HOFD / HomeFed Corp. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

HomeFed Corp.
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CIK 833795
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to HomeFed Corp.
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
July 2, 2019 15-12B

HOFD / HomeFed Corp. 15-12B - - FORM 15-12B

Form 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 1-10153 HOMEFED CORPORATION (Exact name of registrant as specifi

July 2, 2019 S-8 POS

HOFD / HomeFed Corp. S-8 POS - - S-8 POS

S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-221471 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-198188 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-175563 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-970

July 2, 2019 S-8 POS

HOFD / HomeFed Corp. S-8 POS - - S-8 POS

S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-221471 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-198188 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-175563 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-970

July 2, 2019 S-8 POS

HOFD / HomeFed Corp. S-8 POS - - S-8 POS

S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-221471 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-198188 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-175563 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-970

July 2, 2019 S-8 POS

HOFD / HomeFed Corp. S-8 POS - - S-8 POS

S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-221471 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-198188 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-175563 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-970

July 1, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 1, 2019 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE 1-10153 33-0304982 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.

July 1, 2019 EX-3.2

Limited Liability Company Agreement of HomeFed LLC

EX-3.2 3 d744687dex32.htm EX-3.2 Exhibit 3.2 LIMITED LIABILITY COMPANY AGREEMENT OF HOMEFED LLC This Limited Liability Company Agreement (this “Agreement”) of HomeFed LLC is entered into this 1st day of July, 2019 by Jefferies Financial Group Inc. (the “Member”), pursuant to and in accordance with the Delaware Limited Liability Company Act (6 Del.C. § 18-101, et seq.), as amended from time to time

July 1, 2019 EX-3.1

Certificate of Formation of Heat Merger Sub, LLC

EX-3.1 Exhibit 3.1 CERTIFICATE OF FORMATION OF HEAT MERGER SUB, LLC This Certificate of Formation of Heat Merger Sub, LLC (the “LLC”) is being duly executed and filed to form a limited liability company under the Delaware Limited Liability Company Act (6 Del.C. § 18-101, et seq.). FIRST: The name of the limited liability company formed hereby is Heat Merger Sub, LLC, which is a direct, wholly-owne

July 1, 2019 EX-99.1

[Signature page follows.]

EX-99.1 EXHIBIT 99.1 July 1, 2019 HomeFed LLC (successor to HomeFed Corporation) 1903 Wright Place Suite 220 Carlsbad, CA 92008 Re: Termination of Stockholders Agreement Ladies and Gentlemen: Reference is made to (i) that certain Stockholders Agreement, dated as of March 28, 2014, as amended by that certain Waiver and Amendment No. 1 to Stockholders Agreement, dated as of April 12, 2019 (as amende

July 1, 2019 SC 13D/A

HOFD / HomeFed Corp. / STEINBERG JOSEPH S - SC 13D/A Activist Investment

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 3) HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 436919104 (CUSIP number) Joseph S. Steinberg c/o Jefferies Financial Group Inc. 520 Madison Avenue New York, New York 10022 (Name, address and tele

July 1, 2019 SC 13D/A

HOFD / HomeFed Corp. / LEUCADIA NATIONAL CORP - SC 13D/A Activist Investment

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 7) HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 43739D307 (CUSIP number) Michael J. Sharp Executive Vice President and General Counsel Jefferies Financial Group Inc. 520 Madison Avenue New York,

July 1, 2019 EX-99.2.1

[Signature page follows.]

EX-99.2.1 Exhibit 2.1 Execution Version July 1, 2019 HomeFed LLC (successor to HomeFed Corporation) 1903 Wright Place Suite 220 Carlsbad, CA 92008 Re: Termination of Stockholders Agreement Ladies and Gentlemen: Reference is made to (i) that certain Stockholders Agreement, dated as of March 28, 2014, as amended by that certain Waiver and Amendment No. 1 to Stockholders Agreement, dated as of April

June 28, 2019 8-K

Submission of Matters to a Vote of Security Holders

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 28, 2019 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Charter) DELAWARE 1-10153 33-0304982 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

June 21, 2019 8-K

Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 21, 2019 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Charter) DELAWARE 1-10153 33-0304982 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

June 21, 2019 DEFA14A

HOFD / HomeFed Corp. DEFA14A - - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 21, 2019 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Charter) DELAWARE 1-10153 33-0304982 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.

May 20, 2019 DEFM14A

HOFD / HomeFed Corp. DEFM14A - - DEFM14A

DEFM14A Table of Contents SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.

May 9, 2019 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORATION

May 3, 2019 425

LUK / Leucadia National Corp. 425 Merger Prospectus 8-K

425 1 d734976d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 2, 2019 JEFFERIES FINANCIAL GROUP INC. (Exact name of registrant as specified in its charter) New York 1-5721 13-2615557 (State or other jurisdiction of inc

May 3, 2019 EX-99.2

JEFFERIES FINANCIAL GROUP INC. AGREES TO AMEND PREVIOUSLY ANNOUNCED MERGER AGREEMENT UNDER WHICH IT WOULD ACQUIRE THE REMAINING 30% INTEREST IN HOMEFED CORPORATION

EX-99.2 2 d734976dex992.htm EX-99.2 Exhibit 99.2 JEFFERIES FINANCIAL GROUP INC. AGREES TO AMEND PREVIOUSLY ANNOUNCED MERGER AGREEMENT UNDER WHICH IT WOULD ACQUIRE THE REMAINING 30% INTEREST IN HOMEFED CORPORATION New York, New York, May 3, 2019 — Jefferies Financial Group Inc. (NYSE: JEF or Jefferies), which currently owns approximately 70% of the outstanding shares of common stock of HomeFed Corp

May 3, 2019 EX-2.1

Amendment No. 1 to Agreement and Plan of Merger, dated as of May 2, 2019, by and among Jefferies Financial Group Inc., Heat Merger Sub, LLC and HomeFed Corporation (incorporated by reference to Exhibit 2.1 to HomeFed Corporation’s Current Report on Form 8-K filed with the SEC on May 3, 2019).

EX-2.1 2 d730483dex21.htm EX-2.1 Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER Effective as of May 2, 2019, this Amendment No. 1 (this “Amendment”) to Agreement and Plan of Merger, dated as of April 12, 2019 (the “Merger Agreement”), is made and entered into by and among Jefferies Financial Group Inc., a New York corporation (“Parent”), Heat Merger Sub, LLC, a Delaware limited liabil

May 3, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 2, 2019 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE 1-10153 33-0304982 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.

