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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/16/17 Comstock Holding Companies, Inc. 10-Q 9/30/17 77:4.2M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 319K
2: EX-10.61 Material Contract HTML 168K
3: EX-10.62 Material Contract HTML 32K
4: EX-10.63 Material Contract HTML 67K
5: EX-31.1 Certification -- §302 - SOA'02 HTML 27K
6: EX-31.2 Certification -- §302 - SOA'02 HTML 27K
7: EX-32.1 Certification -- §906 - SOA'02 HTML 24K
14: R1 Document and Entity Information HTML 47K
15: R2 Consolidated Balance Sheets HTML 107K
16: R3 Consolidated Balance Sheets (Parenthetical) HTML 52K
17: R4 Consolidated Statements of Operations HTML 85K
18: R5 Consolidated Statements of Cash Flows HTML 129K
19: R6 Organization and Basis of Presentation HTML 50K
20: R7 Real Estate Inventories HTML 30K
21: R8 Warranty Reserve HTML 33K
22: R9 Capitalized Interest and Real Estate Taxes HTML 37K
23: R10 Loss Per Share HTML 27K
24: R11 Segment Disclosures HTML 57K
25: R12 Income Tax HTML 29K
26: R13 Commitments and Contingencies HTML 30K
27: R14 Related Party Transactions HTML 44K
28: R15 Note Receivable HTML 29K
29: R16 Variable Interest Entity HTML 41K
30: R17 Unconsolidated Joint Venture HTML 36K
31: R18 Credit Facilities HTML 66K
32: R19 Fair Value Disclosures HTML 32K
33: R20 Restricted Stock, Stock Options and Other Stock HTML 35K
Plans
34: R21 Business Acquisition HTML 36K
35: R22 Subsequent Events HTML 28K
36: R23 Organization and Basis of Presentation (Policies) HTML 46K
37: R24 Real Estate Inventories (Tables) HTML 28K
38: R25 Warranty Reserve (Tables) HTML 32K
39: R26 Capitalized Interest and Real Estate Taxes HTML 35K
(Tables)
40: R27 Segment Disclosures (Tables) HTML 51K
41: R28 Related Party Transactions (Tables) HTML 27K
42: R29 Unconsolidated Joint Venture (Tables) HTML 33K
43: R30 Credit Facilities (Tables) HTML 44K
44: R31 Fair Value Disclosures (Tables) HTML 26K
45: R32 Restricted Stock, Stock Options and Other Stock HTML 32K
Plans (Tables)
46: R33 Business Acquisition (Tables) HTML 29K
47: R34 Organization and Basis of Presentation - HTML 30K
Additional Information (Detail)
48: R35 Real Estate Inventories - Summary of Real Estate HTML 29K
Held for Development and Sale (Detail)
49: R36 Warranty Reserve - Additional Information (Detail) HTML 26K
50: R37 Warranty Reserve - Summary of Warranty Reserve HTML 31K
Activity Included in Accounts Payable and Accrued
Liabilities within the consolidated balance sheets
(Detail)
51: R38 Capitalized Interest and Real Estate Taxes - HTML 35K
Summary of Interest Incurred and Capitalized and
Interest Expensed for Units Settled (Detail)
52: R39 Capitalized Interest and Real Estate Taxes - HTML 27K
Additional Information (Detail)
53: R40 Loss Per Share - Additional Information (Detail) HTML 32K
54: R41 Segment Disclosures - Additional Information HTML 30K
(Detail)
55: R42 Segment Disclosures - Segment Reporting HTML 49K
Information (Detail)
56: R43 Income Tax - Additional Information (Detail) HTML 43K
57: R44 Commitments and Contingencies - Additional HTML 33K
Information (Detail)
58: R45 Related Party Transactions - Future Minimum Lease HTML 29K
Payments (Detail)
59: R46 Related Party Transactions - Additional HTML 178K
Information (Detail)
60: R47 Note Receivable - Additional Information (Detail) HTML 40K
61: R48 Variable Interest Entity - Additional Information HTML 126K
(Detail)
62: R49 Unconsolidated Joint Venture - Additional HTML 32K
