1-U 1 ea161208-1u_landaapp.htm CURRENT REPORT

 

 

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): May 31, 2022

 

Landa App LLC

(Exact name of issuer as specified in its charter)

 

Delaware   85-1099443
(State or other jurisdiction of
incorporation or organization)		   (I.R.S. Employer
Identification No.)

 

6 W. 18th Street

New York, NY 10011

(Address of principal executive offices)

 

646-905-0931

(Issuer’s telephone number, including area code)

 

Membership Interests:
 
Landa App LLC - 1394 Oakview Circle Forest Park GA LLC   Landa App LLC - 7349 Exeter Court Riverdale GA LLC
Landa App LLC - 1701 Summerwoods Lane Griffin GA LLC   Landa App LLC – 8645 Embrey Drive Jonesboro GA LLC
Landa App LLC - 1741 Park Lane Griffin GA LLC   Landa App LLC - 8780 Churchill Place Jonesboro GA LLC
Landa App LLC - 1703 Summerwoods Lane Griffin GA LLC   Landa App LLC - 8796 Parliament Place Jonesboro GA LLC
Landa App LLC – 1712 Summerwoods Lane Griffin GA LLC   Landa App LLC - 8641 Ashley Way Douglasville GA LLC
Landa App LLC - 1743 Summerwoods Lane Griffin GA LLC   Landa App LLC - 8651 Ashley Way Douglasville GA LLC
Landa App LLC - 1750 Summerwoods Lane Griffin GA LLC   Landa App LLC - 8652 Ashley Way Douglasville GA LLC
Landa App LLC - 4267 High Park Lane East Point GA LLC   Landa App LLC - 8653 Ashley Way Douglasville GA LLC
Landa App LLC - 4474 Highwood Park Drive East Point GA LLC   Landa App LLC - 8654 Ashley Way Douglasville GA LLC
Landa App LLC - 8569 Creekwood Way Jonesboro GA LLC   Landa App LLC - 8655 Ashley Way Douglasville GA LLC
Landa App LLC - 9439 Lakeview Road Union City GA LLC   Landa App LLC - 8659 Ashley Way Douglasville GA LLC
Landa App LLC - 10167 Port Royal Court Jonesboro GA LLC   Landa App LLC - 8662 Ashley Way Douglasville GA LLC
Landa App LLC - 1246 Elgin Way Riverdale GA LLC   Landa App LLC - 8668 Ashley Way Douglasville GA LLC
Landa App LLC - 1910 Grove Way Hampton GA LLC   Landa App LLC - 8670 Ashley Way Douglasville GA LLC
Landa App LLC - 593 Country Lane Jonesboro GA LLC   Landa App LLC - 8674 Ashley Way Douglasville GA LLC
Landa App LLC - 6436 Stone Terrace Morrow GA LLC   Landa App LLC - 8675 Ashley Way Douglasville GA LLC
Landa App LLC - 6440 Woodstone Terrace Morrow GA LLC   Landa App LLC - 8677 Ashley Way Douglasville GA LLC
Landa App LLC - 6848 Sandy Creek Drive Riverdale GA LLC   Landa App LLC - 8678 Ashley Way Douglasville GA LLC
Landa App LLC - 687 Utoy Court Jonesboro GA LLC   Landa App LLC - 8679 Ashley Way Douglasville GA LLC
Landa App LLC - 729 Winter Lane Jonesboro GA LLC   Landa App LLC - 8683 Ashley Way Douglasville GA LLC

 

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

 

 

 

 

 

 

Item 1. Fundamental Changes

 

The following updates certain information provided in the Master Series Table found in the offering circular (the “Offering Circular”) of Landa App LLC (the “Company”) filed January 7, 2022 regarding the properties set forth below (the “Properties” and each a “Property”).

 

New Lease Agreements and Renewals

 

The following lease agreements (each, a “Lease Agreement”) were either renewed or entered into with a tenant on the terms set forth in the table below.

 

Series  Address  Lease
Commencement
Date		  Monthly Rental
Income (1)		   Lease
Expiration
Date (2)
Landa App LLC - 1743 Summerwoods Lane Griffin GA LLC  1743 Summerwoods Lane, Griffin, GA 30224  June 1, 2022  $1,200   May 31, 2023
Landa App LLC - 1750 Summerwoods Lane Griffin GA LLC  1750 Summerwoods Lane, Griffin, GA 30224  June 1, 2022  $1,170   May 31, 2023
Landa App LLC - 8641 Ashley Way Douglasville GA LLC  8641 Ashley Way, Douglasville, GA 30134
  June 1, 2022  $1,100   May 31, 2023
Landa App LLC - 8653 Ashley Way Douglasville GA LLC  8653 Ashley Way, Douglasville, GA 30134
  June 1, 2022  $1,100   May 31, 2023

 

(1)The Monthly Rental Income reflects the monthly rental payment set forth in the Lease Agreement.