May 3, 2019 DEFA14A

HOFD / HomeFed Corp. DEFA14A 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 2, 2019 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE 1-10153 33-0304982 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.

May 3, 2019 EX-2.1

Amendment No. 1 to Agreement and Plan of Merger, dated as of May 2, 2019, by and among HomeFed Corporation, Jefferies Financial Group Inc. and Heat Merger Sub, LLC

EX-2.1 Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER Effective as of May 2, 2019, this Amendment No. 1 (this “Amendment”) to Agreement and Plan of Merger, dated as of April 12, 2019 (the “Merger Agreement”), is made and entered into by and among Jefferies Financial Group Inc., a New York corporation (“Parent”), Heat Merger Sub, LLC, a Delaware limited liability company and a wholly-o

May 3, 2019 SC 13D/A

HOFD / HomeFed Corp. / LEUCADIA NATIONAL CORP - SC 13D/A Activist Investment

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 6) HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 43739D307 (CUSIP number) Michael J. Sharp Executive Vice President and General Counsel Jefferies Financial Group Inc. 520 Madison Avenue New York,

April 15, 2019 EX-99.2

WAIVER AND AMENDMENT NO. 1 STOCKHOLDERS AGREEMENT

EX-99.2 Exhibit 99.2 Execution Version WAIVER AND AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT This WAIVER AND AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT is made as of April 12, 2019 (this “Waiver and Amendment Agreement”) and effects a limited waiver in respect of and amends that certain Stockholders Agreement, dated as of March 28, 2014 (as amended, supplemented or otherwise modified from time to ti

April 15, 2019 EX-2.1

Agreement and Plan of Merger, dated as of April 12, 2019, by and among HomeFed Corporation, Jefferies Financial Group Inc. and Heat Merger Sub, LLC

EX-2.1 2 d735289dex21.htm EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among HOMEFED CORPORATION, JEFFERIES FINANCIAL GROUP INC. and HEAT MERGER SUB, LLC Dated as of April 12, 2019 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 2 Section 1.04 Effects 3 Section 1.05 Certificate of Formation; Limited Lia

April 15, 2019 EX-99.2

Waiver and Amendment No. 1 to Stockholders Agreement, dated as of April 12, 2019, by and between HomeFed Corporation and Jefferies Financial Group Inc.

EX-99.2 Exhibit 99.2 Execution Version WAIVER AND AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT This WAIVER AND AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT is made as of April 12, 2019 (this “Waiver and Amendment Agreement”) and effects a limited waiver in respect of and amends that certain Stockholders Agreement, dated as of March 28, 2014 (as amended, supplemented or otherwise modified from time to ti

April 15, 2019 EX-99.1

VOTING AGREEMENT

EX-99.1 3 d735289dex991.htm EX-99.1 Exhibit 99.1 Execution Version VOTING AGREEMENT This VOTING AGREEMENT, dated as of April 12, 2019 (this “Voting Agreement”), is entered into by and between HomeFed Corporation, a Delaware corporation (the “Company”) and Jefferies Financial Group Inc., a New York corporation (the “Stockholder”). RECITALS WHEREAS, the Stockholder, Heat Merger Sub, LLC, a Delaware

April 15, 2019 DEFA14A

HOFD / HomeFed Corp. 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 12, 2019 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE 1-10153 33-0304982 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.

April 15, 2019 EX-99.1

Voting Agreement, dated as of April 12, 2019, by and between HomeFed Corporation and Jefferies Financial Group Inc.

EX-99.1 Exhibit 99.1 Execution Version VOTING AGREEMENT This VOTING AGREEMENT, dated as of April 12, 2019 (this “Voting Agreement”), is entered into by and between HomeFed Corporation, a Delaware corporation (the “Company”) and Jefferies Financial Group Inc., a New York corporation (the “Stockholder”). RECITALS WHEREAS, the Stockholder, Heat Merger Sub, LLC, a Delaware limited liability company (“

April 15, 2019 EX-2.1

Agreement and Plan of Merger, dated as of April 12, 2019, by and among HomeFed Corporation, Jefferies Financial Group Inc. and Heat Merger Sub, LLC

EX-2.1 2 d735289dex21.htm EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among HOMEFED CORPORATION, JEFFERIES FINANCIAL GROUP INC. and HEAT MERGER SUB, LLC Dated as of April 12, 2019 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 2 Section 1.04 Effects 3 Section 1.05 Certificate of Formation; Limited Lia

April 15, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 12, 2019 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE 1-10153 33-0304982 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.

April 15, 2019 EX-99.1

AGREEMENT AND PLAN OF MERGER HOMEFED CORPORATION, JEFFERIES FINANCIAL GROUP INC. HEAT MERGER SUB, LLC Dated as of April 12, 2019

EX-99.1 2 d735269dex991.htm EX-99.1 Exhibit 99.1 Execution Version AGREEMENT AND PLAN OF MERGER among HOMEFED CORPORATION, JEFFERIES FINANCIAL GROUP INC. and HEAT MERGER SUB, LLC Dated as of April 12, 2019 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 2 Section 1.04 Effects 3 Section 1.05 Certificate of Formation; Limited

April 15, 2019 425

LUK / Leucadia National Corp. 8-K (Merger Prospectus)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 12, 2019 JEFFERIES FINANCIAL GROUP INC.

April 15, 2019 EX-99.2

VOTING AGREEMENT

EX-99.2 Exhibit 99.2 Execution Version VOTING AGREEMENT This VOTING AGREEMENT, dated as of April 12, 2019 (this “Voting Agreement”), is entered into by and between HomeFed Corporation, a Delaware corporation (the “Company”) and Jefferies Financial Group Inc., a New York corporation (the “Stockholder”). RECITALS WHEREAS, the Stockholder, Heat Merger Sub, LLC, a Delaware limited liability company (“

April 15, 2019 EX-99.3

WAIVER AND AMENDMENT NO. 1 STOCKHOLDERS AGREEMENT

EX-99.3 4 d735269dex993.htm EX-99.3 Exhibit 99.3 Execution Version WAIVER AND AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT This WAIVER AND AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT is made as of April 12, 2019 (this “Waiver and Amendment Agreement”) and effects a limited waiver in respect of and amends that certain Stockholders Agreement, dated as of March 28, 2014 (as amended, supplemented or otherw

