Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of
1934
Date of Report (Date of earliest event reported): January 10, 2020
(November 14, 2019)
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Manufactured Housing Properties Inc.
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(Exact name of registrant as specified in its charter)
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Nevada
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000-51229
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51-0482104
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(State or other jurisdictionof incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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136 Main Street, Pineville, North Carolina
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28134
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(Address of principal executive offices)
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(Zip Code)
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(980) 273-1702
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(Registrant’s telephone number, including area
code)
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(Former name or former address, if changed since last
report)
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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:
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[ ]
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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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 or Rule 12b-2
of the Securities Exchange Act of 1934.
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. [
]
Securities
registered pursuant to Section 12(b) of the Act: None
EXPLANATORY NOTE
As previously reported, MHP Pursuits LLC, a wholly-owned subsidiary
of Manufactured Housing Properties Inc., a Nevada corporation (the
“Company”),
entered into a purchase agreement (the “Purchase
Agreement”) with CSC
Warner Robins, LLC, a Georgia limited liability company
(“CSC”), on August 5, 2019 for the asset purchase
of a manufactured housing community known as Spring Lake Mobile
Home Park (the “Property”)
for a total purchase price of $5.3 million. As previously reported,
closing of the Purchase Agreement was completed on November 14,
2019 and the Company’s newly formed wholly owned subsidiary,
Springlake MHP LLC, purchased the Property.
This Current Report on Form 8-K/A amends the original Form 8-K that
the Company filed on November 20, 2019 to include CSC’s
statement of revenues and certain expenses for the year ended
December 31, 2018 and nine months ended September 30, 2019
(unaudited) and the unaudited pro forma combined financial
information related to the acquisition required by Items 9.01(a)
and 9.01(b) of Form 8-K.
Item
9.01 Financial Statements and
Exhibits.
(a) Financial Statements of Business Acquired
The statement of revenues and certain expenses for CSC for the year
ended December 31, 2018 and nine months ended September 30, 2019
(unaudited) and the accompanying notes thereto is filed as Exhibit
99.1 attached hereto and is incorporated by reference
herein.
(b) Pro forma financial information
The unaudited pro forma consolidated financial statements giving
effect to the acquisition is filed as Exhibit 99.2 attached hereto
and is incorporated herein by reference.
(d) Exhibits
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Exhibit
No.
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Description of Exhibit
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Purchase and Sale
Agreement, dated August 5, 2019, between MHP Pursuits LLC and CSC
Warner Robins (incorporated by reference to Exhibit 10.1 to the
Current Report on Form 8-K filed on August 6, 2019)
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Loan
Agreement, dated November 14, 2019, between Springlake MHP LLC and
Suntrust Bank (incorporated by reference to Exhibit 10.2 to the
Current Report on Form 8-K filed on November 20, 2019)
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Promissory Note
issued by Springlake MHP LLC to Suntrust Bank on November 14, 2019
(incorporated by reference to Exhibit 10.3 to the Current Report on
Form 8-K filed on November 20, 2019)
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Statement
of Revenues and Certain Expenses
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Unaudited
Pro Forma Consolidated Financial Statements
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this current report to be signed on its
behalf by the undersigned hereunto duly authorized.
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Date: January 10, 2020
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MANUFACTURED HOUSING PROPERTIES INC.
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By:
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/s/ Raymond M. Gee
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Raymond
M. Gee
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Chief Executive Officer
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