SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 24, 2020
Woodbridge Liquidation Trust
(Exact name of registrant as specified in its charter)
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Delaware
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No. 000-56115
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36-7730868
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(State or other jurisdiction of incorporation or organization)
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(Commission File Number)
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(IRS Employer Identification No.)
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14140 Ventura Boulevard, Suite 302
Sherman Oaks, California
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91423
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(Address of principal executive offices)
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(Zip Code)
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(310) 765-1550
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.
below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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None
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None
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None
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934
(§240.12b-2 of this chapter)
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.01 – Completion of Acquisition or Disposition of Assets
On February 24, 2020, the registrant, through one or more wholly-owned subsidiaries, completed the disposition of its 10721 Stradella Court single-family home under
development to a private purchaser expected to occupy the property. 10721 Stradella Court is a newly constructed single family residence of approximately 21,000 square feet situated on an approximately 1.15-acre lot located in Los Angeles,
California. The sale price was $60 million in cash, of which $1 million remains subject to escrow pending the issuance of a certificate of occupancy for the property upon the registrant’s completion of construction at the property. Completion
of construction is anticipated to take place in May 2020.
Neither the registrant nor any of its affiliates, and neither any director or officer of the registrant nor to the knowledge of the registrant any associate of any such director or officer, has
any material relationship with the purchaser of Stradella Court, other than in respect of the transaction.
Regarding Forward-Looking Statements:
This Current Report on Form 8-K may contain forward-looking statements. Forward-looking statements include statements (other than historical facts) that address future plans,
goals, expectations, activities, events or developments. The registrant has tried, where possible, to use words such as “anticipate,” “if,” “believe,” “estimate,” “plan,” “expect,” “intend,” “forecast,” “initiative,” “objective,” “goal,”
“project,” “outlook,” “priorities,” “target,” “evaluate,’ “pursue,” “seek,” “potential,’ “continue,” “designed,” “impact,” “may,” “could,” “would,” “should,” “will,” and similar expressions to identify forward-looking statements. Forward-looking
statements are based on current expectations and are subject to substantial risks, uncertainties and other factors, many of which are beyond are our control and not all of which can be predicted by the registrant. Accordingly, the registrant
cannot guarantee that any forward-looking statements will be realized, as actual results may differ materially from those identified or implied in any forward-looking statement. Forward-looking statements included in this report include statements
regarding the anticipated completion date of construction of 10721 Stradella Court. Among the factors that may cause actual results to differ materially include the risks associated with the construction of real property and other risks identified
and described in “Item 1A. Risk Factors” of the registrant’s Registration Statement, as amended, which may result in a delay in the release, or forfeiture, of the escrowed portion of the purchase price of 10721 Stradella Court. All
forward-looking statements speak only as of the date they were made. The registrant does not undertake a duty to publicly update or revise such forward-looking statements or other information contained herein, whether as a result of new
information, subsequent events, circumstances, changes in expectations or otherwise.
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 thereunto duly authorized.
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Woodbridge Liquidation Trust
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Date: February 28, 2020
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By: |
/s/ Michael I Goldberg
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Michael I. Goldberg,
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Liquidation Trustee
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