April 15, 2019 EX-99.4

JEFFERIES FINANCIAL GROUP INC. AGREES TO ACQUIRE REMAINING 30% INTEREST IN HOMEFED CORPORATION

EX-99.4 5 d735269dex994.htm EX-99.4 Exhibit 99.4 JEFFERIES FINANCIAL GROUP INC. AGREES TO ACQUIRE REMAINING 30% INTEREST IN HOMEFED CORPORATION New York, New York, April 15, 2019 — Jefferies Financial Group Inc. (NYSE: JEF or Jefferies), which currently owns approximately 70% of the outstanding shares of common stock of HomeFed Corporation (OTCMKTS: HOFD or HomeFed), a developer and owner of resid

April 15, 2019 SC 13D/A

HOFD / HomeFed Corp. / STEINBERG JOSEPH S - SC 13D/A Activist Investment

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 2) HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 436919104 (CUSIP number) Joseph S. Steinberg c/o Jefferies Financial Group Inc. 520 Madison Avenue New York, New York 10022 (Name, address and tele

April 15, 2019 SC 13D/A

HOFD / HomeFed Corp. / LEUCADIA NATIONAL CORP - SC 13D/A Activist Investment

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 5) HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 43739D307 (CUSIP number) Michael J. Sharp Executive Vice President and General Counsel Jefferies Financial Group Inc. 520 Madison Avenue New York,

March 18, 2019 EX-2.3

Contribution Agreement, dated December 10, 2018, by and among Redsky JZ Fulton Holdings, LLC, HF Fulton Street Holdings, LLC, and Redsky JZ Fulton Investors, LLC.

EX-2.3 2 fultoncontributionagre.htm EXHIBIT 2.3 CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made as of this 10th day of December, 2018 (the “Effective Date”), by and among REDSKY JZ FULTON HOLDINGS, LLC, a Delaware limited liability company, having an address at c/o RedSky Capital, LLC, 3 Hope Street, Brooklyn, New York 11211 (“Holdings”), HF FULTON STREET HOLDINGS LLC

March 18, 2019 10-K

Annual Report - 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [x]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR []TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-10153 HOMEFED CORPORATION (Exact Name of Regis

March 18, 2019 EX-21

Subsidiaries of

EX-21 3 exhibit2112312018.htm EXHIBIT 21 Exhibit 21 HomeFed Corporation List of Subsidiaries Name State of Incorporation/Organization 10 Acre, LLC Florida Academy Park Homes, LLC Florida BEI - Beach LLC Delaware Bird Ranch Development Company, LLC Delaware BRP Leasing, LLC Delaware Carlsbad Village 80, LLC Delaware CDS Devco California CDS Holding Corporation Delaware Flat Rock Land Company, LLC D

February 22, 2019 SC 13D/A

HOFD / HomeFed Corp. / STEINBERG JOSEPH S - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 1) HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 436919104 (CUSIP number) Joseph S. Steinberg c/o Jefferies Financial Group Inc. 520 Madison Avenue New York, New York 10022 (Name, address and telephone num

February 20, 2019 8-K

Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 19, 2019 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE 1-10153 33-0304982 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.

February 20, 2019 SC 13D/A

HOFD / HomeFed Corp. / LEUCADIA NATIONAL CORP - SC 13D/A Activist Investment

SC 13D/A 1 d708648dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 4) HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 43739D307 (CUSIP number) Roland T. Kelly Associate General Counsel Jefferies Financial Group Inc. 520 Madison Avenue

February 20, 2019 EX-99.1

Press release issued by Jefferies Financial Group Inc. dated February 19, 2019.

EX-99.1 Exhibit 99.1 JEFFERIES FINANCIAL GROUP INC. ANNOUNCES PROPOSAL TO ACQUIRE BALANCE OF HOMEFED New York, New York – February 19, 2019 – Jefferies Financial Group Inc. (NYSE: JEF), which currently owns 70.1% of HomeFed Corporation (OTCMKTS: HOFD or HomeFed), a developer and owner of residential and mixed-use real estate properties primarily in California and New York, announced today that it

February 19, 2019 425

LUK / Leucadia National Corp. 425 (Prospectus)

425 Filed by Jefferies Financial Group Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: HomeFed Corporation (Commission File No. 001-10153) On February 19, 2019, Jefferies Financial Group Inc. (“Jefferies”) issued the following press release with respect to a proposal regarding an acquisition of HomeFed Corporation (“HomeFed”): JEFFERIES FINANCIAL GROUP INC.

December 21, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 19, 2018 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

December 14, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES 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): December 10, 2018 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File

December 14, 2018 EX-99.1

JZ CAPITAL PARTNERS, REDSKY CAPITAL AND HOMEFED CORPORATION ANNOUNCE REAL ESTATE JOINT VENTURE PARTNERSHIP ~ HomeFed acquired a minority stake in JZCP’s Fulton Mall assemblage at NAV ~

EX-99.1 2 ex991.htm EXHIBIT 99.1 Exhibit 99.1 JZ CAPITAL PARTNERS, REDSKY CAPITAL AND HOMEFED CORPORATION ANNOUNCE REAL ESTATE JOINT VENTURE PARTNERSHIP ~ HomeFed acquired a minority stake in JZCP’s Fulton Mall assemblage at NAV ~ 13 December 2018 JZ Capital Partners Limited (LSE: JZCP.L or “JZCP”), the London listed fund that invests in US and European microcap companies and US real estate, and H

November 8, 2018 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORA

October 16, 2018 8-K

Material Impairments

UNITED STATES 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): October 10, 2018 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File

August 8, 2018 EX-99.1

Welcome to the 2018 annual shareholder meeting for HomeFed Corporation. I am your Chairman, Joe Steinberg. Please allow me to introduce my fellow directors.

Exhibit 99.1 Welcome to the 2018 annual shareholder meeting for HomeFed Corporation. I am your Chairman, Joe Steinberg. Please allow me to introduce my fellow directors. We have a lot to go over, and I will be brief – as usual. Our two biggest assets, Renaissance Plaza in Brooklyn and our Otay Ranch holdings in San Diego, are both performing well and delivering the goods. At Otay, Village of Escay

August 8, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 8, 2018 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

August 3, 2018 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORATION

June 28, 2018 DEF 14A

June 6, 2018

DEF 14A 1 formdef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Sta

June 28, 2018 EX-99.1

ANNUAL MEETING OF STOCKHOLDERS OF HOMEFED CORPORATION August 8, 2018 GO GREEN e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while reducing costs, c

EX-99.1 2 ex991.htm PROXY CARD Exhibit 99.1 ANNUAL MEETING OF STOCKHOLDERS OF HOMEFED CORPORATION August 8, 2018 GO GREEN e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while reducing costs, clutter and paper waste. Enroll today via www.astfinancial.com to enjoy online access. Important Notice Reg

May 30, 2018 10-Q/A

HOFD / HomeFed Corp. 10-Q/A (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153

May 30, 2018 EX-21

Subsidiaries of the Company.