 

(2)After the Lease Expiration Date, the Lease Agreement will become a month-to-month lease, unless the tenant provides written notice at least thirty (30) days prior to the Lease Expiration Date of an intention to terminate the Lease Agreement.

 

The foregoing is a summary of the terms of the applicable Lease Agreement for the Property set forth in the table above and does not purport to be a complete description of such terms. This summary is qualified in its entirety by reference to the applicable Lease Agreement, a form of which is filed as Exhibit 6.1 to this report.

 

Property Vacancies; Lease Non-Renewals

 

Landa App LLC - 8652 Ashley Way Douglasville GA LLC

 

The Lease Agreement for the Property located at 8652 Ashley Way, Douglasville, GA 30134, expired and is currently unoccupied. As of the date of this report, the Manager has not identified a new tenant to enter into a Lease Agreement for this Property. This Property will not earn any income and the Manager will not earn its Management Fee until the Manager enters into a new Lease Agreement with a tenant for this Property.

 

Landa App LLC - 8659 Ashley Way Douglasville GA LLC

 

The Lease Agreement for the Property located at 8659 Ashley Way, Douglasville, GA 30134, expired and is currently unoccupied. As of the date of this report, the Manager has not identified a new tenant to enter into a Lease Agreement for this Property. This Property will not earn any income and the Manager will not earn its Management Fee until the Manager enters into a new Lease Agreement with a tenant for this Property.

 

Landa App LLC - 8675 Ashley Way Douglasville GA LLC

 

The Lease Agreement for the Property located at 8675 Ashley Way, Douglasville, GA 30134, expired and is currently unoccupied. As of the date of this report, the Manager has not identified a new tenant to enter into a Lease Agreement for this Property. This Property will not earn any income and the Manager will not earn its Management Fee until the Manager enters into a new Lease Agreement with a tenant for this Property.

 

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Item 9. Other Events

 

Distribution Declaration

 

Between June 1, 2022 and June 6, 2022, Landa Holdings, Inc. (the “Manager”), as manager to each of the following series (each a “Series” and collectively the “Series”) of the Company, declared and paid a cash distribution (the “Distribution”) for such Series for the month of May 2022 (the “Distribution Period”), in the amount set forth in the table below.

 

For membership interests (“Shares”) purchased during the Distribution Period, holders of Shares in each Series will be eligible to receive distributions (rounded) calculated on a pro-rata basis, based on the number of days in the applicable Distribution Period that such holder owned such Shares. 

 

Series  Cash
Available for Distribution($)		   Distribution
per Share($)(1)		 
Landa App LLC - 1394 Oakview Circle Forest Park GA LLC   370.21    0.037021 
Landa App LLC - 1703 Summerwoods Lane Griffin GA LLC   304.20    0.03042 
Landa App LLC – 1712 Summerwoods Lane Griffin GA LLC   278.82    0.027882 
Landa App LLC - 1743 Summerwoods Lane Griffin GA LLC   269.32    0.026932 
Landa App LLC - 1750 Summerwoods Lane Griffin GA LLC   179.42    0.017942 
Landa App LLC - 4267 High Park Lane East Point GA LLC(4)   349.46    0.034946 
Landa App LLC - 4474 Highwood Park Drive East Point GA LLC(2)   -    - 
Landa App LLC - 8569 Creekwood Way Jonesboro GA LLC(4)   273.40    0.02734 
Landa App LLC - 9439 Lakeview Road Union City GA LLC   215.99    0.021599 
Landa App LLC - 10167 Port Royal Court Jonesboro GA LLC   396.00    0.0396 
Landa App LLC - 1246 Elgin Way Riverdale GA LLC   442.19    0.044219 
Landa App LLC - 1910 Grove Way Hampton GA LLC(3)   -    - 
Landa App LLC - 593 Country Lane Jonesboro GA LLC   355.07    0.035507 
Landa App LLC - 6436 Stone Terrace Morrow GA LLC   343.23    0.034323 
Landa App LLC - 6440 Woodstone Terrace Morrow GA LLC   381.87    0.038187 
Landa App LLC - 6848 Sandy Creek Drive Riverdale GA LLC   724.87    0.072487 
Landa App LLC - 687 Utoy Court Jonesboro GA LLC   361.22    0.036122 
Landa App LLC - 729 Winter Lane Jonesboro GA LLC(3)   -    - 
Landa App LLC - 7349 Exeter Court Riverdale GA LLC   520.36    0.052036 
Landa App LLC – 8645 Embrey Drive Jonesboro GA LLC   439.82    0.043982 
Landa App LLC - 8780 Churchill Place Jonesboro GA LLC   84.08    0.008408 
Landa App LLC - 8796 Parliament Place Jonesboro GA LLC   414.59    0.041459 
Landa App LLC - 8641 Ashley Way Douglasville GA LLC   214.96    0.021496 
Landa App LLC - 8651 Ashley Way Douglasville GA LLC   456.05    0.045605 
Landa App LLC - 8652 Ashley Way Douglasville GA LLC   268.37    0.026837 
Landa App LLC - 8653 Ashley Way Douglasville GA LLC   301.53    0.030153 

