UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of report (Date of earliest event
reported): May 31, 2014
REVEN HOUSING REIT, INC.
(Exact Name of Registrant as Specified in
Its Charter)
Maryland |
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000-54165 |
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84-1306078 |
(State or Other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(I.R.S. Employer Identification Number) |
7911 Herschel Avenue, Suite 201
La Jolla, CA 92037 |
(Address of principal executive offices) |
(858) 459-4000 |
(Registrant’s telephone number, including area code) |
Not applicable |
(Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions.
| o | Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14d-2(b) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c) |
Item 1.01 Entry into a Material Definitive Agreement.
Reference is made to the Form 8-K filed
on April 29, 2014, by Reven Housing REIT, Inc. (the “Company”), which reported the entry by the Company into that certain
Single Family Homes Real Estate Purchase and Sale Agreement dated April 24, 2014 (the “Agreement”) with H&J Properties,
LLC, a Tennessee limited liability company (the “Seller”), to purchase a portfolio of up to 48 single-family homes
located in Memphis, Tennessee, from the Seller, and provided a description of the material terms of the Agreement.
On May 31, 2014, the Company and the Seller
entered into a First Amendment to Single Family Homes Real Estate Purchase and Sale Agreement (the “Amendment”), pursuant
to which the parties amended the Agreement (i) to increase the number of single-family homes subject to the Agreement to 61 from
48, (ii) to correspondingly increase the total contract purchase price to $4,778,700 from $3,800,000, excluding closing costs and
subject to certain adjustments, and (iii) to extend the expiration of the due diligence period to 60 after the effective date of
the Agreement from 45 days after the effective date of the Agreement.
The foregoing description of the Amendment
is qualified in its entirety by reference to the full text of the Amendment which is attached hereto as Exhibit 10.1 and is incorporated
herein by reference.
Item 9.01 Financial Statements and Exhibits.
The following exhibit is filed with this report:
Exhibit 10.1 |
First Amendment to Single Family Homes Real Estate
Purchase and Sale Agreement (Memphis 61) |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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REVEN HOUSING REIT,
INC. |
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Dated: June 4, 2014 |
/s/ Chad M. Carpenter |
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Chad M. Carpenter |
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Chief Executive Officer |
FIRST AMENDMENT TO
SINGLE FAMILY HOMES REAL ESTATE PURCHASE
AND SALE AGREEMENT
THIS FIRST AMENDMENT
TO SINGLE FAMILY HOMES REAL ESTATE PURCHASE AND SALE AGREEMENT (this "First Amendment") is made as of May
31, 2014 by and among H&J PROPERTIES, LLC, a Tennessee limited liability company (“Seller”) and REVEN
HOUSING REIT, INC., a Maryland corporation (“Buyer”), with reference to the following recitals:
RECITALS
A. Seller and
Buyer entered into that certain Single Family Homes Real Estate Purchase and Sale Agreement dated April 24, 2014 (“Agreement”)
pursuant to which Seller agreed to sell and Buyer agreed to purchase from Seller, forty-eight (48) single family homes in the city
of Memphis, Tennessee (collectively, the “Property”).
B. Seller and Buyer have agreed
to amend the Agreement to increase the number of homes sold by Seller and purchased by Buyer, to increase the Purchase Price, and
to extend the Due Diligence Period.
NOW THEREFORE, in consideration of the
mutual agreements herein contained, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
Buyer and Seller hereby agree as follows:
AGREEMENT
1.
Definitions. All initially-capitalized terms used in this First Amendment without definition shall have the meanings
given such terms in the Agreement.
2.
Purchase Price. The Purchase Price is hereby changed to Four Million Seven Hundred Seventy Eight Thousand Seven Hundred
and 00/100 Dollars ($4,778,700.00).
3.
Due Diligence Period. The Due Diligence period is hereby extended to sixty (60) days.
4.
Property. The number of single family homes making up the Property is hereby increased to sixty-one (61).
5.
Exhibit A. Exhibit A attached to the Agreement is hereby deleted in its entirety and is replaced with the document
attached hereto as Exhibit A.
6.
Governing Law. This First Amendment shall be governed by the laws of the State of Tennessee.
7.
Full Force and Effect. Except as modified herein, Buyer and Seller agree and affirm that the Agreement remains in
full force and effect.
8.
Counterparts. This First Amendment may be executed in two or more counterparts, each of which shall be deemed an
original, but all of which together shall constitute one and the same instrument. An electronically transmitted counterpart of
this First Amendment shall constitute an original for all purposes.
9.
Miscellaneous. This First Amendment, together with the Agreement, sets forth the entire agreement between the parties
with respect to the subject matter set forth herein and therein and may not be modified, amended or altered except by subsequent
written agreement between the parties. In case of any inconsistency between the provisions of the First Amendment and the Agreement,
the provisions of this First Amendment shall govern and control. This First Amendment shall be binding upon and shall inure to
the benefit of Buyer and Seller and their respective successors and assigns, if any.
[Remainder of this page deliberately left
blank]
IN WITNESS WHEREOF,
Buyer and Seller have caused this First Amendment to be duly executed on their behalfs as of the day and year first stated above.
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SELLER |
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H&J PROPERTIES, LLC, a Tennessee limited liability company |
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By: |
/s/ Hulet T. Gregory |
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Name: |
Hulet T. Gregory |
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Its: |
Chief Member |
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BUYER |
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Reven HOUSING REIT, INC., a Maryland corporation |
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By: |
/s/ Chad Carpenter |
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Chad Carpenter |
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Chief Executive Officer |
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