BHM 8-K
Bluerock Homes Trust, Inc. (BHM)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| ITEM 1.01 | ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT |
The information set forth in Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.
| ITEM 2.03 | CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT |
On August 27, 2026, Bluerock Homes Trust, Inc. (the “Company”), through a subsidiary of Bluerock Residential Holdings, L.P., its operating partnership, provided a secured loan in the principal amount of $33,088,000 (the “Loan”) to BR HPE ZC Investment Co, LLC (the “Depositor”), a wholly owned subsidiary of BAM RK DST Investor, LLC, which is a wholly owned subsidiary of Bluerock Asset Management, LLC (“BAM”), an affiliate of the Company's external manager.
The proceeds of the Loan were used to fund a portion of the Depositor's acquisition of the Class II Interests of BR HPE Zero Coupon, DST (the “Trust”), a Delaware Statutory Trust managed by BR HPE CTL DST Manager, LLC (the “DST Manager”), a wholly owned indirect subsidiary of Bluerock Enterprise Holdings, LP, an affiliate of the Company's external manager. Through a sale-leaseback transaction, the Trust acquired a 340,496 square foot, 8-story Class A office and lab facility located in Northern California (the “Property”), for a purchase price of $330,777,000 pursuant to a 20.5-year bondable true lease guaranteed by an investment-grade technology company (the “Transaction”).
The Trust financed the Transaction primarily with a $309,980,618 senior, zero net cash flow credit tenant lease facility (the “Senior A-1 Note”) bearing a fixed coupon of 6.54%. The remaining capitalization of the Transaction was funded by the Loan and common equity contributed by BAM of approximately $6,538,805.
The Loan bears a fixed coupon of 13.0% per annum, with a 36-month term and is secured by a pledge of the Depositor’s interest in the Class II Interests of the Trust. The Loan is structured to be repaid by the proceeds of the syndication of the Class I Interests of the Trust through a private placement of such interests.
In connection with the Senior A-1 Note, the Company provided a non-recourse carveout guaranty and a hazardous materials indemnity agreement (collectively, the “NRCO Guaranty”). The NRCO Guaranty contains customary non-recourse carveout provisions pursuant to which the Company may become liable for losses arising from certain “bad acts”, including, among other things, fraud, misrepresentation, misapplication of funds, voluntary bankruptcy filings, taking prohibited actions with respect to the tenant or the lease and violations of certain transfer and encumbrance restrictions, as well as environmental issues. In consideration of providing the NRCO Guaranty, the Company will earn a non-recourse carveout guarantor fee of $125,000 per annum (the “NRCO Guarantor Fee”) for each year the NRCO Guaranty remains in effect, up to a maximum aggregate amount of $625,000. In connection with the NRCO Guaranty, the DST Manager has agreed to indemnify the Company for any losses incurred under the NRCO Guaranty that result from the willful misconduct or gross negligence of the DST Manager. Further, the lease provides for indemnification with respect to certain environmental matters that may occur during the lease term.
The Loan and the NRCO Guaranty were approved by the Audit Committee of the Company's Board of Directors, consisting solely of independent directors, in accordance with the Company's related party transaction approval policies.
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.
| BLUEROCK HOMES TRUST, INC. | |||
| Date: | September 2, 2026 | By: | /s/ Christopher J. Vohs |
| Christopher J. Vohs | |||
| Chief Financial Officer and Treasurer | |||