Exhibit 21 HomeFed Corporation List of Subsidiaries Name State of Incorporation/Organization 10 Acre, LLC Florida Academy Park Homes, LLC Florida BEI - Beach LLC Delaware Bird Ranch Development Company, LLC Delaware BRP Leasing, LLC Delaware CDS Devco California CDS Holding Corporation Delaware Flat Rock Land Company, LLC Delaware HFC-Glen Cove, LLC Delaware HFC-Rockport, LLC Delaware HFMB Holdings, LLC Delaware HOFD Ashville Park LLC Delaware HOFD Ashville Park Holding, LLC Delaware HomeFed Fanita Rancho, LLC Delaware HomeFed Resources Corporation California HomeFed Otay Construction, Inc.

May 30, 2018 10-Q

HOFD / HomeFed Corp. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORATION

May 30, 2018 10-K/A

HOFD / HomeFed Corp. 10-K/A (Annual Report)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) [x]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR []TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-10153 HOMEFED CORPORATION

May 30, 2018 10-Q/A

HOFD / HomeFed Corp. 10-Q/A (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153

May 30, 2018 10-Q/A

HOFD / HomeFed Corp. 10-Q/A (Quarterly Report)

10-Q/A 1 homefed930201710-q2.htm 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition p

May 30, 2018 EX-10.31

Employment Agreement dated February 28, 2018 between HomeFed Corporation and Paul J. Borden.

EX-10.31 2 exhibit1031.htm EXHIBIT 10.31 EXHBIT 10.31 Developing Classic New Communities February 28, 2018 Paul J. Borden 1903 Wright Place Suite 220 Carlsbad, California 92008 Dear Paul, On behalf of our Board of Directors, I am pleased to offer you the officer position of Vice Chairman of HomeFed Corporation (“HomeFed”) effective February 28, 2018. As Vice Chairman, you shall have the authority

May 11, 2018 NT 10-Q

HOFD / HomeFed Corp. NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 1-10153 CUSIP NUMBER: 43739D307 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

May 11, 2018 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

8-K 1 a8-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 11, 2018 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Co

March 5, 2018 10-K

HOFD / HomeFed Corp. 10-K (Annual Report)

10-K 1 homefed1231201710-k.htm 10-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [x]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR []TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-10153 HOME

March 5, 2018 EX-21

Subsidiaries of the Company.

Exhibit 21 HomeFed Corporation List of Subsidiaries Name State of Incorporation/Organization 10 Acre, LLC Florida Academy Park Homes, LLC Florida BEI - Beach LLC Delaware Bird Ranch Development Company, LLC Delaware BRP Leasing, LLC Delaware CDS Devco California CDS Holding Corporation Delaware Flat Rock Land Company, LLC Delaware HFC-Glen Cove, LLC Delaware HFC-Rockport, LLC Delaware HFMB Holdings, LLC Delaware HOFD Ashville Park LLC Delaware HOFD Ashville Park Holding, LLC Delaware HomeFed Fanita Rancho, LLC Delaware HomeFed Resources Corporation California HomeFed Otay Construction, Inc.

January 9, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 3, 2018 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

January 9, 2018 EX-10.1

Information Concerning Executive Compensation

EX-10.1 2 ex101.htm EXHIBIT 10.1 Exhibit 10.1 Information Concerning Executive Compensation On January 3, 2018, the Compensation Committee of HomeFed Corporation (the “Company”) approved annual salary increases (effective January 1, 2018) and discretionary 2017 cash bonuses for each of the Company’s executive officers who were included as named executive officers in the Company’s 2017 proxy statem

November 9, 2017 EX-99.1

HomeFed Corporation 2017 RSU Opportunity Plan

Exhibit 99.1 HomeFed Corporation 2017 RSU Opportunity Plan 1. Purpose. The Board of Directors (the ?Board?) of HomeFed Corporation (the ?Company?) desires to provide certain Eligible Employees (as defined below) the opportunity to receive an award of restricted stock units (?RSUs?) for shares of common stock of the Company, par value $0.01 per share (?Common Stock?), pursuant to the terms and cond

November 9, 2017 S-8

HOFD / HomeFed Corp. S-8

S-8 1 forms8.htm S-8 As filed with the Securities and Exchange Commission on November 9, 2017 Registration No. 333‑ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S–8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HOMEFED CORPORATION (Exact name of registrant as specified in its charter) Delaware 33-0304982 (State or other jurisdiction of incorporation or org

November 3, 2017 10-Q

HOFD / HomeFed Corp. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORA

October 2, 2017 EX-4.1

Indenture, dated as of September 28, 2017 (the “2017 Indenture”), among HomeFed Corporation, guarantors party thereto from time to time and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.1 of our current report on Form 8-K dated October 2, 2017).

EX-4.1 2 ex41.htm EXHIBIT 4.1 Exhibit 4.1 HOMEFED CORPORATION as Company THE GUARANTORS NAMED HEREIN as Guarantors and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee 6.50% Senior Notes due 2019 INDENTURE Dated as of September 28, 2017 Table of Contents Page ARTICLE 11 DEFINITIONS AND INCORPORATION BY REFERENCE SECTION 1.01 Definitions 1 SECTION 1.02 Other Definitions 20 SECTION 1.03 Rules of Co

October 2, 2017 EX-10.3

Affiliate Note Purchase Agreement, among HomeFed Corporation, the guarantors party to the 2017 Indenture from time to time and the affiliate investors (incorporated by reference to Exhibit 10.3 of our current report on Form 8-K dated October 2, 2017).

EX-10.3 5 ex103.htm EXHIBIT 10.3 Exhibit 10.3 Up to $75,000,000 HOMEFED CORPORATION 6.50% Senior Notes due 2019 PURCHASE AGREEMENT September 27, 2017 Ladies and Gentlemen: PURCHASE AGREEMENT (this “Agreement”), by and among HomeFed Corporation, a Delaware corporation (the “Issuer”), the Initial Guarantors (as defined below) and the investors, named on the signature pages hereto (each a “Purchaser,

October 2, 2017 EX-10.1

Placement Agency Agreement, dated September 27, 2017, among the Company, the Guarantors and Jefferies (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed October 2, 2017).

