REVEN HOUSING REIT, INC. FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Unregistered Sale of Equity Securities, Financial Statements and Exhibits
(Edgar Glimpses Via Acquire Media NewsEdge) Item 1.01 Entry into a Material Definitive Agreement
On May 15, 2014, the Board of Directors of Reven Housing REIT, Inc. (the
"Company") approved a new form of indemnification agreement and the Company
entered into such agreement with each of its directors and executive officers on
May 16, 2014. These agreements provide, among other things, for the
indemnification and advance of expenses by the Company in connection with
claims, suits or proceedings on account of the indemnitee's service to the
Company as a director or executive officer to the maximum extent permitted by
Maryland law. The indemnification agreements supersede the respective
indemnification agreements previously entered into by the Company and its
directors and executive officers prior to the Company's conversion to a Maryland
corporation when it was a Colorado corporation. Each agreement terminates on the
later of the date that indemnitee ceases to serve as a director, officer,
employee or agent of the Company or the date that indemnitee is no longer
subject to any actual or possible proceeding.
The foregoing description of the indemnification agreements does not purport to
be complete and is qualified in its entirety by reference to the full text of
the form of indemnification agreement, which is attached to this Current Report
on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.
Item 3.02 Unregistered Sales of Equity Securities
On May 16, 2014, the Company completed the closing for $5,900,000 of a follow-on
private placement of the Company's common stock at a purchase price of $0.20 per
share with an accredited investor. This closing is the final tranche of the
Company's follow-on private placement with the same accredited investor that
invested $2,700,000 in the first tranche at the same purchase price per share on
April 4, 2014, for a total investment of $8,600,000. The April 2014 closing was
previously reported in our Form 8-K filed on April 9, 2014. The shares were
issued pursuant to the exemption from registration provided by Section 4(a)(2)
of the Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is filed with this report:
Exhibit 10.1 Form of Indemnification Agreement between Reven Housing REIT, Inc.
and each of its directors and executive officers.
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