Information (Detail)
63: R50 Unconsolidated Joint Venture - Summarized HTML 38K
Financial Information for Unconsolidated Joint
Venture (Detail)
64: R51 Credit Facilities - Summary of Notes Payable HTML 56K
(Detail)
65: R52 Credit Facilities - Summary of Notes Payable HTML 30K
(Parenthetical) (Detail)
66: R53 Credit Facilities - Maturities and/or Curtailment HTML 38K
Obligations of All Borrowings (Detail)
67: R54 Credit Facilities - Additional Information HTML 186K
(Detail)
68: R55 Fair Value Disclosures - Summary of Carrying HTML 30K
Amount and Fair Value of Fixed and Floating Rate
Debt (Detail)
69: R56 Restricted Stock, Stock Options and Other Stock HTML 36K
Plans - Additional Information (Detail)
70: R57 Restricted Stock, Stock Options and Other Stock HTML 36K
Plans - Summary of Consolidated Balance Sheets and
Statements of Operations Line Items for
Stock-Based Compensation (Detail)
71: R58 Business Acquisition - Additional Information HTML 27K
(Detail)
72: R59 Business Acquisition - Summary of Provisional HTML 38K
Purchase Price Allocation (Detail)
73: R60 Business Acquisition - Summary of Provisional HTML 33K
Purchase Price Allocation (Parenthetical) (Detail)
74: R61 Subsequent Events - Additional Information HTML 51K
(Detail)
76: XML IDEA XML File -- Filing Summary XML 136K
75: EXCEL IDEA Workbook of Financial Reports XLSX 73K
8: EX-101.INS XBRL Instance -- chci-20170930 XML 1.03M
10: EX-101.CAL XBRL Calculations -- chci-20170930_cal XML 186K
11: EX-101.DEF XBRL Definitions -- chci-20170930_def XML 606K
12: EX-101.LAB XBRL Labels -- chci-20170930_lab XML 1.09M
13: EX-101.PRE XBRL Presentations -- chci-20170930_pre XML 820K
9: EX-101.SCH XBRL Schema -- chci-20170930 XSD 160K
77: ZIP XBRL Zipped Folder -- 0001193125-17-345713-xbrl Zip 134K
| EX-10.62 |
EXHIBIT 10.62
SECOND AMENDMENT TO OPERATING AGREEMENT OF
COMSTOCK INVESTORS X, L.C.
THIS SECOND AMENDMENT TO OPERATING AGREEMENT OF COMSTOCK INVESTORS X, L.C. (this “Amendment”) is made effective this day of September, 2017, by COMSTOCK HOLDING COMPANIES, INC. (“CHCI”), as the Class A Member and Manager, and Comstock Development Services, LC (“CDS”), as the Class B Member (or “Priority Member”).
W I T N E S S E T H
RECITALS:
R-1. CHCI and CDS entered into that certain Operating Agreement (“Operating Agreement”) for Comstock Investors X, L.C. (“Company”) dated August 15, 2016, as amended by the First Amendment to Operating Agreement of Comstock Investors X, L.C.;
R-2. The parties desire to amend certain portions of the Operating Agreement in accordance with the provisions herein.
NOW, THEREFORE, in consideration of the agreements herein contained, the parties hereby agree as follows:
1. Incorporation of Recitals and Exhibits. The Recitals set forth above are incorporated herein and made a part of this Amendment to the same extent as if set forth herein in full.
2. Defined Terms. The following definitions shall be amended or included as new definitions in Article I, Section 1.1 of the Operating Agreement:
“New Projects” shall mean Marwood East, consisting of real property originally approved for the development of up to 35 single family residential units located in Loudoun County, Virginia and Richmond Station, consisting of real property approved for the development of up to 54, sixteen foot wide townhome condominium lots and units, 104, twenty two foot wide townhome lots and up to eight retail or commercial units located in Manassas, Virginia.