EX-10.1 3 ex101.htm EXHIBIT 10.1 Exhibit 10.1 Up to $75,000,000 HomeFed Corporation 6.50% Senior Notes due 2019 PLACEMENT AGENCY AND CLOSING AGENCY AGREEMENT September 27, 2017 JEFFERIES LLC 520 Madison Avenue, 12th Floor New York, New York 10022 Ladies and Gentlemen: Introductory. HomeFed Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to certain purchasers (collec

October 2, 2017 EX-10.2

Non-Affiliate Note Purchase Agreement, among HomeFed Corporation, the guarantors party to the 2017 Indenture from time to time and the non-affiliate investors (incorporated by reference to Exhibit 10.2 of our current report on Form 8-K dated October 2, 2017).

EX-10.2 4 ex102.htm EXHIBIT 10.2 Exhibit 10.2 Up to $75,000,000 HOMEFED CORPORATION 6.50% Senior Notes due 2019 PURCHASE AGREEMENT September 27, 2017 Ladies and Gentlemen: PURCHASE AGREEMENT (this “Agreement”), by and among HomeFed Corporation, a Delaware corporation (the “Issuer”), the Initial Guarantors (as defined below) and the investors, named on the signature pages hereto (each a “Purchaser,

October 2, 2017 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

8-K 1 form8k.htm 8-K UNITED STATES 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): September 27, 2017 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 (Comm

August 10, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 4, 2017 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

August 7, 2017 EX-99.1

Welcome to the 2017 annual shareholder meeting for HomeFed Corporation. I am Joe Steinberg and serve as Chairman. Please allow me to introduce my fellow directors.

Exhibit 99.1 Welcome to the 2017 annual shareholder meeting for HomeFed Corporation. I am Joe Steinberg and serve as Chairman. Please allow me to introduce my fellow directors. We have a lot going on ? and I am happy to report that most of it is good. Two years ago, we emptied our piggy bank, and then some, and paid $150MM for 1,600 acres of entitled land in Otay Ranch adjacent to the land we purc

August 7, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 4, 2017 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

August 2, 2017 10-Q

HOFD / HomeFed Corp. 10-Q (Quarterly Report)

10-Q 1 homefed630201710-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File

June 30, 2017 DEF 14A

HomeFed DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of

June 30, 2017 EX-99.1

ANNUAL MEETING OF STOCKHOLDERS OF HOMEFED CORpORATION August 4, 2017 Important Notice Regarding Internet Availability of proxy Materials for the Annual Meeting: The 2017 Proxy Statement and the 2016 Annual Report are available at

EX-99.1 2 ex991.htm PROXY CARD Exhibit 99.1 ANNUAL MEETING OF STOCKHOLDERS OF HOMEFED CORpORATION August 4, 2017 Important Notice Regarding Internet Availability of proxy Materials for the Annual Meeting: The 2017 Proxy Statement and the 2016 Annual Report are available at https://astproxyportal.com/ast/12958. Please sign, date and mail your proxy card in the envelope provided as soon as possible.

May 3, 2017 10-Q

HomeFed 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORATION

April 4, 2017 EX-24

EX-24

POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Roland T.

March 31, 2017 SC 13D/A

HOFD / HomeFed Corp. / LEUCADIA NATIONAL CORP - SC 13D/A Activist Investment

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 3) HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 43739D307 (CUSIP number) Roland T. Kelly Associate General Counsel LEUCADIA NATIONAL CORPORATION 520 Madison Avenue New York, New York 10022 310-91

March 29, 2017 SC 13D/A

HOFD / HomeFed Corp. / CUMMING IAN M. - SC 13D/A Activist Investment

SC 13D/A 1 d330793dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 436919104 (CUSIP Number) Cathy Handley PO Box 4902 Jackson, WY 83001 (307) 734-0708 (Name, Address and Telephone Number of Person A

March 29, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES 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): March 23, 2017 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 1-10153 33-0304982 (State or Other Jurisdiction of Incorporation) (Commission File N

March 29, 2017 EX-99.8

STOCK PURCHASE AGREEMENT

EX-99.8 Exhibit 99.8 STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT, dated as of March 23, 2017 (this “Agreement”), by and between LUK Acquisition III, LLC (the “Purchaser”) and Ian M. Cumming, Annette P. Cumming and Cumming Investment Company (each, a “Seller” and collectively, the “Sellers”). WHEREAS, the Sellers are the owners of 607,733 shares of common stock (the “Shares”), $.01 par value,

March 3, 2017 10-K

HomeFed 10-K (Annual Report)

10-K 1 homefed1231201610-k.htm 10-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [x]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 OR []TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-10153 HOME

March 3, 2017 EX-21

HomeFed Corporation List of Subsidiaries

EX-21 2 exhibit2112312016.htm EXHIBIT 21 Exhibit 21 HomeFed Corporation List of Subsidiaries Name State of Incorporation/Organization 10 Acre, LLC Florida Academy Park Homes, LLC Florida BEI - Beach LLC Delaware Bird Ranch Development Company, LLC Delaware BRP Leasing, LLC Delaware CDS Devco California CDS Holding Corporation Delaware Flat Rock Land Company, LLC Delaware HFC-Glen Cove, LLC Delawar

February 2, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 form8k.htm HOMEFED CORPORATION 8-K 1-27-2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 27, 2017 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of I

February 2, 2017 EX-4.1

Fourth Supplemental Indenture, dated as of January 27, 2017, by and among the Company, the guarantors party thereto and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.1 of our current report on Form 8-K dated February 2, 2017).

