Bluerock Residential Growth REIT, Inc. Announces Completion of Contribution Transactions and Entry into Material Agreements in Connection with Initial Public Offering


New York, NY (PRWEB) April 08, 2014

Acquisition of Indirect Interest in Village Green Apartments

The Company today announced that on April 2, 2014, the Company acquired an aggregate 48.6% indirect equity interest in the Village Green Apartments, a 520-unit multifamily property located in Ann Arbor, Michigan. The indirect interest in the Village Green property was acquired from Bluerock Special Opportunity + Income Fund II, LLC (Fund II) and Bluerock Special Opportunity + Income Fund III, LLC (Fund III), each an affiliate of the Company, in exchange for an aggregate of 486,084 unregistered shares of the Companys Class A common stock with an approximate aggregate value of $ 7.0 million, subject to certain prorations and adjustments typical in a real estate transaction, based on the value of the proportionate ownership interest of each of Fund II and Fund III in the Village Green property as determined by an independent third party appraisal. As further consideration for the indirect interest in the Village Green property, the Company entered into a Consent Agreement to release Fund II and Fund III from their obligations under an existing guaranty related to an approximate $ 43.2 million loan that encumbers the Village Green property. The Companys former advisor, Bluerock Multifamily Advisor, LLC (the Former Advisor) received an acquisition fee of approximately $ 700,000 under its advisory agreement with the Company, which was paid in the form of 48,357 special units of interest (LTIP Units) in the Companys operating partnership, Bluerock Residential Holdings, L.P. (the Operating Partnership).

Acquisition of Indirect Interest in Villas at Oak Crest Apartments

The Company today also announced that on April 2, 2014, the Company acquired an aggregate 67.2% indirect equity interest in Villas at Oak Crest Apartments, a 209-unit apartment complex located in Chattanooga, Tennessee. The indirect interest in the Village at Oak Crest property was acquired from Fund II in exchange for 200,143 unregistered shares of the Companys Class A common stock with an approximate value of $ 2.9 million, subject to certain prorations and adjustments typical in a real estate transaction, based on the value of the ownership interest of Fund II in the Villas at Oak Crest property as determined by an independent third party appraisal. The Former Advisor received an acquisition fee of approximately $ 300,000 under its advisory agreement with the Company, which was paid in the form of 19,343 LTIP Units.

Acquisition of Indirect Interest in Springhouse at Newport News

The Company further announced today that on April 2, 2014, the Company acquired an additional 36.8% indirect equity interest in Springhouse at Newport News, a 432-unit garden-style apartment community and one of the Companys current investments, located in Newport News, Virginia. The additional interest in the Springhouse property was acquired from Bluerock Special Opportunity + Income Fund I, LLC (Fund I), an affiliate of the Company, in exchange for approximately $ 3.5 million in cash, subject to certain prorations and adjustments typical in a real estate transaction, based on the value of the ownership interest of Fund I in the Springhouse property as determined by an independent third party appraisal. As further consideration for the indirect interest in the Springhouse property, the Company entered into an Indemnity Agreement with R. Ramin Kamfar, our Chairman, CEO and President, and James G. Babb, III, the Chief Investment Officer of our manager, BRG Manager, LLC (the Manager), pursuant to which, subject to certain exceptions, the Company agreed to indemnify and hold Mr. Kamfar and Mr. Babb harmless from and against any loss, claim, liability or cost incurred thereby, pursuant to the terms of certain Guaranties provided by Mr. Kamfar and Mr. Babb in conjunction with the indebtedness encumbering the Springhouse property in the original principal amount of $ 23.4 million (the Springhouse Loan), and the terms of a certain Backstop Agreement pursuant to which Mr. Kamfar and Mr. Babb and other guarantors of the Springhouse Loan agreed to allocate amongst themselves liability which they might incur under the Guaranties or other guaranties provided in conjunction with the Springhouse Loan and to which the other guarantors are a party. The Former Advisor received an acquisition fee of approximately $ 300,000 under its advisory agreement with the Company, which was paid in the form of 20,593 LTIP Units.

Acquisition of Indirect Interest in Grove at Waterford Apartments

The Company today also announced that on April 2, 2014, the Company acquired an aggregate 60.0% indirect equity interest in Grove at Waterford Apartments, a 252-unit apartment complex located in Hendersonville, Tennessee. The indirect interest in the Grove property was acquired from Fund I and Fund II in exchange for $ 582,000 in cash to Fund I and 361,241 unregistered shares of the Companys Class A common stock with an approximate value of $ 5.2 million to Fund II, subject to certain prorations and adjustments typical in a real estate transaction, based on the value of the proportionate ownership interest of each of Fund I and Fund II in the Grove property as determined by an independent third party appraisal. As further consideration for the indirect interest in the Grove property, the Company entered into an Assumption and Release Agreement to release Fund I and Fund II from their obligations under an existing guaranty related to an approximate $ 20.1 million loan that encumbers the Grove property. The Former Advisor received an acquisition fee of approximately $ 450,000 under its advisory agreement with the Company, which was paid in the form of 30,828 LTIP Units.

Acquisition of Indirect 100% Fee Simple Interest in North Park Towers

The Company also announced today that on April 3, 2014, the Company acquired an indirect 100% fee simple interest in North Park Towers, a 313-unit apartment complex located in Southfield, Michigan. The indirect 100% fee simple interest in the North Park Towers property was acquired from BR-NPT Springing Entity, LLC (BR-NPT), an affiliate of Bluerock Real Estate, L.L.C. (Bluerock), in exchange for 282,759 limited partnership interests in the Operating Partnership (OP Units) with an approximate value of $ 4.1 million, subject to certain prorations and adjustments typical in a real estate transaction, based on the value of the ownership interest of BR-NPT in the North Park Towers property as determined by an independent third party appraisal. As further consideration for the indirect interest in North Park Towers, the Company entered into a Joinder By and Agreement of New Indemnitor pursuant to which the Company and the Operating Partnership will serve as replacement guarantors and indemnitors to release R. Ramin Kamfar from his obligations under an existing Guaranty of Recourse Obligations and an existing Environmental Indemnity Agreement related to an approximate $ 11.5 million loan that encumbers the North Park Towers property. The Former Advisor received an acquisition fee of approximately $ 390,000 under its advisory agreement with the Company, which was paid in the form of 26,897 LTIP Units.

Entry into Material Agreements

The Company today announced that on April 2, 2014, the Company entered into a Second Amended and Restated Agreement of Limited Partnership of the Operating Partnership, of which the Company is the sole general partner.

The Company today also announced that on April 2, 2014, the Company entered into a management agreement with the Operating Partnership and the Manager, which is majority owned by Bluerock, an affiliate of Mr. Kamfar, pursuant to which the Manager will provide for the day-to-day management of the Companys operations. Upon the Companys entry into the Management Agreement, the Company concurrently terminated its advisory agreement with the Former Advisor.

The Com

FREE this week at our real estate closing statement store:

Not Authenticated: 0093d4e2bd2fff2ce36683bf4e608030065ab3dfe774408be60e56410852fd90219523598f0a8b933f5fa7b6a4d48909e57d4d052585bbc7680a918de6a1b3b627/481cc3d227b4a14ff834f2402860bf8c89f84e939828d8558bced5805b0367a7cab89e52c5f7bc59e16a66527f754d9cab8f0e769f164871cf23422271a05a71

Originally posted 2014-04-15 09:35:01. Republished by Old Post Promoter

Comments are closed.