
Investor Verification Checklist
- Verify the current composition of the Board of Directors and the Audit Committee.
- Confirm the timeline for the appointment of a new independent director with financial expertise.
- Monitor subsequent filings for updates on the Company's status regarding NYSE listing compliance.
- Review the Company's most recent 10-Q or 10-K for financial metrics not included in this 8-K.