Current Report Pursuant to Regulation a (1-u)
April 20 2020 - 05:26PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 1-U
CURRENT REPORT PURSUANT TO REGULATION
A
Date of Report (Date of earliest event
reported) April 20, 2020
UC Asset LP
(Exact name of issuer as specified in
its charter)
Delaware |
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30-0912782 |
State or other jurisdiction of
incorporation or organization |
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(I.R.S. Employer
Identification No.)
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2299 Perimeter Park Drive, Suite 120,
Atlanta, GA 30341
(Full mailing address of principal
executive offices)
470-475-1035
(Issuer’s telephone number, including
area code)
Title of each class of securities issued
pursuant to Regulation A: Common Units
INFORMATION TO BE INCLUDED IN THE
REPORT
CAUTIONARY NOTE REGARDING
FORWARD-LOOKING STATEMENTS
We make statements in this Form 1-U
that are forward-looking statements within the meaning of the
federal securities laws. The words “believe,” “estimate,” “expect,”
“anticipate,” “intend,” “plan,” “seek,” “may,” and similar
expressions or statements regarding future periods are intended to
identify forward-looking statements. These forward-looking
statements involve known and unknown risks, uncertainties and other
important factors that could cause our actual results, performance
or achievements, or industry results, to differ materially from any
predictions of future results, performance or achievements that we
express or imply in this Form 1-U or in the information
incorporated by reference into this Form 1-U.
The forward-looking statements
included in this Form 1-U are based upon our current expectations,
plans, estimates, assumptions and beliefs that involve numerous
risks and uncertainties. Actual results and performance could
differ materially from those set forth in the forward-looking
statements. You are cautioned not to place undue reliance on any
forward-looking statements included in this Form 1-U. Except as
otherwise required by the federal securities laws, we undertake no
obligation to publicly update or revise any forward-looking
statements after the date of this Form 1-U, whether as a result of
new information, future events, changed circumstances or any other
reason. The inclusion of such forward-looking statements in this
Form 1-U should not be regarded as a representation by us or any
other person that the objectives and plans set forth in this Form
1-U will be achieved.
Item 9. Other
Events
On April 20, 2020, UC Asset Limited
Partnership (the “Partnership”) closed two transactions liquidating
two properties to cash buyers, at prices substantially lower than
their current book values. The Partnership made this decision based
on management’s best-effort projection of real estate market in US
generally and in Atlanta specifically, under the impact of the
pandemic of COVID-19. The management believes that it serves the
best interest of the Partnership and its shareholders to liquidate
these properties now, because 1) the Partnership had entered into a
drought of sales due to COVID-19 pandemic and its cash reserve had
decreased to a risky level; 2) the management believes that real
estate market will enter into a bearish period due to COVID-19
pandemic, and the Partnership may not be able to liquidate those
properties at better prices in foreseeable future; 3) the
Partnership has other investments and investment opportunities that
are believed to be more promising than those liquidated properties;
and 4) the Partnership has formulated a business plan to capitalize
opportunities in a projected bearish real estate market, and it
needs cash to execute on its business plan.
Liquidation of these two properties will
reduce the Partnership’s net equity, which will be reflected in the
Partnership’s upcoming filings of financial reports.
The Partnership may be able to close a
few other transactions which will be profitable and will probably
offset a significant part of the net equity loss from these two
liquidations before the next financial statement will be
filed.
A Press Release was issued regarding
these two transactions, which has been furnished as Exhibit 15.2 to this Current
Report on Form 1-U.
SIGNATURES
Pursuant to the requirements of
Regulation A, the issuer has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly
authorized.
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UC Asset LP |
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(Exact name of issuer as specified in
its charter) |
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By: |
/s/ Greg Bankston |
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Name: |
Greg
Bankston, |
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Title: |
Managing
Member of General Partner |
Date 04/20/2020