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):April 11, 2017
HARTMAN vREIT XXI, INC.
(Exact name of registrant as specified in its charter)
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Maryland | | 333-207711 | | 38-3978914 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
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2909 Hillcroft, Suite 420, Houston, Texas | | 77057 |
(Address of principal executive offices) | | (Zip Code) |
Registrant's telephone number, including area code:(713) 467-2222
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.):
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| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
Joint Venture Investment
On April 11, 2017, Hartman vREIT XXI, Inc. (the “Company”) entered into a membership interest purchase agreement with Hartman XX Limited Partnership (“Hartman XX LP”), the operating partnership of Hartman Short Term Income Properties XX, Inc., an affiliate of the Company.
Pursuant to the terms of a membership interest purchase agreement between the Company and Hartman XX LP, the Company may acquire up to $10,000,000 of the membership interest of Hartman XX LP in Hartman Three Forest Plaza, LLC (“Three Forest Plaza LLC”).
On April 11, 2017, the Company acquired 160,000 membership units for $1,600,000 representing a 4.48745% interest in Three Forest Plaza LLC. The Company paid for the membership units acquired with proceeds from the Company’s public offering.
The material items of the joint venture agreement regarding described herein are qualified in their entirety by the agreement attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
On December 22, 2016, Hartman XX LP through, a wholly-owned subsidiary, Three Forest Plaza LLC, acquired a fee simple interest in a 19-story suburban office building comprising approximately 366,549 square feet and located in Dallas, Texas. The property is commonly referred to as Three Forest Plaza.
Three Forest Plaza was built in 1983. As of March 31, 2017, Three Forest Plaza was 76% occupied by 42 tenants, including three roof-top tenants.
Three Forest Plaza was acquired by Three Forest Plaza LLC from Massachusetts Mutual Life Insurance Company for a purchase price, as amended, of $35,655,000, exclusive of closing costs. Three Forest Plaza LLC financed the payment of the purchase price for the Three Forest Plaza property with proceeds from the public offering of Hartman Short Term Income Properties XX, Inc. and mortgage loan proceeds from a bank.
An acquisition fee of approximately $891,375 was earned by Hartman Advisors LLC, our affiliated external advisor, in connection with the purchase of Three Forest Plaza.
One tenant currently occupies more than 10% of Three Forest Plaza. Weaver and Tidwell, LLP occupies approximately 51,947 square feet or 22.9% of the rentable square feet at the Three Forest Plaza property. Together with Weaver and Tidwell, LLP, QRX Medical Management, Huselton, Morgan & Maultsby, PC, US Oncology, Inc. and Beaird Harris & Co., PC, occupy approximately 126,184 square feet or 49.4% of the rentable square feet of the Three Forest Plaza property. The following table sets forth additional information regarding the five largest tenants of Three Forest Plaza as of March 31, 2017:
