8-KAccepted Sep 29, 6:02 AM ET
Stewards, Inc. Acquires Envy Pompano Beach; Issues Shares as Partial Consideration
Accepted (ET)
6:02 AM
Sep 29, 2026
Filed
Sep 29, 2026
Documents
32
Size
3.3 MB
Summary
Stewards, Inc. Acquires Envy Pompano Beach; Issues Shares as Partial Consideration
What Happened
Stewards, Inc. (SWRD), through its subsidiary SRC Envy Holdco LLC, announced it closed the acquisition of 100% of the membership interests in Envy Development DE, LLC and Envy Recreational, LLC on September 23, 2026. The acquired assets comprise Envy Pompano Beach (425–475 E. Atlantic Blvd., Pompano Beach, FL): a Class A mixed‑use project on ~1.61 acres with 214 apartments (two 11‑story buildings completed in 2020), ~5,575 sq ft of ground‑floor commercial space, a marina with 26 boat slips, a three‑story commercial community center and related leases, deposits, FF&E, permits and other operating assets. The transaction is being accounted for as an asset acquisition under ASC 805‑50.
Key Details
- Stock consideration: Stewards issued 14,263,025 shares of common stock at a contractual value of $3.00 per share (aggregate contractual value $42,789,075); 7,000,000 of those shares were deposited into escrow.
- Debt and financing: The deal involves an Amended and Restated Renewal Promissory Note in the original principal amount of $47,700,000 (issued by Envy Development DE, LLC to LoanCore Capital Credit REIT LLC), related loan and mortgage documents, and customary guaranties and security agreements. Stewards also issued a $2,000,000 promissory note to Envy Development PB, LLC dated Sept 17, 2026.
- Exhibits & disclosures: Audited and unaudited historical operating statements and unaudited pro forma condensed combined financial information are filed as exhibits; the six months ended June 30, 2026 include a non‑recurring ~$202,000 real‑estate tax refund.
- Related‑party note: Glen Steward, the company’s Chairman and director, has an immaterial indirect passive interest in an entity in the Envy ownership chain; the company concluded this does not create a related‑party transaction.
Why It Matters
This acquisition adds a Class A multifamily and mixed‑use asset (214 units plus marina and commercial space) to Stewards’ portfolio, expanding its operating real estate holdings and rental income potential. The purchase was financed in part by issuing ~14.26 million shares (which increases outstanding equity) and by assuming/entering property‑level indebtedness and lender security/guaranty arrangements (which increase consolidated financial obligations and contingent obligations tied to the property). Investors should note the transaction structure (stock issuance, escrowed shares, assumed debt, and guaranties) and review the filed pro forma and historical operating statements (Exhibits 99.1–99.3) for near‑term financial impact and integration assumptions.