Asset Transaction Form 8 K

ITEM 2.01

COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS

The disclosure below describes our acquisition of the Allure Property. All figures provided below are approximate.

As previously disclosed by Bluerock Homes Trust, Inc., a Maryland corporation (the "Company"), in its Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the "SEC") on November 26, 2024, on November 20, 2024, the Company, through BHM Allure, LLC ("BHM Allure"), a Delaware limited liability company and wholly-owned subsidiary of the Company's operating partnership, Bluerock Residential Holdings, L.P., a Delaware limited partnership (the "Operating Partnership") and BR S2 Allure JV, a Delaware limited liability company and majority-owned subsidiary of the Operating Partnership ("Purchaser"), entered into a Contribution Agreement (the "Contribution Agreement") with S2 Allure REIT Subsidiary LLC, a Texas limited liability company ("S2 Subsidiary"), S2C REIT OP, LP, a Delaware limited partnership ("S2C REIT OP"), and S2 Allure BEVE LLC, a Delaware limited liability company, S2 Allure ARO LLC, a Delaware limited liability company, S2 Allure VAU LLC, a Delaware limited liability company, and S2 Allure LLC, a Delaware limited liability company (collectively, the "S2 TIC Subsidiaries," and collectively with S2C REIT OP and S2 Subsidiary, "Seller"), an unaffiliated seller, to acquire in fee simple a 350-unit apartment complex known as Allure at Southpark, located in Charlotte, North Carolina (the "Allure Property"), for a total purchase price of approximately $92.0 million.

Acquisition of Allure Property

On December 6, 2024, the Company, through BHM Allure and Purchaser, acquired the Allure Property from Seller for a total purchase price of approximately $92.0 million.

The acquisition of the Allure Property was based on arm's length negotiations with an unaffiliated seller. In evaluating the Allure Property as a potential investment, a variety of factors were considered, including overall valuation of net rental income, expected capital expenditures, submarket demographics, community features and amenities, location, price per unit and occupancy. The Allure Property is subject to a Property Management Agreement with S2 NC Management, LLC, a Delaware limited liability company ("Allure Manager"), an affiliate of Seller, pursuant to which Allure Manager will manage the Allure Property for a property management fee of 3.0% of annual gross cash and resident fee revenues, payable monthly.

Following the acquisition of the Allure Property, the organizational structure with respect to the ownership of the Allure Property is such that the Allure Property is wholly owned by BR Allure, LP ("Allure Owner"), a Delaware limited partnership and majority-owned subsidiary of Purchaser, which is majority-owned by BHM Allure, which is wholly owned by the Operating Partnership.

The acquisition of the Allure Property was funded with (i) approximately $39.31 million of gross equity from the Company (inclusive of certain transaction costs, operating expenses, and operating and lender reserves), and (ii) a senior mortgage loan made by KeyBank National Association on behalf of Fannie Mae (the "Allure Lender") to Allure Owner in the original principal amount of approximately $55.17 million (the "Allure Loan").

Senior Loan Financing and Guaranty Obligations for the Acquisition of the Allure Property

The Allure Loan is secured by the Allure Property and matures on January 1, 2030. Beginning February 1, 2025 and continuing on the first day of each calendar month thereafter through maturity, Allure Owner is required to make interest only payments calculated by (i) multiplying the unpaid principal balance of the Allure Loan by the interest rate of 5.58%, (ii) dividing the product by three hundred sixty (360), and (iii) multiplying the quotient obtained by the actual number of days elapsed in the applicable month.

From December 6, 2024 through and including December 30, 2027, prepayment of the Allure Loan is permitted with a prepayment premium equal to the greater of (a) 1.0% of the amount of principal being prepaid or (b) a yield maintenance amount calculated as set forth in the loan agreement. Thereafter, prepayment is permitted (i) from December 31, 2027 through and including September 29, 2029 with a prepayment premium of 1.0%; and (ii) from September 30, 2029 through maturity with no prepayment premium.

In conjunction with the closing of the Allure Loan, the Company entered into a Guaranty of Non-Recourse Obligations to provide certain standard scope non-recourse carveout guarantees of the liabilities of Allure Owner under the Allure Loan.

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