 

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Series  Cash
Available for Distribution($)		   Distribution
per Share($)(1)		 
Landa App LLC - 8654 Ashley Way Douglasville GA LLC   327.64    0.032764 
Landa App LLC - 8655 Ashley Way Douglasville GA LLC   320.85    0.032085 
Landa App LLC - 8659 Ashley Way Douglasville GA LLC   281.37    0.028137 
Landa App LLC - 8662 Ashley Way Douglasville GA LLC   329.99    0.032999 
Landa App LLC - 8668 Ashley Way Douglasville GA LLC   290.52    0.029052 
Landa App LLC - 8670 Ashley Way Douglasville GA LLC   301.59    0.030159 
Landa App LLC - 8674 Ashley Way Douglasville GA LLC(4)   422.06    0.042206 
Landa App LLC - 8675 Ashley Way Douglasville GA LLC   293.92    0.029392 
Landa App LLC - 8677 Ashley Way Douglasville GA LLC   415.27    0.041527 
Landa App LLC - 8678 Ashley Way Douglasville GA LLC   188.01    0.018801 
Landa App LLC - 8679 Ashley Way Douglasville GA LLC   277.87    0.027787 
Landa App LLC - 8683 Ashley Way Douglasville GA LLC   345.78    0.034578 

 

(1) Each Share represents a 1/10,000th interest in the Distribution.
(2) The tenant occupying this Property has not paid their rent for the month of May. The Manager has determined that this Series does not have sufficient amounts (including any amounts in its Reserves) and will not be able to pay a Distribution to the holders of this Series’ Shares for this Distribution Period.

(3)This Property is currently vacant. The Manager has determined that this Series does not have sufficient amounts (including any amounts in its Reserves) and will not be able to pay a Distribution to the holders of this Series’ Shares for this Distribution Period. As of the date of this report, the Manager has not identified a new tenant to enter into a Lease Agreement for this Property. This Property will not earn any income and the Manager will not earn its Management Fee until the Manager enters into a new Lease Agreement with a tenant for this Property.

(4)The tenant occupying this Property has not paid their rent, or has only paid a portion of their rent, for the month of May. The Manager, acting in its sole discretion, is using a portion of its Reserve (as defined in the Offering Circular) to pay each of the holders of this Series’ Share a Distribution.

 

For any additional information regarding the Shares discussed herein, shareholders should refer to the Offering Circular available on the SEC’s website. Further information detailing the calculation of cash available for distribution for each Series is available on the Landa Mobile App, which is available on iOS and Android devices.

 

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Safe Harbor Statement

 

Capitalized terms used and not otherwise defined herein have the meanings ascribed to them in the Offering Circular.

 

The information contained in this Current Report on Form 1-U includes some statements that are not historical and that are considered “forward-looking statements.”  Such forward-looking statements include, but are not limited to, statements regarding our development plans for our business; our strategies and business outlook; anticipated development of the Company, the Manager, each Series and the Landa Mobile App (defined in the Offering Circular); and various other matters (including contingent liabilities and obligations and changes in accounting policies, standards and interpretations).  These forward-looking statements express the manager’s expectations, hopes, beliefs, and intentions regarding the future.  In addition, without limiting the foregoing, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements.  The words “anticipates,” “believes,” “continue,” “could,” “estimates,” “expects,” “intends,” “may,” “might,” “plans,” “possible,” “potential,” “predicts,” “projects,” “seeks,” “should,” “will,” “would” and similar expressions and variations, or comparable terminology, or the negatives of any of the foregoing, may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.

 

The forward-looking statements contained in this Current Report on Form 1-U are based on current expectations and beliefs concerning future developments that are difficult to predict.  Neither the Company nor the Manager can guarantee future performance, or that future developments affecting the Company, the Manager, each Series and the Landa Mobile App will be as currently anticipated.  These forward-looking statements involve a number of risks, uncertainties (some of which, including the impact of the COVID-19 coronavirus, are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements.

 

All forward-looking statements attributable to us are expressly qualified in their entirety by these risks and uncertainties.  These risks and uncertainties, along with others, are also described in the Offering Circular under the headings “Summary – Summary Risk Factors” and “Risk Factors.” Should one or more of these risks or uncertainties materialize, or should any of the parties’ assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements.  You should not place undue reliance on any forward-looking statements and should not make an investment decision based solely on these forward-looking statements.  We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

 

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EXHIBITS

 

The following exhibits are filed herewith:

 

Exhibit No.   Description
6.1   Form of GA Lease Agreement

 

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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: June 6, 2022  
   
  LANDA APP 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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