Clipper Realty Inc. Reports Material Agreement Changes

TL;DR

Clipper Realty's 8-K shows new deals and broken ones, plus new debt obligations.

AI Summary

Clipper Realty Inc. filed an 8-K on October 6, 2025, reporting on events that occurred on October 1, 2025. The filing indicates the entry into and termination of a material definitive agreement, as well as the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement.

Why It Matters

This filing signals significant changes in Clipper Realty's contractual obligations and financial arrangements, which could impact its financial health and operational strategy.

Risk Assessment

Risk Level: medium — The simultaneous entry into and termination of material definitive agreements, along with new financial obligations, suggests potential volatility or restructuring within the company.

Key Players & Entities

• Clipper Realty Inc. (company) — Registrant
• October 1, 2025 (date) — Date of earliest event reported
• October 6, 2025 (date) — Date of report
• 4611 12th Avenue, Suite 1L, Brooklyn, New York 11219 (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock , par value $0.01 per share CLPR New York Stock Exchan
• $84.5 million — 5. The Loan Agreement provides for the $84.5 million loan to 1010 Pacific (the "Loan"). The
• $80.0 million — to the Loan Agreement, 1010 Pacific had $80.0 million in mortgage debt secured by the Propert
• $60.0 million — National Bank N.A. (the "Bank"): (i) a $60.0 million note which had an annual interest rate
• $20.0 million — nual interest rate of 5.55%, and (ii) a $20.0 million note with an annual interest rate of 6.
• $80 million — the Loan Agreement, 1010 Pacific repaid $80 million mortgage loan with the Bank and termina
• $80.4 million — Pacific paid to the Bank approximately $80.4 million of principal and accrued interest outst
• $1.7 million — ent, the Company incurred approximately $1.7 million in closing costs and prepaid interest a
• $0.2 million — id interest and set aside approximately $0.2 million is escrow accounts for property taxes,
• $2.1 million — received net proceeds of approximately $2.1 million from this refinancing at the time of cl

Filing Documents

• clpr20251006_8k.htm (8-K) — 28KB
• 0001437749-25-030532.txt ( ) — 159KB
• clpr-20251001.xsd (EX-101.SCH) — 3KB
• clpr-20251001_def.xml (EX-101.DEF) — 12KB
• clpr-20251001_lab.xml (EX-101.LAB) — 15KB
• clpr-20251001_pre.xml (EX-101.PRE) — 12KB
• clpr20251006_8k_htm.xml (XML) — 3KB

01

Item 1.01 Entry into a Material Definitive Agreement. On October 1, 2025, 1010 Pacific Owner LLC, a Delaware limited liability company ("1010 Pacific") and a subsidiary of Clipper Realty Inc. (the "Company"), entered into a Loan Agreement (the "Loan Agreement") with Citi Real Estate Funding Inc., a New York corporation, and Morgan Stanley Bank, N.A., a national banking association, as the lenders, dated as of October 1, 2025. The Loan Agreement provides for the $84.5 million loan to 1010 Pacific (the "Loan"). The Loan has a maturity date of October 6, 2030 and bears interest at a 5.73% rate per annum. The Loan is secured by the residential rental property located at 1010 Pacific Street, Brooklyn, New York (the "Property"). The Loan Agreement also contains customary representations, covenants, and events of default. Prior to entering into the Loan Agreement, 1010 Pacific had $80.0 million in mortgage debt secured by the Property, in the form of two mortgage notes issued to Valley National Bank N.A. (the "Bank"): (i) a $60.0 million note which had an annual interest rate of 5.55%, and (ii) a $20.0 million note with an annual interest rate of 6.37%; both notes matured on September 15, 2025, and 1010 Pacific had the option to prepay in full, or in part, the unpaid balance of the notes prior to the maturity date. On October 1, 2025, concurrently with entering into the Loan Agreement, 1010 Pacific repaid $80 million mortgage loan with the Bank and terminated its loan agreement with the Bank (the "Prior Loan Agreement"). In connection with this refinancing, 1010 Pacific paid to the Bank approximately $80.4 million of principal and accrued interest outstanding under the Prior Loan Agreement. The Company incurred no fees or costs as a result of the termination of the Prior Loan Agreement, the Company incurred approximately $1.7 million in closing costs and prepaid interest and set aside approximately $0.2 million is escrow accounts for property taxes, property insura

02

Item 1.02 Termination of a Material Definitive Agreement. The information set forth under Item 1.01 above is incorporated into this Item 1.02 by reference.

03

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under Item 1.01 above is incorporated into this Item 2.03 by reference.

SIGNATURES

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. Clipper Realty Inc. (Registrant) By: /s/ David Bistricer Name: David Bistricer Title: Co-Chairman and Chief Executive Officer Date: October 6, 2025

View Full Filing

View this 8-K filing on SEC EDGAR