8-K
filed August 4, 2023, 7:59 PM ET
CIK 0001755755
M&A
confidence high
sentiment neutral
materiality 0.85
VineBrook internalizes manager via OP units and cash, issues $63.7M Series B Preferred, amends credit facility
VINEBROOK HOMES TRUST, INC.
- Acquired external manager for 302,311 Class C OP units and $2.65M cash; now internally managed.
- Issued 2,548,240 shares of 9.50% Series B Preferred Stock for $63.7M gross proceeds.
- Credit agreement amended: covenant waivers obtained, mandatory prepayment to reduce outstanding from $1.27B to $850M.
- Side letter agreement terminated; all guarantor obligations released.
- Series B Preferred carries 9.50% dividend, increasing after year 4; initial payment Oct 10, 2023.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Mr. Sprong was appointed as Managing Partner and Chief Executive Officer at VINEBROOK HOMES TRUST, INC..
- Action
- will serve as
- Role
- Managing Partner and Chief Executive Officer
Exact text from the filing
Mr. Sprong will serve as Managing Partner and Chief Executive Officer of the Manager
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Mr. McGarry was appointed as Managing Partner and Chief Operating Officer at VINEBROOK HOMES TRUST, INC..
- Action
- will serve as
- Role
- Managing Partner and Chief Operating Officer
Exact text from the filing
Mr. McGarry will serve as Managing Partner and Chief Operating Officer of the Manager
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
VINEBROOK HOMES TRUST, INC.: Adopted amendment to Bylaws providing that Series B Preferred Stock is not subject to consent-based transfer restrictions (effective 2023-07-31).
- Change
- bylaw amendment
- Effective
- 2023-07-31
Exact text from the filing
effective July 31, 2023, the Company adopted an amendment to the Company’s Bylaws to provide that the Series B Preferred Stock will not be subject to the provisions of the Company’s charter prohibiting transfer of shares of Series B Preferred Stock without the Company’s prior written consent.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
VINEBROOK HOMES TRUST, INC.: Filed Articles Supplementary classifying and designating Series B Preferred Stock (effective 2023-07-31).
- Change
- charter amendment
- Effective
- 2023-07-31
Exact text from the filing
On July 31, 2023, in connection with the Preferred Stock Offering, the Company filed with the State Department of Assessments and Taxation of the State of Maryland Articles Supplementary (the “Articles Supplementary”) to the Articles of Amendment and Restatement of the Company classifying and designating 3,000,000 shares of the Series B Preferred Stock.
View on SEC.gov
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