0001104659-22-107263.txt : 20221007
0001104659-22-107263.hdr.sgml : 20221007
20221007213646
ACCESSION NUMBER: 0001104659-22-107263
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221005
FILED AS OF DATE: 20221007
DATE AS OF CHANGE: 20221007
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Babb James G. III
CENTRAL INDEX KEY: 0001575424
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36369
FILM NUMBER: 221301930
MAIL ADDRESS:
STREET 1: 712 FIFTH AVENUE
STREET 2: 9TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Bluerock Residential Growth REIT, Inc.
CENTRAL INDEX KEY: 0001442626
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 263136483
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 712 FIFTH AVENUE, 9TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: (212) 843-1601
MAIL ADDRESS:
STREET 1: 712 FIFTH AVENUE, 9TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
FORMER COMPANY:
FORMER CONFORMED NAME: Bluerock Multifamily Growth REIT, Inc.
DATE OF NAME CHANGE: 20130313
FORMER COMPANY:
FORMER CONFORMED NAME: Bluerock Enhanced Multifamily Trust, Inc.
DATE OF NAME CHANGE: 20081209
FORMER COMPANY:
FORMER CONFORMED NAME: Bluerock Enhanced Multifamily REIT, Inc.
DATE OF NAME CHANGE: 20081028
4
1
tm2227838-6_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2022-10-05
1
0001442626
Bluerock Residential Growth REIT, Inc.
BRG
0001575424
Babb James G. III
1345 AVENUE OF THE AMERICAS
32ND FLOOR
NEW YORK
NY
10105
0
1
0
0
Chief Strategy Officer
Class A Common Stock, Par Value $0.01 per share
2022-10-06
4
J
0
11980
24.25
D
0
D
Class C Common Stock, Par Value $0.01 per share
2022-10-06
4
J
0
10916
24.25
D
0
D
OP Units
2022-10-05
4
J
0
633250
D
Class A Common Stock
633250
0
D
LTIP Units
2022-10-05
4
J
0
516694
D
Class A Common Stock
516694
0
D
Reflects securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 20, 2021, by and among Bluerock Residential Growth REIT, Inc. (the "Company"), Badger Parent LLC ("Parent") and Badger Merger Sub LLC ("Merger Sub"), a copy of which is filed as Exhibit 2.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on December 21, 2021. Pursuant to the Merger Agreement, on October 6, 2022 (the "Effective Time"), the Company merged with and into Merger Sub, with Merger Sub surviving, and the separate existence of the Company ceased. At the Effective Time, each issued and outstanding share of common stock of the Company was automatically converted into the right to receive $24.25 in cash (the "Merger Consideration"), without interest.
Represents common units ("Common Units") in Bluerock Residential Holdings, LP (the "Operating Partnership"), of which the Company was the general partner until its withdrawal as general partner and the admission of Bluerock Homes Trust, Inc. ("BHM") as general partner on October 5, 2022. Effective October 5, 2022, redemptions of Common Units were no longer able to be settled by the Operating Partnership in shares of the Company's Class A common stock and became able to be settled in shares of BHM Class A common stock.
Represents long-term incentive plan units ("LTIP Units") in the Operating Partnership. Effective October 5, 2022, redemptions of Common Units (into which LTIP Units are convertible) were no longer able to be settled by the Operating Partnership in shares of the Company's Class A common stock and became able to be settled in shares of BHM Class A common stock.
This Form 4 reports securities disposed of in connection with the transactions contemplated by the Merger Agreement, a copy of which is filed as Exhibit 2.1 to the Company's Current Report on Form 8-K filed with the SEC on December 21, 2021. Pursuant to the Merger Agreement, at the Effective Time, the Company merged with and into Merger Sub, with Merger Sub surviving, and the separate existence of the Company ceased.
/s/ Christopher J. Vohs, Attorney-in-fact
2022-10-07