UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 17, 2017
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) |
|
875 Prospect Street, Suite 304 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.
| ☐ | 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)) |
| Item 1.01 | Entry into a Material Definitive Agreement. |
Birmingham 72 Purchase and Sale Agreement
On December 9, 2016, Reven Housing REIT, Inc. (the “Company”) entered into a Single Family Homes Real Estate Purchase and Sale Agreement (the “Birmingham 72 Agreement”) with Easy Rentals, LLC, an Alabama limited liability company (“Easy Rentals”), as amended on February 17, 2017, for the Company’s purchase of a portfolio of up to 72 single-family homes located in the Birmingham, Alabama, metropolitan area from Easy Rentals. The Birmingham 72 Agreement was filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on December 9, 2016.
On March 1, 2017, the Company and Easy Rentals entered into a Second Amendment to the Birmingham 72 Agreement, pursuant to which the parties amended the Birmingham 72 Agreement to extend the Company’s due diligence period and the closing date to no later than March 31, 2017 and April 10, 2017, respectively.
The foregoing description of the amendment to the Birmingham 72 Agreement is qualified in its entirety by reference to the full text of the Second Amendment, which is attached hereto as Exhibit 10.1.
| Item 9.01 | Financial Statements and Exhibits . |
(d) Exhibits.
The following exhibits are filed with this report:
| 10.1 | Second Amendment dated March 1, 2017 to Single Family Homes Real Estate Purchase and Sale Agreement (Birmingham 72) dated December 9, 2016. |
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: March 3, 2017 | /s/ Chad M. Carpenter | |
| Chad M. Carpenter, | ||
| Chief Executive Officer |
Exhibit 10.1
SECOND AMENDMENT TO REAL ESTATE PURCHASE AND SALE AGREEMENT
THIS SECOND AMENDMENT TOREAL ESTATE PURCHASE AND SALE AGREEMENT (this “ Amendment ”) is made and entered into as of March 1, 2017, by and between EASY RENTALS, LLC, an Alabama limited liability company (“ Seller ”), and REVEN HOUSING REIT, INC., a Maryland corporation (“ Buyer ”).
RECITALS:
WHEREAS, Seller and Buyer entered into that certain Real Estate Purchase and Sale Agreement December 9, 2016, as amended by that certain Amendment to Real Estate Purchase and Sale Agreement dated February 17, 2017 (collectively, the “ Contract ”), pursuant to which Seller agreed to sell to Buyer certain real property consisting of 72 single family homes, including townhomes, in the State of Alabama, as more particularly described in the Contract, together with all of the improvements and structures located thereon, any heating and ventilating systems and other fixtures located therein or thereon, and all rights, interests, benefits, privileges, easements and appurtenances to the land and the Improvements, if any (collectively, the “ Premises ”);
WHEREAS, the Due Diligence Period (as defined in the Contract) is scheduled to expire on March 6, 2017;
WHEREAS, Buyer has requested to further extend the Due Diligence Period; and
WHEREAS, Seller and Buyer desire to amend the Contract in certain respects, all as more particularly described herein below.
AGREEMENT:
NOW, THEREFORE, in consideration of the mutual promises and covenants contained in the Contract, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by each of the parties, Seller and Buyer hereby agree as follows:
1. The Contract is hereby amended to provide that the Due Diligence Period shall expire on March 31, 2017.
2. The Contract is hereby amended to provide that the Closing Date shall occur on April 10, 2017
3. All capitalized terms found in the Contract shall have the same meaning when used in this Amendment. This Amendment may be executed by facsimile or electronic signatures, which for all purposes shall be deemed to constitute originals. In addition, this Amendment may be executed simultaneously in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.
4. Except as amended hereby, all terms and provisions of the Contract are and remain in full force and effect as therein written and are reinstated, ratified, and/or confirmed if and to the extent required to affirm the continuing validity of the Contract.
5. In the event of a conflict between the terms of this Amendment and those of the Contract, the terms of this Amendment shall govern and control.
| SELLER | |||
| EASY RENTALS, LLC, | |||
| an Alabama limited liability company | |||
| By: | / s/ Bill Smith | ||
| Bill Smith, Member | |||
| B UYER | |||
| REVEN HOUSING REIT, INC. | |||
| a Maryland corporation | |||
| By: | /s/ Chad Carpenter | ||
| Chad Carpenter | |||
| Chief Executive Officer | |||