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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/15/22 Manufactured Housing Props Inc. 8-K:3,9 6/14/22 10:184K EdgarAgents LLC/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 29K 5: R1 Cover HTML 41K 8: XML IDEA XML File -- Filing Summary XML 11K 6: XML XBRL Instance -- ea161648-8k_manufactured_htm XML 14K 7: EXCEL IDEA Workbook of Financial Reports XLSX 6K 3: EX-101.LAB XBRL Labels -- mhpc-20220614_lab XML 96K 4: EX-101.PRE XBRL Presentations -- mhpc-20220614_pre XML 64K 2: EX-101.SCH XBRL Schema -- mhpc-20220614 XSD 12K 9: JSON XBRL Instance as JSON Data -- MetaLinks 25± 33K 10: ZIP XBRL Zipped Folder -- 0001213900-22-033021-xbrl Zip 12K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 15, 2022 ( i June 14, 2022)
| i Manufactured Housing Properties Inc. |
| (Exact name of registrant as specified in its charter) |
| i Nevada | i 000-51229 | i 51-0482104 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| i 136 Main Street, i Pineville, i North Carolina | i 28134 | |
| (Address of principal executive offices) | (Zip Code) |
| ( i 980) i 273-1702 |
| (Registrant’s telephone number, including area code) |
| (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:
| i ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| i ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| i ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| i ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act: None
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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. ☐
C:
Item 3.02 Unregistered Sales of Equity Securities
As previously reported, on June 11, 2021, the Company launched an offering (the “Offering”) of up to 47,000 shares of its Series C Cumulative Redeemable Preferred Stock (the “Series C Preferred Stock”) at a price of $1,000 per share, for maximum gross proceeds of $47 million.
The Offering is being conducted on a “best efforts” basis under Regulation A of Section 3(6) of the Securities Act of 1933, as amended (the “Securities Act”), for Tier 2 offerings, pursuant to the Company’s offering statement on Form 1-A, originally filed with the Securities and Exchange Commission (the “SEC”) on January 21, 2021, as amended (the “Offering Statement”), which was qualified by the SEC on June 11, 2021. The Offering will terminate at the earlier of: (1) the date on which the maximum amount of offered shares of Series C Preferred Stock has been sold, (2) June 11, 2023 or (3) the date on which the Offering is earlier terminated by the Company in its sole discretion.
Arete Wealth Management LLC (the “Dealer Manager”) is acting as the Company’s managing broker-dealer for the Offering. The Dealer Manager has made no commitment to purchase all or any part of the shares of Series C Preferred Stock being offered but has agreed to use its best efforts to sell such shares in the Offering. As partial compensation, the Company agreed to pay the Dealer Manager concurrently with each closing of the Offering a selling commission of 4.00% of the gross offering proceeds of such closing and a dealer manager fee of 2.75% of the gross offering proceeds of such closing.
As previously reported, the Company has completed multiple closings of the Offering, pursuant to which the Company sold an aggregate of 11,600 shares of Series C Preferred Stock for total gross proceeds of $11,597,017. After deducting the Dealer Manager’s fees, the Company received net proceeds of approximately $10,817,503.
On June 14, 2022, the Company completed an additional closing of the Offering, pursuant to which the Company sold an aggregate of 319 shares of Series C Preferred Stock for total gross proceeds of $319,000. After deducting the Dealer Manager’s fees, the Company received net proceeds of approximately $297,468.
Please see the Offering Statement for additional details regarding the Offering, including the terms of the Series C Preferred Stock being offered.
As noted above, the issuances of the Series C Preferred Stock were made in reliance upon an exemption from registration provided under Regulation A of Section 3(6) of the Securities Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
C:
C: 1
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.
| Date: June 15, 2022 | MANUFACTURED HOUSING PROPERTIES INC. | |
| By: | /s/ Raymond M. Gee | |
| Raymond M. Gee | ||
| Chief Executive Officer | ||
2
C:
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 6/11/23 | ||||
| Filed on: | 6/15/22 | DEF 14C | ||
| For Period end: | 6/14/22 | |||
| 6/11/21 | 1-A/A, CORRESP, QUALIF | |||
| 1/21/21 | 1-A | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 10/14/21 Manufactured Housing Props Inc. 8-K:3,9 7/15/21 12:667K EdgarAgents LLC/FA 6/11/21 Manufactured Housing Props Inc. 1-A/A 5:1.5M EdgarAgents LLC/FA 5/26/21 Manufactured Housing Props Inc. 1-A/A 6:2M EdgarAgents LLC/FA |