0001144204-14-068440.txt : 20141114 0001144204-14-068440.hdr.sgml : 20141114 20141114123311 ACCESSION NUMBER: 0001144204-14-068440 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20141112 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20141114 DATE AS OF CHANGE: 20141114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Reven Housing REIT, Inc. CENTRAL INDEX KEY: 0001487782 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 841306078 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-54165 FILM NUMBER: 141222116 BUSINESS ADDRESS: STREET 1: 7911 HERSCHEL AVENUE STREET 2: SUITE 201 CITY: LA JOLLA STATE: CA ZIP: 92037 BUSINESS PHONE: 858-459-4000 MAIL ADDRESS: STREET 1: 7911 HERSCHEL AVENUE STREET 2: SUITE 201 CITY: LA JOLLA STATE: CA ZIP: 92037 FORMER COMPANY: FORMER CONFORMED NAME: Bureau of Fugitive Recovery Inc DATE OF NAME CHANGE: 20100323 8-K 1 v394351_8k.htm FORM 8-K

 

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): November 12, 2014

 

REVEN HOUSING REIT, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Maryland   000-54165   84-1306078
(State or Other Jurisdiction of Incorporation)   (Commission File Number)   (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.

 

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14d-2(b)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)
oPre-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.

 

Jacksonville 50 Purchase and Sale Agreement

 

Reference is made to the Form 8-K filed on September 11, 2014 and the Form 8-K filed on November 4, 2014, by Reven Housing REIT, Inc. (the “Company”), which reported the entry by Reven Housing Florida, LLC, a Delaware limited liability company and a wholly owned subsidiary of the Company (the “Buyer”), into that certain Single Family Homes Real Estate Purchase and Sale Agreement dated September 9, 2014, as amended on October 30, 2014 (the “Agreement”), with Heritage II Holdings, LLC, a Florida limited liability company, Heritage III Holdings, LLC, a Florida limited liability company, Heritage IV Holdings, LLC, a Florida limited liability company, Heritage V Holdings, LLC, a Florida limited liability company, Heritage RE Holdings, LLC, a Florida limited liability company, and Lincoln Property Management, LLC, a Florida limited liability company (collectively, the “Sellers”), to purchase a portfolio of up to 50 single-family homes located in the Jacksonville, Florida, metropolitan area from the Sellers, and which provided a description of the materials terms of the Agreement.

 

On November 12, 2014, the Buyer and the Sellers entered into a Second Amendment to Single Family Homes Real Estate Purchase and Sale Agreement (the “Amendment”), pursuant to which the parties amended the Agreement to extend the period during which the Company may conduct inspections to determine any necessary repairs or improvements to bring the properties into compliance with the applicable local building code and/or repairs if recommended (the “Due Diligence Period”) such that the Due Diligence Period will expire on November 26, 2014.

 

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.

 

(d) Exhibits.

 

The following exhibits are filed with this report:

 

   
Exhibit 10.1

Second Amendment to Single Family Homes Real Estate Purchase and Sale Agreement (Jacksonville 50) dated November 12, 2014.

 

 

 
 

 

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.

 

 

  REVEN HOUSING REIT, INC.
   
   
Dated: November 14, 2014 /s/  Chad M. Carpenter
  Chad M. Carpenter
  Chief Executive Officer

 

 

 

 

 

 

 

 

 EX-10.1 2 v394351_ex10-1.htm EXHIBIT 10.1

Exhibit 10.1

 

SECOND AMENDMENT TO

SINGLE FAMILY HOMES REAL ESTATE PURCHASE AND SALE AGREEMENT

 

 

THIS SECOND AMENDMENT TO SINGLE FAMILY HOMES REAL ESTATE PURCHASE AND SALE AGREEMENT (this "Second Amendment") is made as of November 12, 2014 by and among HERITAGE II HOLDINGS, LLC, a Florida limited liability company, HERITAGE III HOLDINGS, LLC, a Florida limited liability company, HERITAGE IV HOLDINGS, LLC, a Florida limited liability company, HERITAGE V HOLDINGS, LLC, a Florida limited liability company, HERITAGE RE HOLDINGS, LLC, a Florida limited liability company, and LINCOLN PROPERTY MANAGEMENT, LLC, a Florida limited liability company (collectively, “Seller”) and REVEN HOUSING FLORIDA, LLC, a Delaware limited liability company (“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 September 9, 2014 (“Agreement”) pursuant to which Seller agreed to sell and Buyer agreed to purchase from Seller, fifty (50) single family homes in the city of Jacksonville, Florida.

 

B.       Seller and Buyer executed that certain First Amendment to Single Family Homes Real Estate Purchase and Sale Agreement on October 30, 2014 (the “First Amendment”) in order to add an additional fourteen (14) days to the Due Diligence Period, to amend the Purchase Price, and to adjust the number of homes to be purchased by Buyer.

 

C.       Seller and Buyer have again agreed to amend the Agreement in order to extend the Due Diligence period such that it now expires on November 26, 2014.

 

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 Second Amendment without definition shall have the meanings given such terms in the Agreement.

 

2.       Due Diligence Period. The Due Diligence period referenced in the Basic Terms of the Agreement is hereby extended such that it now expires on November 26, 2014.

 

3.       Governing Law. This Second Amendment shall be governed by the laws of the State of Florida.

 

4.       Full Force and Effect. Except as modified herein, Buyer and Seller agree and affirm that the Agreement remains in full force and effect.

 

1
 

 

5.       Counterparts. This Second 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 Second Amendment shall constitute an original for all purposes.

 

6.       Miscellaneous. This Second Amendment, together with the First Amendment and 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 Second Amendment and the Agreement, the provisions of this Second Amendment shall govern and control. This Second 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]

 

 

 

 

 

 

2
 

 

IN WITNESS WHEREOF, Buyer and Seller have caused this Second Amendment to be duly executed on their behalfs as of the day and year first stated above.

 

 

  SELLER
   
  HERITAGE II HOLDINGS, LLC,
  a Florida limited liability company
   
   
  By: /s/ Christian Allen                             
  Name:  Christian Allen                             
  Its:   President                                           
   
   
  HERITAGE III HOLDINGS, LLC,
  a Florida limited liability company
   
   
  By: /s/ Christian Allen                             
  Name:  Christian Allen                             
  Its:   President                                           
   
   
  HERITAGE IV HOLDINGS, LLC,
  a Florida limited liability company
   
   
  By: /s/ Christian Allen                             
  Name:  Christian Allen                             
  Its:   President                                           
   
   
  HERITAGE V HOLDINGS, LLC,
  a Florida limited liability company
   
   
  By: /s/ Christian Allen                             
  Name:  Christian Allen                             
  Its:   President                                           

 

3
 

 

 

  HERITAGE RE HOLDINGS, LLC,
  a Florida limited liability company
   
   
  By: /s/ Christian Allen                             
  Name:  Christian Allen                             
  Its:   President                                           
   
   
  LINCOLN PROPERTY MANAGEMENT, LLC,
  a Florida limited liability company
   
   
  By: /s/ Christian Allen                             
  Name:  Christian Allen                             
  Its:   President                                           
   
   
   
  BUYER
   
   
  REVEN HOUSING FLORIDA, LLC,
  a Delaware limited liability company
   
   
 
   
  By:    /s/ Chad Carpenter                         
           Chad Carpenter
           Chief Executive Officer

 

 

4