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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
Date of Report (Date of earliest event reported): August 26, 2021
TRANSCONTINENTAL REALTY INVESTORS, INC.
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(Exact Name of Registrant as Specified in its Charter)
Nevada | 001-09240 | 94-6565852 |
(State or other jurisdiction of incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) |
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1603 LBJ Freeway, Suite 800 Dallas, Texas | 75234 |
(Address of principal executive offices) | (Zip Code) |
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Registrant’s telephone number, including area code 469-522-4200
(Former name or former address, if changed since last report)
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:
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Title of Each Class | Trading Symbol | Name of Each Exchange on which Registered |
Common Stock, par value $0.01 | TCI | New York Stock Exchange |
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.
[ ]
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Section 8 - Other Events
Item 8.01. Other Events
On August 26, 2021, Transcontinental Realty Investors, Inc. (the “Company” or “TCI”) and its wholly-owned subsidiary, Southern Properties Capital Ltd. (“SPC”), completed the sale of 600 Las Colinas, a 512,173 square foot office building in Irving, Texas, for $74.5 million, resulting in a gain of approximately $32.3 million. The Company used the proceeds from the sale to pay off the $35.9 million mortgage note payable on the property and for general corporate purposes.
SPC has three series of nonconvertible bonds that are traded on the Tel Aviv Stock Exchange (“TASE”) and is therefore subject to the filing and listing requirements of the TASE, which includes, but is not limited to, issuing financial statements prepared in accordance with International Financial Reporting Standards. On August 29, 2021, pursuant to the rules and regulations of the TASE, SPC disclosed the sale of 600 Las Colinas in an Immediate Report, a copy of which has been translated into English and attached herein as Exhibit “99.3.”
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
The following exhibit is furnished with this Report:
Exhibit No. Description
_________________________
* Furnished herewith
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, hereunto duly authorized.
| Dated: August 27, 2021 | | |
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| | | TRANSCONTINENTAL REALTY INVESTORS, INC. |
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| | By: | /s/ Erik L. Johnson |
| | | Erik L. Johnson |
| | | Executive Vice President and |
| | | Chief Financial Officer |