UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1-U
CURRENT REPORT
Pursuant to Regulation A of the Securities Act of 1933
Date of Report (Date of earliest event reported): April 24, 2024
IROQUOIS VALLEY FARMLAND REIT, PBC
(Exact name of issuer as specified in its charter)
| Delaware | 82-0921424 |
| (State or other jurisdiction of incorporation) | (IRS Employer Identification No.) |
| 708 Church Street, Suite 212, Evanston, IL | 60201 |
| (Full mailing address of principal executive offices) | (ZIP Code) |
(847) 859-6645
(Issuer’s telephone number, including area code)
Title of each class of securities issued pursuant to Regulation A: Common Stock
Item 9. Other Events
Offering Supplement No. 5 Filed
On April 25, 2024, Iroquois Valley Farmland REIT, PBC (the “Company”) filed Supplement No. 5 to its Regulation A+ Offering Circular dated May 18, 2023 (“Offering Supplement No. 5”) on the SEC’s EDGAR system.
Offering Supplement No. 5 announces a number of matters, including but not limited to:
1) The new share price of common stock is now $110 effective May 1, 2024;
2) Information on how the Company determined the new share price; and
3) A summary of the Amended and Restated Stock Redemption Program.
2024 Stock Redemption Program
The Board of Directors has adopted an amended and restated Stock Redemption Program dated April 24, 2024 (the “Stock Redemption Program”). Among other changes, the new Stock Redemption Program allows for redemption periods to occur up to four times per year and allows for rolling redemption requests.
The foregoing is a summary of the Stock Redemption Program and is qualified in its entirety by reference to the full text of the Stock Redemption Program, which is attached hereto as Exhibit 9.1.
Sale of Promissory Notes
The Company sold certain unsecured promissory notes, including “Rooted in Regeneration” promissory notes, to investors pursuant to an exemption from registration provided under Section 4(a)(2) of the Securities Act of 1933, as amended. A copy of the form of promissory note is attached hereto as Exhibit 9.2.
Exhibits
9.1 Amended and Restated Stock Redemption Program, dated April 24, 2024
9.2 Form of “Rooted in Regeneration” Promissory Note
SIGNATURE
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.
| | IROQUOIS VALLEY FARMLAND REIT, PBC
| |
| | | |
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| | By: | /s/ Chris Zuehlsdorff | |
| | | Chris Zuehlsdorff | |
| | | Chief Executive Officer | |
| |
Date: April 25, 2024