“Project(s)” shall mean the residential real estate construction projects commonly known as: (i) Totten Mews, consisting of real property approved for construction of 35 single family attached residential townhouse units and five affordable dwelling units located on Sixth Street in Washington DC, NE; (ii) the Towns at 1333, consisting of real property approved for construction of 18 single family attached residential townhouse units located on Powhatan Street in Alexandria, Virginia; and (iii) the New Projects, or any other residential project as may be approved by the Requisite Members in their sole and absolute discretion.
“Project Entity” shall mean each of Powhatan, Sixth Street, Stone Ridge I, Stone Ridge II, and Richmond Station.
“Richmond Station” shall mean Richmond Station Ventures, L.C.
“Stone Ridge I” shall mean Comstock Stone Ridge, L.C.
“Stone Ridge II” shall mean Comstock Stone Ridge II, L.C.
“Total Capital Contribution” shall mean the aggregate amount of the Capital Contributions made to the Company up to but in no event to exceed $19,500,000.
All capitalized terms used herein shall have the same meanings given to them in the Operating Agreement, unless specific definitions for such terms are set forth herein.
3. Distributions. The following shall be inserted as the last sentence in Section 9.1 of the Operating Agreement:
Notwithstanding any other provision in this Section to the contrary, all Distributable Cash Flow of the Company from the New Projects shall be distributed as follows:
First, to the Priority Members in proportion to their respective Unpaid Priority Returns, until their respective Unpaid Priority Returns have been reduced to zero; and
Second, seventy percent (70%) to the Priority Members in proportion to their Unreturned Capital Contributions until their respective Unreturned Capital Contributions have been reduced to zero and thirty percent (30%) to the holders of Class A Units.
4. Representations of Comstock. Paragraph 14.3(a) of the Agreement shall be deleted in its entirety, and the following shall be inserted in lieu thereof:
Comstock has or will contribute to the Company 100% of the membership interests in the Project Entities and the Project Entities shall own the Projects.
5. Exhibit A-2. Exhibit A-2 of the Operating Agreement shall be deleted in its entirety and replaced with the revised Exhibit A-2 attached hereto and incorporated herein.
6. Recycled Capital: The Priority Member, in its sole and absolute discretion, is permitted, but is not required, to recycle Distributable Cash Flow back into the Company for the purposes of investment in any of the Projects from time to time.
7. Warrant Coverage. In conjunction with the Class B Member’s additional Capital Contribution of Five Million Dollars ($5,000,000), CHCI shall cause to be issued to the Class B Member a warrant agreement to purchase 50,000 shares of CHCI’s Class A common stock.
8. Ratified and Confirmed. The Operating Agreement, as amended by this Amendment, is hereby ratified and confirmed. To the extent of any inconsistency between this Amendment and the Operating Agreement, this Amendment will govern.
9. Governing Law. This Amendment shall be governed and construed in conformity with the laws of the Commonwealth of Virginia.
10. Counterparts. This Amendment may be executed in multiple counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed under seal as of the date above written.
| CHCI: | ||||||||
| WITNESS: | Comstock Holding Companies, Inc. | |||||||
| By: | ||||||||
| Name: | Christopher Conover, Chief Financial Officer | |||||||
| WITNESS: | Comstock Development Services, LC | |||||||
|
|
By: | |||||||
| Name: | Christopher Clemente, Manager | |||||||
EXHIBIT A-2
TO THE OPERATING AGREEMENT OF COMSTOCK INVESTORS X, L.C.
Total Class B Units ($50,000 per Unit)
| Capital Contribution |
Class B Percentage Interest |
Class B Units |
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 11/16/17 | |||
| For Period end: | 9/30/17 | NT 10-Q | ||
| 8/15/16 | 10-Q, 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/21/24 Comstock Holding Companies, Inc. 10-K 12/31/23 83:12M 2/07/24 Comstock Holding Companies, Inc. 10-K/A 12/31/22 80:6.6M 3/29/23 Comstock Holding Companies, Inc. 10-K 12/31/22 81:6.7M |