Item 1.01 Entry into a Material Definitive Agreement.
On September 16, 2009, pursuant to the Mortgage Purchase Agreement, dated
September 30, 2008, by and between Care Investment Trust Inc. (the "Company")
and CIT Healthcare LLC, the Company's external manager (the "Manager"), the
Company agreed to sell to the Manager its interests in a participation loan
secured by skilled nursing facilities in Michigan (the "Participation Loan") for
a purchase price of $17,383,123.66. Pursuant to the Assignment Agreement, the
Company, for a period of twelve months following the closing, is obligated to
indemnify the Manager for any damages suffered or incurred by the Manager due to
a breach of a representation or warranty made by the Company with respect to the
Participation Loan. This summary of the terms of the Assignment Agreement is
qualified in its entirety by reference to the Assignment Agreement itself, which
was previously filed with the Mortgage Purchase Agreement as Exhibit 10.3 to the
Form 8-K filed by the Company on October 2, 2008.
Item 2.01 Completion of Acquisition or Disposition of Assets
In a series of transactions beginning with the sale of two mortgage loans to the
Manager, the Company sold mortgage loans with an aggregate net carrying value of
$44.7 million (13.6% of its June 30, 2009 assets) for aggregate cash
consideration of $44.6 million. The series of transactions consists of the:
(i) sale of four mortgage loans to CapitalSource Bank on September 15, 2009,
previously reported on a Form 8-K filed on the same date, and (ii) the
respective sales of two mortgage loans on August 19, 2009 and one mortgage loan
on September 16, 2009 pursuant to the Mortgage Purchase Agreement. Under the
Mortgage Purchase Agreement, the purchase price payable by the Manager for the
loans sold to it by the Company is determined by a third party valuation of the
fair market value of the loans.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are filed as part of this Report:
99.1 Unaudited Pro Forma Financial Statements of the Company