Purchasers get 1.59 million shares in addition to membership interests
By Angela McDaniels
Tacoma, Wash., May 18 – Comstock Growth Fund, LC received subscriptions for $16.18 million of membership interests in a private placement, according to an 8-K filing with the Securities and Exchange Commission.
Comstock Growth Fund offered up to $25 million of membership interests. Proceeds will be used to make a three-year loan to Comstock Holding Cos., Inc. at Libor plus 975 basis points with a 10% floor. Comstock Holding will in turn use the loan proceeds to refinance all or a portion of its prior private placements and project mezzanine loans, to capitalize its expansion plans and for general corporate purposes.
Comstock Development Services, LC, which is wholly owned by Comstock Holding chief executive officer Christopher Clemente, purchased $10 million in the placement.
Purchasers received 16,000 shares of Comstock Holding class A common stock for each $100,000 of interests purchased. The exception is Comstock Development Services, which received 6,000 class A shares for each $100,000 of interests purchased. In total, the purchasers received 1.59 million shares.
The issuance by Comstock Holding of the shares to the purchasers is in lieu of Comstock Growth Fund exercising Comstock Holding’s option to repurchase shares of class A common stock and class B common Stock from the company’s former chief operating officer.
Comstock Holding is Reston, Va.-based real estate development and services company. Comstock Growth Fund was created by Comstock Holding for the purposes of the private placement.
Issuer: | Comstock Growth Fund, LC
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Issue: | Membership interests and class A shares of Comstock Holding Cos., Inc.
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Amount: | $16,175,000
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Shares: | 1,588,000
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Ratio: | 6,000 shares per $100,000 of membership interests purchased for Comstock Development Services; 16,000 shares per $100,000 of membership interests purchased for other investors
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Investor: | Comstock Development Services, LC (for $10 million)
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Settlement date: | May 12
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Stock symbol: | Nasdaq: CHCI
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Stock price: | $0.59 at close May 11
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Market capitalization: | $11.1 million
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