ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On January 18, 2021, Medalist Diversified Holdings, L.P., the operating
partnership of Medalist Diversified REIT, Inc. (the "Company"), entered into a
Purchase and Sale Agreement (the "PSA"), a copy of which is filed hereto as
Exhibit 10.1. Pursuant to the PSA, the Company, through its operating
partnership, shall acquire a retail center totaling approximately 178,626 square
feet of gross leasable area in Lancaster, South Carolina, commonly referred to
as the Lancer Center property ("Lancer Center"), from BVC Lancer LLC, a South
Carolina limited liability company and unaffiliated seller (the "Seller"), for a
purchase price of $10,100,000, subject to customary prorations and adjustments
and a $200,000 credit to the Company for major repairs. The Company has made a
$150,000 earnest money deposit to the Seller, which shall become non-refundable
thirty (30) days following the execution of the PSA, subject to a fifteen (15)
day extension at the sole option of the Company, if the Company does not
terminate the PSA prior to the expiration of such period (the "Inspection
Period"). Upon the expiration of the Inspection Period, the Company must deliver
an additional, non-refundable earnest money deposit of $150,000 to the Seller.
The closing of the acquisition of Lancer Center is expected to occur within
thirty (30) days of the expiration of the Inspection Period. The Company expects
to invest up to approximately $4.0 million of equity in Lancer Center.
The PSA contains provisions, representations, warranties, covenants and
indemnities that are customary and standard for the real estate industry and the
purchase of a mixed-use property. Several conditions to closing on the
acquisition remain to be satisfied, and there can be no assurance that we will
complete the transaction on the general terms described above or at all.
Certain statements included in this Current Report on Form 8-K are
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended. Forward-looking statements above include, but are not limited to,
matters identified as expectations and matters with respect to the future
acquisition of Lancer Center. The Company undertakes no obligation to update or
revise any forward-looking statements, whether as a result of new information,
future events or otherwise. For more information regarding risks and
uncertainties that may affect the Company's future results, review the Company's
filings with the Securities and Exchange Commission.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
Exhibit No. Description
10.1 Purchase and Sale Agreement, dated as of January 18, 2021, by and
between BVC Lancer LLC and Medalist Diversified Holdings, L.P.
© Edgar Online, source Glimpses