Item 1.01 Entry into a Material Definitive Agreement.
Agreement to Sell 110 Lots
On March 16, 2023, 150 CCM Black Oak Ltd. (the "Seller"), a Texas limited
partnership and an indirect, majority-owned subsidiary of Alset Inc. (the
"Company") entered into a Purchase and Sale Agreement (the "Purchase and Sale
Agreement") with Rausch Coleman Homes Houston, LLC, a Texas limited liability
company ("Rausch Coleman"). Pursuant to the terms of the Purchase and Sale
Agreement, the Seller has agreed to sell approximately 110 single-family
detached residential lots which comprise a section of a residential community in
the city of Magnolia, Texas, known as the "Lakes at Black Oak." The price of the
lots and certain community enhancement fees the Seller will be entitled to
receive are anticipated to equal an aggregate of $6,586,250.
The closing of the sale of these 110 lots depends on the satisfaction of certain
conditions set forth in the Purchase and Sale Agreement. There can be no
assurance that such closings will be completed on the terms outlined herein or
at all. Commencing on March 16, 2023, Rausch Coleman has a thirty (30) day
inspection period in which to inspect the properties and determine their
suitability; during such inspection period, Rausch Coleman may decline to
proceed with the closing of these transactions.
The Seller shall be required to complete certain improvements at the property at
the Seller's cost prior to the closing.
Agreement to Sell 189 Lots
On March 17, 2023, the Seller entered into a Contract of Sale (the "Contract of
Sale") with Davidson Homes, LLC, an Alabama limited liability company ("Davidson
Homes"). Pursuant to the terms of the Contract of Sale, the Seller has agreed to
sell approximately 189 single-family detached residential lots which comprise an
additional section of the Lakes at Black Oak. The price of the lots and certain
community enhancement fees the Seller will be entitled to receive are
anticipated to equal an aggregate of $10,022,500.
The closing of the transactions described in the Contract of Sale depends on the
satisfaction of certain conditions set forth therein. There can be no assurance
that such closings will be completed on the terms outlined herein or at all.
Davidson Homes has agreed to purchase the lots in stages, which comprise an
initial closing of 94 lots, the remaining lots to be purchase on or before
December 29, 2023. Commencing on March 17, 2023, Davidson Homes has a thirty
(30) day inspection period in which to inspect the properties and determine
their suitability; during such inspection period, Davidson Homes may decline to
proceed with the closing of these transactions.
The Seller shall be required to complete certain improvements at the property at
the Seller's cost prior to the closing.
The Seller is an indirect subsidiary of our 85.4%-owned subsidiary Alset
International Limited. The Purchase and Sale Agreement and Contract of Sale to
develop and sell lots for single family homes are part of our multi-pronged
strategic approach to managing our real estate business. In addition to
developing and selling lots, the Company retains other properties for future
projects.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
10.1(1)(2) Purchase and Sale Agreement, dated March 16, 2023, between 150 CCM
Black Oak, LTD and Rausch Coleman Homes Houston, LLC.
10.2(1)(2) Contract of Sale, dated March 17, 2023, between 150 CCM Black Oak,
LTD and Davidson Homes, LLC.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
(1) Certain of the exhibits and schedules to this Exhibit have been omitted in
accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish
a copy of all omitted exhibits and schedules to the SEC upon its request.
(2) Portions of this exhibit (indicated by asterisks) have been omitted under
rules of the SEC permitting the confidential treatment of select information.
The Registrant agrees to furnish a copy of all omitted information to the SEC
upon its request.
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