Explanatory NoteExplanatory Note • January 5th, 2017 • Rise Companies Corp • Real estate investment trusts
RISE COMPANIES CORP. has prepared this Form 1-A solely for the purpose of filing Exhibit 15.6 and to list in the index the previously filed draft offering statements listed in Exhibits 15.1 through 15.5 pursuant to Rule 252(d).
FIRST REFUSAL AND CO-SALE AGREEMENTFirst Refusal and Co-Sale Agreement • December 29th, 2016 • Rise Companies Corp • Real estate investment trusts • New York
This FIRST REFUSAL AND CO-SALE AGREEMENT (the “Agreement”) is entered into as of the 14th day of April, 2014 by and among Rise Companies Corp., a Delaware corporation (the “Company”), the holders of Common Stock of the Company (the “Common Stock”) listed on Exhibit A attached hereto (each a “Common Holder” and, together, the “Common Holders”) and the holders of Preferred Stock of the Company (the “Preferred Shares”) listed on Exhibit B attached hereto (the “Investors”).
VOTING AGREEMENTAdoption Agreement • December 29th, 2016 • Rise Companies Corp • Real estate investment trusts • New York
This Voting Agreement (the “Agreement”) is made and entered into as of April 14, 2014, by and among Rise Companies Corp., a Delaware corporation (the “Company”), the holders of the Company’s Series A Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock” or “Preferred Stock”), listed on the Schedule of Investors attached as Schedule A hereto (together with any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Sections 11.8 or 11.9 below, the “Investors”), and the holders of the Company’s Common Stock, par value $0.0001 per share (the “Common Stock”), listed on the Schedule of Key Holders attached as Schedule B hereto (together with any subsequent stockholders, or any transferees, who become parties hereto as “Key Holders” pursuant to Sections 11.8 or 11.9 below, the “Key Holders”). The Investors and the Key Holders are individually referred to herein as a “Stockholder” (and, together with the Company, a “Party”) and are col
April 14, 2014Letter Agreement • December 29th, 2016 • Rise Companies Corp • Real estate investment trusts • New York
This letter agreement (this “Agreement”) is being entered into in connection with the Series A Preferred Stock Purchase Agreement dated as of April 14, 2014 (the “Purchase Agreement”), among Rise Companies Corp., a Delaware corporation (the “Company”), the investors listed on Schedule A thereto (each, an “Investor”) and Renren Lianhe Holdings, an exempted company incorporated under the laws of the Cayman Islands with limited liability (“Renren”), as an Investor. Capitalized terms used but not defined herein have the meanings ascribed to them in the Purchase Agreement. In consideration of Renren’s purchase of 7,875,000 shares of Series A Preferred Stock of Rise Companies Corp., Renren and the Company hereby agree as follows:
RISE COMPANIES CORP. INVESTORS’ RIGHTS AGREEMENT April 14, 2014Investors’ Rights Agreement • December 29th, 2016 • Rise Companies Corp • Real estate investment trusts • New York
