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.
Previously, on June 26, 2024, 900 Eighth, LP (the “Borrower”), an indirect majority-owned subsidiary of Belpointe PREP, LLC (the “Company”), entered into a certain Loan Agreement (the “Loan Agreement”) with KHRE SMA Funding, LLC (the “Lender”) for a fixed-rate loan of $10.0 million in principal amount (the “Loan”), secured by a 3.2-acre land assemblage located at 900 8th Avenue South, Nashville, Tennessee. The Loan bears interest at a rate of 9.50% per annum (the “Interest Rate”) and was due to mature on June 26, 2025 (the “Initial Maturity Date”). The Loan Agreement provides for two six-month extension options (each an “Extension Option”), subject to certain restrictions. The Loan was guaranteed by the Company pursuant to the terms of a Guaranty of Recourse Obligations and Debt Service and Carry Guaranty (the “Guaranty Agreements”).
On June 24, 2025, the Borrower entered into a letter agreement (the “Letter Agreement”) with the Lender exercising the first Extension Option under the terms of the Loan Agreement, extending the Initial Maturity Date to January 2, 2026 (the “Extended Maturity Date”). In connection with the Letter Agreement, the Company also entered into a consent and reaffirmation of the Guaranty Agreements. Other than the Extended Maturity Date, the terms of the Loan Agreement will remain unchanged during the extension period, including the Interest Rate.
The foregoing description of the Letter Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Letter Agreement, which the Company intends to file as an exhibit to its next applicable periodic report under the Securities Exchange Act of 1934, as amended.
Item 9.01 Exhibits
| Exhibit Number | Description | |
| 104 | Cover Page Interactive Data File (Embedded within the Inline XBRL document). |
SIGNATURES
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.
Dated: June 30, 2025
| BELPOINTE PREP, LLC | ||
| By: | /s/ Brandon E. Lacoff | |
| Brandon E. Lacoff | ||
| Chairman of the Board and Chief Executive Officer | ||