Item 1.01 Entry into a Material Definitive Agreement
BayVue Apartments located in Tampa, Florida
On July 7, 2021, Lightstone Value Plus Real Estate Investment Trust V, Inc. (the
"Company"), through LVP BH BayVue LLC ("LVP BH BayVue"), 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 VII LLC (the "Assignor"), an affiliate of the Lightstone
Group, LLC, which serves as the Company's external advisor through various
affiliates (collectively, the "Advisor"). Under the terms of the Assignment, LVP
BH BayVue was assigned the rights and assumed the obligations of the Assignor
with respect to that certain Agreement of Purchase and Sale (the "Purchase
Agreement"), dated May 4, 2021, as amended, made between the Assignor, as the
purchaser, and BayVue Apartments Holdings, LLC (the "Seller") as the seller,
whereby the Assignor contracted to purchase a 368-unit multifamily property
located in Tampa, Florida (the "BayVue 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 July 7, 2021, the Company, through LVP BH BayVue, completed the acquisition
of the BayVue Apartments from the Seller, an unrelated third party, for
approximately $59.5 million, excluding closing and other acquisition related
costs.
In connection with the acquisition of the BayVue Apartments, the Company
simultaneously entered into mortgage loan facility for up to $52.2 million (the
"BayVue Mortgage") scheduled to mature on July 7, 2024, with two, one-year
extension options, subject to certain conditions. The BayVue Mortgage requires
monthly interest payments through its maturity date and bears interest at
LIBOR+3.00% subject to a 3.10% floor through its maturity. The BayVue Mortgage
is collateralized by the BayVue Apartments and is non-recourse to the Company.
In connection with the acquisition of the BayVue Apartments, the Company
received initial aggregate proceeds of $44.3 million under the BayVue Mortgage
and paid approximately $15.2 million of cash. As a result, the BayVue Mortgage
had a remaining availability of $7.9 million.
In connection with the acquisition, the Advisor received an aggregate of
approximately $1.3 million in acquisition fees, acquisition expense
reimbursements and debt financing fees.
The capitalization rate for the acquisition of the BayVue Apartments was
approximately 4.22%. 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 BayVue Mortgage 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.
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