0001387061 false 0001387061 2021-10-06 2021-10-06 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): October 6, 2021

 

Lightstone Value Plus REIT V, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Maryland   000-53650   20-8198863
(State or other jurisdiction of
incorporation or organization) 		  (Commission File Number)   (I.R.S. Employer
Identification No.)

  

1985 Cedar Bridge Avenue, Suite 1,

Lakewood, New Jersey 08701

(Address of principal executive offices)

(Zip Code)

 

(732) 367-0129

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8 K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act: None.

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

Item 1.01 Entry into a Material Definitive Agreement

 

Citadel Apartments located in Houston, Texas

 

On October 6, 2021, Lightstone Value Plus REIT V, Inc. (the “Company”), through LVP BH Citadel LLC (“LVP BH Citadel”), a subsidiary of Lightstone REIT V OP LP, the Company’s operating partnership, entered into an Assignment and Assumption of Purchase and Sale Agreement (the “Assignment”) with Lightstone Acquisitions VI LLC (the “Assignor”), an affiliate of the Lightstone Group, LLC, which serves as the Company’s external advisor through an affiliate (collectively, the “Advisor”).  Under the terms of the Assignment, LVP BH Citadel was assigned the rights and assumed the obligations of the Assignor with respect to a certain Purchase and Sale Agreement (the “Purchase Agreement”), dated July 16, 2021, as amended, made between the Assignor, as the purchaser, and AHC Citadel, LLC (the “Seller”) as the seller, whereby the Assignor contracted to purchase a 293-unit multifamily property located in Houston, Texas (the “Citadel Apartments”).  

 

See Item 2.01 “Completion of Acquisition or Disposition of Assets” for additional information.

 

Item 2.01 Completion of Acquisition or Disposition of Assets.

 

On October 6, 2021, the Company, through LVP BH Citadel, completed the acquisition of the Citadel Apartments from the Seller, an unrelated third party, for approximately $66.0 million, excluding closing and other acquisition related costs.

 

In connection with the acquisition of the Citadel Apartments, the Company simultaneously entered into a $49.0 million mortgage loan (the “Citadel Mortgage”) scheduled to mature on October 11, 2024,  with two, one-year extension options, subject to certain conditions. The Citadel Mortgage requires monthly interest payments through its maturity date and bears interest at LIBOR+2.95%  subject to a 3.05% floor through its maturity. The Citadel Mortgage is collateralized by the Citadel Apartments and is non-recourse to the Company. In connection with the acquisition of the Citadel Apartments, the Company received aggregate proceeds of $38.0 million under the Citadel Mortgage and paid approximately $28.0 million of cash. As a result, the Citadel Mortgage had a remaining availability of $11.0 million. 

 

In connection with the acquisition, the Advisor received an aggregate of approximately $1.6 million in acquisition fees, acquisition expense reimbursements and debt financing fees.

  

The capitalization rate for the acquisition of the Citadel Apartments was approximately 3.63%. The Company calculates the capitalization rate for a real property by dividing the net operating income (“NOI”) of the property by the purchase price of the property, excluding costs. For purposes of this calculation, NOI was based upon the twelve months ended March 31, 2021. Additionally, NOI is all gross revenues from the property less all operating expenses, including property taxes and management fees but excluding depreciation.

  

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

The discussion contained with respect to the Loan in "Item 2.01 Completion of Acquisition or Disposition of Assets" of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference. 

 

Item 9.01 Financial Statements and Exhibits.

 

(a) and (b) Financial Statements and Pro Forma Financial Information.

 

The financial statements required by this item are not being filed herewith.  To the extent financial statements are required by this item, such financial statements will be filed with the Securities and Exchange Commission by amendment to this Form 8-K no later than 71 days after the date on which this Form 8-K is required to be filed.

 

1

 

  

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.

 

  LIGHTSTONE VALUE PLUS REIT V, INC.
     
Date: October 8, 2021 By: /s/ Seth Molod                                                            
    Seth Molod
    Chief Financial Officer and Treasurer

 

2

 

Lightstone Value Plus Re... (GM) (USOTC:LVVP)
Historical Stock Chart
From May 2024 to Jun 2024 Click Here for more Lightstone Value Plus Re... (GM) Charts.
Lightstone Value Plus Re... (GM) (USOTC:LVVP)
Historical Stock Chart
From Jun 2023 to Jun 2024 Click Here for more Lightstone Value Plus Re... (GM) Charts.