Current Report Filing (8-k)
August 13 2019 - 5:02PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 13, 2019
NEXPOINT RESIDENTIAL TRUST, INC.
(Exact Name Of Registrant As Specified In Its Charter)
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Maryland
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001-36663
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47-1881359
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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300 Crescent Court, Suite 700
Dallas, Texas 75201
(Address of Principal Executive Offices) (Zip Code)
Registrants telephone number, including area code: (972)
628-4100
Check the appropriate box below if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of
the registrant under any of the following provisions (
see
General Instruction A.2. below):
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Common Stock, par value $0.01 per share
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NXRT
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☒
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 1.01.
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Entry into a Material Definitive Agreement.
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On August 13, 2019, a subsidiary of NexPoint Residential Trust, Inc. (the
Company
) entered into an agreement (the
Agreement
) to purchase a
1,520-unit
multifamily property located in Pembroke Pines, Florida, a suburb of Miami (the
Pembroke Apartments
), from an unaffiliated third party
(
Seller
) for approximately $322.0 million, subject to prorations and other adjustments as described in the Agreement. As of July 29, 2019, the Pembroke Apartments were 96.1% occupied with a weighted average effective
monthly rent of $1,487.
The purchase of the property is subject to customary closing conditions set forth in the Agreement. The Agreement also contains
customary representations and warranties and covenants of the parties. The purchase of the Pembroke Apartments is expected to close on August 30, 2019. There can be no assurance that the closing conditions will be satisfied or that the purchase
will be consummated.
The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full
text of the Agreement, a copy of which will be filed with the Companys Quarterly Report on
Form 10-Q for
the quarter ending September 30, 2019.
The Company has also entered into an agreement to purchase a 346-unit multifamily property located in Nashville, Tennessee (Arbors of Brentwood),
from an unaffiliated third party for $62.3 million, subject to prorations and other adjustments.
A presentation that includes additional information
regarding the purchase of the Pembroke Apartments, Arbors of Brentwood and the Companys revised full year 2019 guidance can be found under News & Presentations in the Investor Relations section of the Companys
website (www.nexpointliving.com). Information contained on the Companys website is not incorporated by reference herein.
Cautionary Notice
Regarding Forward-Looking Statements
This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform
Act of 1995 that are based on managements current expectations, assumptions and beliefs. Forward-looking statements can often be identified by words such as expect, intend and similar expressions, and variations or
negatives of these words. These forward-looking statements include, but are not limited to, statements regarding the expected closing of the Pembroke Apartments acquisition, if at all. Forward-looking statements are not guarantees of future results
and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statement. Readers should not place undue reliance on any forward-looking statements and are
encouraged to review the Companys Annual Report on
Form 10-K for
the year ended December 31, 2018 and the Companys other filings with the Securities and Exchange Commission for a
more complete discussion of the risks and other factors that could affect any forward-looking statement. Except as required by law, the Company does not undertake any obligation to publicly update or revise any forward-looking statements, whether as
a result of new information, future events, changing circumstances or any other reason after the date of this report.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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NEXPOINT RESIDENTIAL TRUST, INC.
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By:
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/s/ Brian Mitts
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Name:
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Brian Mitts
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Title:
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Chief Financial Officer, Executive
VP-Finance,
Secretary and Treasurer
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Date: August 13, 2019
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