1-U 1 ea152250-1u_landaapp2llc.htm CURRENT REPORT PURSUANT TO REGULATION A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 1-U

 

CURRENT REPORT PURSUANT TO REGULATION A

 

Date of Report (Date of earliest event reported): December 8, 2021

 

LANDA APP 2 LLC

(Exact name of issuer as specified in its charter)

 

Delaware   87-1767314
(State or other jurisdiction of
incorporation or organization)

 

 

 (I.R.S. Employer
Identification No.)

 

6 W. 18th Street

New York, NY 10011 

 

(Full mailing address of principal executive offices)

 

646-905-0931

(Issuer’s telephone number, including area code)

 

Membership Interests:

 

Landa Series 2174 Scarbrough Road Stone Mountain GA LLC

  

Landa Series 3192 Lake Monroe Road Douglasville GA LLC

Landa Series 153 Spring Valley Stockbridge GA LLC

  

Landa Series 45 Robertford Drive Covington GA LLC

Landa Series 126 Wildwood Road Stockbridge GA LLC

  

Landa Series 303 Kellys Walk Locust Grove GA LLC

Landa Series 137 Spring Valley Circle Stockbridge GA LLC

  

Landa Series 4085 Springvale Way McDonough GA LLC

 

(Title of each class of securities issued pursuant to Regulation A)

 

 

 

 

 

 

Item 1. Fundamental Changes

 

Refinance Note

 

As previously disclosed in the Landa App 2 LLC (the “Company”) Offering Statement filed with the Securities and Exchange Commission on December 3, 2021, each of the following series (each a “Series,” and collectively the “Series”) of the Company issued a commercial promissory note to LendingOne, LLC (the “Lender”) on the terms set forth in the table below (each a “Refinance Note” and collectively, the “Refinance Notes”) and the amounts outstanding under the Series’ existing promissory notes issued to Landa Holdings, Inc., the Company’s Manager, were reduced by the respective principal amounts of the Refinance Notes. Each Refinance Note is an unsecured obligation of the applicable Series.

 

Each Refinance Note is secured by the Property (as defined below) underlying the respective Series. Each Refinance Note requires payments of interest only for the term of such note, with the principal balance due upon maturity. Failure to make interest payments under a Refinance Note when due would constitute an event of default under the Refinance Note, permitting LendingOne to require the immediate payment of all amounts outstanding under the Refinance Note, and if the Series is unable to pay all such amounts, LendingOne would be entitled to foreclose on the applicable Property and force its sale to recover all such unpaid amounts. In addition, each Refinance Note provides that if a Series is more than 30 days late in making any regular monthly interest payment or otherwise in default under such Refinance Note, all amounts outstanding under such Refinance Note will accrue interest at a rate of 4.8% per annum. Each Refinance Note also permits the Series to prepay and discharge the amounts outstanding under such notes subject to specified prepayment premium.

 

Series  Principal
Amount of Note		   Annual
Interest
Rate		   Issuance
Date		  Maturity
Date
Landa App 2 LLC - 2174 Scarbrough Road Stone Mountain GA LLC  $122,250    4.80%  December 9, 2021  *
Landa App 2 LLC - 153 Spring Valley Circle Stockbridge GA LLC  $116,250    4.80%  December 9, 2021  *
Landa App 2 LLC - 126 Wildwood Road Stockbridge GA LLC  $116,250    4.80%  December 9, 2021  *
Landa App 2 LLC - 137 Spring Valley Circle Stockbridge GA LLC  $122,500    4.80%  December 9, 2021  *
Landa App 2 LLC - 3192 Lake Monroe Road Douglasville GA LLC  $108,750    4.80%  December 9, 2021  *
Landa App 2 LLC - 45 Robertford Drive Covington GA LLC  $180,750    4.80%  December 9, 2021  *
Landa App 2 LLC - 303 Kellys Walk Locust Grove GA LLC  $132,080    4.80%  December 9, 2021  *
Landa App 2 LLC - 4085 Springvale Way McDonough GA LLC  $157,500    4.80%  December 9, 2021  *

 

*This Refinance Note shall mature on the earlier of (i) January 1, 2027, and (ii) the date on which the unpaid principal balance of this Refinance Note becomes due and payable by acceleration or otherwise or the exercise by LendingOne of any right or remedy under the Refinance Note and/or any other document or agreement entered into in connection with the Refinance Note.

