Item 1.01 Entry into a Material Definitive Agreement

On August 20, 2021, Great Ajax Corp., a Maryland corporation (the "Company"), entered into separate At-the-Market Issuance Sales Agreements (collectively, the "Agreements") with each of B. Riley Securities, Inc., JMP Securities LLC and Raymond James & Associates, Inc., as the Company's sales agents (together, the "Agents").

Pursuant to the terms of the Agreements, the Company may sell from time to time through the Agents shares of the Company's common stock having an aggregate offering price of up to $100 million (the "Shares"). Any Shares will be issued pursuant to the Company's shelf registration statement on Form S-3 (Registration No. 333-240999).

Sales of the Shares, if any, will be made by means of ordinary brokers' transactions on the New York Stock Exchange at market prices or as otherwise agreed by the Company and the Agents. Under the terms of the Agreements, the Company may also sell the Shares from time to time to an Agent as principal for its own account at a price to be agreed upon at the time of sale. Any sale of the Shares to an Agent as principal would be pursuant to the terms of a separate terms agreement between the Company and the applicable Agent.

The foregoing description of the Agreements in this report does not purport to be complete and is qualified by reference to the full text of the Agreements, which are filed as Exhibits 1.1, 1.2 and 1.3 hereto. The legal opinion and consent relating to the Shares are included as Exhibits 5.1 and 23.1, respectively, hereto.

Item 9.01 Financial Statements and Exhibits.






(d) Exhibits



Exhibit
  No.                                    Description

  1.1        At-the-Market Issuance Sales Agreement, dated August 20, 2021, by and
           between the Company and B. Riley Securities, Inc.

  1.2        At-the-Market Issuance Sales Agreement, dated August 20, 2021, by and
           between the Company and JMP Securities LLC

  1.3        At-the-Market Issuance Sales Agreement, dated August 20, 2021, by and
           between the Company and Raymond James & Associates, Inc.

  5.1        Opinion of Mayer Brown LLP

  8.1        Tax Opinion of Mayer Brown LLP

  23.1       Consent of Mayer Brown LLP (Included in Exhibit 5.1)

  23.2       Consent of Mayer Brown LLP (Included in Exhibit 8.1)

   104      Cover Page Interactive Data File - the cover page XBRL tags are
           embedded within the Inline XBRL document

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