Item 1.01 Entry into a Material Definitive Agreement.
Purchase Agreement
On
RRDFPLLLP and DDH respectively own seventy-five percent (75%) and twenty-five percent (25%) of the membership interest of Summit ("Interest") and both of these parties sold their entire Interest or a total of one hundred percent (100%) of the Interest of Summit to Stratus.
Stratus acquired the Interest owned by RRDFPLLLP and DDH of Summit of which
Summit owns a total of 21 buildings lots as identified as Exhibit A to the
Purchase Agreement within
The purchase price is equal to
Within (150) days of the execution of the Purchase Agreement, Stratus will fully
pay the Note for the balance due at time of maturity. As denoted within the Deed
of
The Closing date shall be 30 days from the date of the Purchase Agreement (unless extended by mutual agreement), title will be provided free and clear with exception of debt assumption and the Note and a special warranty deed is agreed upon by the Parties. Closing of the transaction is formally pending audit, but Stratus is actively managing the project under a management agreement.
Promissory Note
Simultaneously with the execution of the Purchase Agreement, Stratus executed
and issued a Promissory Note ("Note") with personal guarantee of
The entirety of the Promissory Note is attached hereto as Exhibit 10.2.
Additional Terms
The Parties also agree that as consideration for services provided within the
normal course of business since 2019 or initial acquisition of the Subject
Property by Summit, a development fee is due and payable to
1
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
See the disclosures under Item 1.01 of this Current Report on Form 8-K, incorporated herein by this reference.
Item 9.01. Financial Statements and Exhibits.
Financial Statements
The audited financial statements of
Exhibits
The following exhibits are filed with this report on Form 8-K.
Exhibit Number Exhibit
10.1 Purchase Agreement 10.2 Secured Promissory Note 10.3 Deed of Trust 2
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