 

The foregoing is a summary of the terms of the Refinance Notes and does not purport to be a complete description of such terms. This summary is qualified in its entirety by reference to the Refinance Notes, copies of which are filed as Exhibits 6.1, 6.2, 6.3, 6.4, 6.5, 6.6, 6.7, and 6.8 to this report.

 

In connection with the Refinance Notes, each Series also entered into customary commercial security agreements, including a mortgage and security agreement, assignment of leases and rents, and pledge instrument by the Series against the Property in favor of LendingOne.

 

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Item 9. Other Events

 

Transfer of Title

 

On December 8, 2021, Landa Properties LLC ("Landa Properties”) transferred title (the “Transfer’) to the following properties (“Properties”) to the applicable Series, as set forth in the table below. In connection with the Transfer, Landa Properties also assigned the applicable lease agreement for each of the Properties underlying the Series to the applicable Series.  

 

Series   Property

Landa App 2 LLC - 2174 Scarbrough Road Stone Mountain GA LLC 

  

2174 Scarbrough Road, Stone Mountain, GA, 30088

Landa App 2 LLC - 153 Spring Valley Circle Stockbridge GA LLC 

  

153 Spring Valley Cir, Stockbridge, GA, 30281 

Landa App 2 LLC - 126 Wildwood Road Stockbridge GA LLC 

  

126 Wildwood Road, Stockbridge, GA, 30281 

Landa App 2 LLC - 137 Spring Valley Circle Stockbridge GA LLC 

  

137 Spring Valley Cir, Stockbridge, GA, 30281 

Landa App 2 LLC - 3192 Lake Monroe Road Douglasville GA LLC 

  

3192 Lake Monroe Road, Douglasville, GA, 30135 

Landa App 2 LLC - 45 Robertford Drive Covington GA LLC 

  

45 Robertford Drive, Covington, GA, 30016 

Landa App 2 LLC - 303 Kellys Walk Locust Grove GA LLC 

  

303 Kellys Walk, Locust Grove, GA, 30248

Landa App 2 LLC - 4085 Springvale Way McDonough GA LLC 

  

4085 Springvale Way, McDonough, GA, 30252

 

 

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EXHIBITS

 

The following exhibits are filed herewith:

 

Exhibit No.   Description
6.1   Commercial Promissory Note, dated December 8, 2021, by and between LendingOne, LLC and  Landa App 2 LLC - 2174 Scarbrough Road Stone Mountain GA LLC
6.2   Commercial Promissory Note, dated December 8, 2021, by and between LendingOne, LLC and  Landa App 2 LLC - 153 Spring Valley Circle Stockbridge GA LLC
6.3   Commercial Promissory Note, dated December 8, 2021, by and between LendingOne, LLC and  Landa App 2 LLC - 126 Wildwood Road Stockbridge GA LLC
6.4   Commercial Promissory Note, dated December 8, 2021, by and between LendingOne, LLC and  Landa App 2 LLC - 137 Spring Valley Circle Stockbridge GA LLC
6.5   Commercial Promissory Note, dated December 8, 2021, by and between LendingOne, LLC and  Landa App 2 LLC - 3192 Lake Monroe Road Douglasville GA LLC
6.6   Commercial Promissory Note, dated December 8, 2021, by and between LendingOne, LLC and  Landa App 2 LLC - 45 Robertford Drive Covington GA LLC
6.7   Commercial Promissory Note, dated December 8, 2021, by and between LendingOne, LLC and  Landa App 2 LLC - 303 Kellys Walk Locust Grove GA LLC
6.8   Commercial Promissory Note, dated December 8, 2021, by and between LendingOne, LLC and  Landa App 2 LLC - 4085 Springvale Way McDonough GA LLC

 

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SIGNATURE

 

Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: December 14, 2021  
  LANDA APP 2 LLC
  By: Landa Holdings, Inc.,
  its Manager

 

  By: /s/ Yishai Cohen
  Name: Yishai Cohen
  Title: Chairman, Chief Executive Officer, and President

 

 

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