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 24, 2009
DVL, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-8356 13-2892858
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
70 East 55th Street, 7th Floor, New York, NY 10022
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 350-9900
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(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 240.13a-4(c))
Item 1.01 Entry into a Material Definitive Agreement
DVL Mortgage Holdings, LLC ("DVL Holdings"), a wholly-owned subsidiary of
DVL, Inc. (the "Company"), entered into a Loan Agreement, effective April 24,
2009 (the "Agreement") with Harleysville National Bank and Trust Company
("Harleysville Bank"), pursuant to which the Company borrowed an aggregate
principal amount of $2,200,000 (the "Principal Amount") evidenced by a Term Note
(the "Note"). DVL Holdings used a portion of the Principal Amount to repay the
outstanding borrowings under the Prior Loan Agreement (as defined below). The
Principal Amount outstanding under the Note bears interest at an annual rate of
LIBOR plus 4% with interest payable monthly and the loan self amortizes with a
portion of the principal payable monthly through February 1, 2014 (the "Maturity
Date") in the amounts as specified in the Note. The Principal Amount of the Note
may be prepaid without penalty. The Agreement and the Note contain customary
terms and provisions, including default provisions.
Pursuant to the Agreement, the repayment of the Note is secured by certain
collateral assignments from DVL Holdings to Harleysville Bank with respect to
mortgage notes and mortgages held by DVL Holdings with respect to mortgage
financings provided to affiliated limited partnerships. Additionally, the
Company guaranteed the obligations of DVL Holdings under the Agreement, the Note
and related loan documents.
Item 1.02 Termination of a Material Definitive Agreement
On April 24, 2009, borrowings under the Agreement were used to repay all
outstanding borrowings and obligations of DVL Holdings under the Loan Agreement,
dated December 28, 2004 (and subsequently recast in January 2009) (the "Prior
Loan Agreement"), between DVL Holdings and Harleysville Bank for an aggregate
principal amount of $1.4 million. All outstanding principal together with
accrued and unpaid interest under the Prior Loan Agreement was $1,204,000. The
Prior Loan was to become due on April 30, 2009, however, in connection with the
repayment described above, the Prior Loan Agreement and related loan documents
were terminated on April 24, 2009.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information contained in Item 1.01 is incorporated herein by
reference.
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DVL, INC.
By: /s/ Henry Swain
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Name: Henry Swain
Title: Executive Vice President
and Chief Financial Officer
Date: April 30, 2009