Exhibit 4.1 FOURTH SUPPLEMENTAL INDENTURE FOURTH SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?) dated as of January 27, 2017, among HomeFed Corporation, a Delaware corporation (the ?Company?), the guarantors party hereto (the ?Guarantors?) and Wilmington Trust, National Association, as trustee (the ?Trustee?), under the Indenture dated as of June 30, 2015 among the ?Company, the guarantors

January 12, 2017 EX-10.1

Information Concerning Executive Compensation

EX-10.1 2 ex101.htm EXHIBIT 10.1 Exhibit 10.1 Information Concerning Executive Compensation On January 06, 2017, the Compensation Committee of HomeFed Corporation (the “Company”) approved annual salary increases (effective January 1, 2017) and discretionary 2016 cash bonuses for each of the Company’s executive officers who were included as named executive officers in the Company’s 2016 proxy state

January 12, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 form8k.htm HOMEFED CORPORATION 8-K 1-6-2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 06, 2017 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of In

November 3, 2016 10-Q

HomeFed 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORA

August 3, 2016 10-Q

HomeFed 10-Q (Quarterly Report)

10-Q 1 homefed630201610-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File

July 15, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K 1 form8k.htm HOMEFED CORPORATION 8-K 7-14-2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 14, 2016 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Inco

July 15, 2016 EX-99.1

1

Exhibit 99.1 Welcome to the 2016 annual shareholders meeting. I am Joe Steinberg, Chairman of HomeFed Corporation. Please allow me to introduce HomeFed?s directors and officers. Usually I begin my remarks with a few comments on the national economic picture and how it relates to HomeFed and San Diego. This year I will skip that part. I am totally befuddled. Notwithstanding low unemployment, a grow

June 14, 2016 EX-99.1

ANNUAL MEETING OF STOCKHOLDERS OF HOMEFED CORPORATION July 14, 2016 Important Notice Regarding Internet Availability of Proxy Materials for the Annual Meeting: The 2016 Proxy Statement and the 2015 Annual Report are available at https://astproxyporta

ANNUAL MEETING OF STOCKHOLDERS OF HOMEFED CORPORATION July 14, 2016 Important Notice Regarding Internet Availability of Proxy Materials for the Annual Meeting: The 2016 Proxy Statement and the 2015 Annual Report are available at https://astproxyportal.

June 14, 2016 DEF 14A

HomeFed HOMEFED CORP DEF 14A 7-14-2016

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of

May 4, 2016 10-Q

HomeFed 10-Q (Quarterly Report)

10-Q 1 c795-20160331x10q.htm 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q [X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 OR [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto  Commission File Number 1-1015

February 29, 2016 10-K

HomeFed 10-K (Annual Report)

10-K 1 c795-20151231x10k.htm 10-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [x]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 OR []TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-10153 HOMEFE

February 29, 2016 EX-21

HomeFed Corporation List of Subsidiaries

EX-21 2 c795-20151231ex215201994.htm EX-21 Exhibit 21 HomeFed Corporation List of Subsidiaries Name State of Incorporation/Organization 10 Acre, LLC Florida Academy Park Homes, LLC Florida BEI - Beach LLC Delaware Bird Ranch Development Company, LLC Delaware BRP Leasing, LLC Delaware CDS Devco California CDS Holding Corporation Delaware Flat Rock Land Company, LLC Delaware HFC-Glen Cove, LLC Delaw

January 11, 2016 8-K

HomeFed (Current Report/Significant Event)

mm01-08168k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 05, 2016 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (C

January 11, 2016 EX-10.1

Information Concerning Executive Compensation

mm01-08168ke101.htm Exhibit 10.1 Information Concerning Executive Compensation On January 05, 2016, the Compensation Committee of HomeFed Corporation (the ?Company?) approved annual salary increases (effective January 1, 2016) and discretionary 2015 cash bonuses for each of the Company?s executive officers who were included as named executive officers in the Company?s 2015 proxy statement. Name an

November 6, 2015 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 OR [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 1-10153 HOMEFED CORPORATION (Exact name

September 11, 2015 CORRESP

HomeFed ESP

mm09-1115respltr.htm HomeFed Corporation 1903 Wright Place, Suite 220 Carlsbad, CA 925008 September 11, 2015 VIA EDGAR Eric McPhee Senior Staff Accountant Office of Real Estate & Commodities Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, DC 20549-3628 Re: HomeFed Corporation Form 10-K for the Fiscal Year Ended December 31, 2014 Filed F

August 6, 2015 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 OR [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 1-10153 HOMEFED CORPORATION (Exact name of re

July 16, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K 1 mm07-15158k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 15, 2015 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982

July 16, 2015 EX-99.1

2

mm07-15158ke991.htm Exhibit 99.1 Welcome to the 2015 annual shareholders meeting. I am Joe Steinberg, Chairman of HomeFed Corporation. Please allow me to introduce HomeFed?s directors and officers. In the last 15 months, HomeFed completed two important acquisitions, Leucadia?s real estate assets and additional land in Otay Ranch. Before we review the assets, let?s discuss the overall housing marke

July 6, 2015 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

8-K 1 form8k.htm HOMEFED CORP 8-K 6-29-2015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 29, 2015 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporati

July 6, 2015 EX-10.2

First Amendment to Purchase and Sale Agreement and Joint Escrow Instructions, dated June 26, 2015, between HomeFed Otay Land II, LLC and SSBT LCRE V LLC (incorporated by reference to Exhibit 10.2 of our current report on Form 8-K dated July 6, 2015).

EX-10.2 4 ex102.htm EXHIBIT 10.2 Exhibit 10.2 FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS This First AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (this “Amendment”) is made and entered into as of June 26, 2015, by and between SSBT LCRE V LLC, a Delaware limited liability company (“Seller”), and HOMEFED OTAY LAND II, LLC, a Delaware limited

July 6, 2015 EX-10.1

Purchase and Sale Agreement and Joint Escrow Instructions, dated June 5, 2015, between HomeFed Otay Land II, LLC and SSBT LCRE V LLC (incorporated by reference to Exhibit 10.1 of our current report on Form 8-K dated July 6, 2015).

Exhibit 10.1 Purchase and Sale Agreement and Joint Escrow Instructions This Purchase and Sale Agreement and Joint Escrow Instructions (?Agreement?) is made as of June 5, 2015 (the ?Effective Date?) by and between SSBT LCRE V LLC, a Delaware limited liability company (?Seller?), and HOMEFED OTAY LAND II, LLC, a Delaware limited liability company (?Buyer?), in the following factual context: A. Selle

July 6, 2015 EX-4.1

Indenture, dated June 30, 2015 (the "2015 Indenture") among HomeFed Corporation, guarantors party thereto from time to time and Wilmington Trust, National Association (incorporated by reference to Exhibit 4.1 of our current report on Form 8-K dated July 6, 2015).

Exhibit 4.1 EXECUTION COPY HOMEFED CORPORATION as Company THE GUARANTORS NAMED HEREIN as Guarantors and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee 6.50% Senior Notes due 2018 INDENTURE Dated as of June 30, 2015 Table of Contents Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 20 Section 1.03 Rules of Construction 21 Section

July 6, 2015 EX-10.3

Placement Agency and Closing Agency Agreement dated June 29, 2015, among HomeFed Corporation, the guarantors party to the 2015 Indenture from time to time and Jefferies LLC (incorporated by reference to Exhibit 10.3 of our current report on Form 8-K dated July 6, 2015).

EX-10.3 5 ex103.htm EXHIBIT 10.3 Exhibit 10.3 EXECUTION VERSION Up to $125,000,000 HomeFed Corporation 6.50% Senior Notes due 2018 PLACEMENT AGENCY AND CLOSING AGENCY AGREEMENT June 29, 2015 JEFFERIES LLC 520 Madison Avenue, 12th Floor New York, New York 10022 Ladies and Gentlemen: Introductory. HomeFed Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to certain purc

July 6, 2015 EX-10.5

Affiliate Note Purchase Agreement dated June 29, 2015, among HomeFed Corporation, the guarantors party to the 2015 Indenture from time to time and the affiliate investors (incorporated by reference to Exhibit 10.5 of our current report on Form 8-K dated July 6, 2015).

EX-10.5 7 ex105.htm EXHIBIT 10.5 Exhibit 10.5 Up to $125,000,000 HOMEFED CORPORATION 6.50% Senior Notes due 2018 PURCHASE AGREEMENT June 29, 2015 Ladies and Gentlemen: PURCHASE AGREEMENT (this “Agreement”), by and among HomeFed Corporation, a Delaware corporation (the “Issuer”), the Initial Guarantors (as defined below) and the investors, named on the signature pages hereto (each a “Purchaser,” an

July 6, 2015 EX-10.4

Non-Affiliate Note Purchase Agreement dated June 29, 2015, among HomeFed Corporation, the guarantors party to the 2015 Indenture from time to time and the non-affiliate investors (incorporated by reference to Exhibit 10.4 of our current report on Form 8-K dated July 6, 2015).

EX-10.4 6 ex104.htm EXHIBIT 10.4 Exhibit 10.4 EXECUTION VERSION Up to $125,000,000 HOMEFED CORPORATION 6.50% Senior Notes due 2018 PURCHASE AGREEMENT June 29, 2015 Ladies and Gentlemen: PURCHASE AGREEMENT (this “Agreement”), by and among HomeFed Corporation, a Delaware corporation (the “Issuer”), the Initial Guarantors (as defined below) and the investors, named on the signature pages hereto (each

June 30, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 30, 2015 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

June 30, 2015 EX-99.1

HomeFed Corporation Announces Private Placement of $125 Million Senior Notes

EX-99.1 2 ex991.htm EXHIBIT 99.1 Exhibit 99.1 HomeFed Corporation Announces Private Placement of $125 Million Senior Notes Carlsbad, California, June 30, 2015—HomeFed Corporation (“HomeFed”) announced today that it has successfully closed a private placement of $125 million of 6.50% senior notes due 2018. HomeFed will pay interest on the notes semi-annually on July 1 and January 1 of each year, co

June 15, 2015 DEF 14A

HomeFed 14A

DEF 14A 1 mm06-1515def14.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(A) of the Securities Exchange Act Of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Stateme

June 15, 2015 EX-99.1

ANNUAL MEETING OF STOCKHOLDERS OF HOMEFED CORPORATION July 15, 2015 Important Notice Regarding Internet Availability of Proxy Materials for the Annual Meeting:The 2015 Proxy Statement and the 2014 Annual Report are available at

mm06-1515def14aproxycard.htm ANNUAL MEETING OF STOCKHOLDERS OF HOMEFED CORPORATION July 15, 2015 Important Notice Regarding Internet Availability of Proxy Materials for the Annual Meeting:The 2015 Proxy Statement and the 2014 Annual Report are available at https://astproxyportal.com/ast/12958/ Please sign, date and mail your proxy card in the envelope provided as soon as possible. Please detach al

June 11, 2015 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 5, 2015 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

May 7, 2015 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 1-10153 HOMEFED CORPORATION (Exact name of r

February 27, 2015 EX-21

HomeFed Corporation List of Subsidiaries

Exhibit 21 HomeFed Corporation List of Subsidiaries Name State of Incorporation/Organization 10 Acre, LLC Florida BEI - Beach LLC Delaware Bird Ranch Development Company, LLC Delaware BRP Leasing, LLC Delaware CDS Devco California CDS Holding Corporation Delaware Flat Rock Land Company, LLC Delaware HFC-Glen Cove, LLC Delaware HFC-Rockport, LLC Delaware HOFD Ashville Park LLC Delaware HOFD Village 13, LLC Delaware HomeFed Fanita Rancho, LLC Delaware HomeFed Resources, Inc.

February 27, 2015 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

10-K 1 c795-20141231x10k.htm 10-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [x]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 OR []TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-10153 HOMEFE

January 14, 2015 EX-10.1

Information Concerning Executive Compensation

Exhibit 10.1 Information Concerning Executive Compensation On January 09, 2015, the Compensation Committee of HomeFed Corporation (the “Company”) approved annual salary increases (effective January 1, 2015) and discretionary 2014 cash bonuses for each of the Company’s executive officers who were included as named executive officers in the Company’s 2014 proxy statement. Name and Title Base Salary

January 14, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 mm01-14158k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 09, 2015 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-1015

November 10, 2014 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 c795-20140930x10q.htm 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 OR [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 1-1015

September 24, 2014 SC 13D/A

HOFD / HomeFed Corp. / LEUCADIA NATIONAL CORP - AMENDMENT NO.2 Activist Investment

SC 13D/A 1 mm09-2314lnchfc13da2.htm AMENDMENT NO.2 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 2) HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 436919104 (CUSIP number) Michael J. Sharp Executive Vice President and General Counsel LEUCADIA NATIONAL

September 24, 2014 8-K/A

Unregistered Sales of Equity Securities, Completion of Acquisition or Disposition of Assets

8-K/A 1 mm09-2314hfc8k.htm FORM 8-K AMENDMENT NO.3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No. 3) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2014 HOMEFED CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-10153 33-03

September 5, 2014 8-K/A

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No.

September 5, 2014 EX-2.1

Leucadia National Corporation 520 Madison Avenue New York, New York 10022 August 29, 2014

EXHIBIT 2.1 Leucadia National Corporation 520 Madison Avenue New York, New York 10022 August 29, 2014 HomeFed Corporation 1903 Wright Pl # 220 Carlsbad, CA 92008-6584 Attention: Paul Borden Ladies and Gentlemen: Reference is made to that certain Purchase Agreement (“Purchase Agreement”) dated as of February 28, 2014 by and among HomeFed Corporation, a Delaware corporation, Leucadia National Corpor

August 15, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 13, 2014 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

August 15, 2014 EX-10.1

RSU Opportunity Plan (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K filed August 15, 2014).

EX-10.1 2 mm08-14148kex101.htm EX.10.1 - RSU OPPORTUNITY PLAN EXHIBIT 10.1 HomeFed Corporation RSU Opportunity Plan 1. Purpose. The Board of Directors (the “Board”) of HomeFed Corporation (the “Company”) desires to provide certain Eligible Employees (as defined below) the opportunity to receive an award of restricted stock units (“RSUs”) for common shares of the Company (each, a “share”) pursuant

August 15, 2014 S-8

HOFD / HomeFed Corp. S-8 - -

As filed with the Securities and Exchange Commission on August 15, 2014 Registration No.

August 15, 2014 EX-10.2

Form of RSU Opportunity Notice (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K filed August 15, 2014).

EX-10.2 3 mm08-14148kex102.htm EX.10.2 - FORM OF RSU OPPORTUNITY NOTICE EXHIBIT 10.2 HomeFed Corporation 1903 Wright Place, Suite 220 Carlsbad, California 92008 August , 2014 [Name of Executive Address of Executive City, State, Zip Code] RE: RSU Opportunity Notice Dear [Executive]: On behalf of HomeFed Corporation (“HomeFed” or the “Company”), in connection with your continued service as a valued

August 8, 2014 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 OR [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 1-10153 HOMEFED CORPORATION (Exact name of re

July 3, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 form8-k.htm HOMEFED CORPORATION 8-K 6-27-2014 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 27, 2014 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Inc

July 3, 2014 EX-10.1

Information Concerning Executive Compensation

EX-10.1 2 ex101.htm EXHIBIT 10.1 Exhibit 10.1 Information Concerning Executive Compensation On June 27, 2014, the Compensation Committee of HomeFed Corporation (the "Company") approved annual salary increases (effective as of January 1, 2014) for each of the Company's executive officers who were included as named executive officers in the Company's 2014 proxy statement. Name and Title Base Salary

June 13, 2014 EX-99.1

Welcome to the 2014

EX-99.1 2 mm06-12148ke991.htm EX.99.1 - REPORT OF THE CHAIRMAN Exhibit 99.1 Welcome to the 2014 annual shareholders meeting. I am Joe Steinberg, Chairman of HomeFed Corporation. Please allow me to introduce HomeFed’s directors and officers, especially our new director, Brian Friedman, President of Leucadia National Corporation. To my left are the other directors. 2014 has been a big year for HomeF

June 13, 2014 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 12, 2014 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

June 10, 2014 EX-99.1

Independent Auditor's Report

Exhibit 99.1 Independent Auditor's Report To the Board of Directors and Stockholders of Leucadia National Corporation: We have audited the accompanying combined financial statements of Leucadia Real Estate Group (the “Company”), which comprise the combined balance sheets as of December 31, 2013 and 2012, and the related combined statements of operations, of changes in net equity and of cash flows

June 10, 2014 8-K/A

Financial Statements and Exhibits

8-K/A 1 homefedform8ka.htm HOMEFED CORPORATION FORM 8-K/A AMEND 2, MARCH 28, 2014 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2014 HOMEFED CORPORATION (Exact name of registrant as specified in its ch

June 10, 2014 EX-99.4

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

EX-99.4 8 exhibit994.htm HOMEFED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION EXHIBIT 99.4 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The unaudited pro forma condensed combined statements of operations for the three month period ended March 31, 2014 and for the year ended December 31, 2013 assume the initial closing of the Acquisition was completed on January 1, 2013. The u

June 10, 2014 EX-99.3

INDEPENDENT AUDITORS’ REPORT

Exhibit 99.3 INDEPENDENT AUDITORS’ REPORT To the Members Brooklyn Renaissance Holding Company LLC We have audited the accompanying consolidated and combined financial statements of Brooklyn Renaissance Holding Company LLC and Affiliated Entities, which comprise the consolidated and combined balance sheets as of December 31, 2013 and 2012, and the related consolidated and combined statements of inc

June 10, 2014 EX-99.2

INDEPENDENT AUDITORS’ REPORT

Exhibit 99.2 INDEPENDENT AUDITORS’ REPORT To the Members Brooklyn Renaissance Hotel LLC We have audited the accompanying consolidated financial statements of Brooklyn Renaissance Hotel LLC and Subsidiaries, which comprise the consolidated balance sheets as of December 31, 2013 and 2012, and the related consolidated statements of income, changes in members’ equity and cash flows for the years then

June 4, 2014 10-K/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 2)

10-K/A 1 hfcdec31201310ka.htm HOMEFED CORPORATION DECEMBER 31, 2013 FORM 10-K/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 2) [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For

May 15, 2014 EX-99.1

EX-99.1

May 15, 2014 DEF 14A

-

DEF 14A 1 mm05-1414def14.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(A) of the Securities Exchange Act Of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Stateme

May 12, 2014 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 OR [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 1-10153 HOMEFED CORPORATION (Exact name of r

May 9, 2014 8-K

Regulation FD Disclosure - HOMEFED CORPORATION 8K REGULATION FD DISCLOSURE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 9, 2014 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 (Commission File Number) 33-0304982 (IRS Employer Identification No.

April 23, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 22, 2014 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

April 17, 2014 8-K/A

Unregistered Sales of Equity Securities, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No.

April 3, 2014 EX-4.1

Stockholders Agreement dated as March 28, 2014, by and between HomeFed Corporation and Jefferies Financial Group Inc. (formerly, Leucadia National Corporation) (incorporated by reference to Exhibit 4.1 to the Company’s current report on Form 8-K dated March 28, 2014 and filed with the SEC on April 3, 2014).

EXHIBIT 4.1 EXECUTION VERSION STOCKHOLDERS AGREEMENT This Stockholders Agreement (this “Agreement”) is made and entered into as of March 28, 2014, by and between HomeFed Corporation, a Delaware corporation (the “Company”), and Leucadia National Corporation, a New York corporation (the “Stockholder”). Except as otherwise provided herein, capitalized terms used herein are defined in Section 8 hereof

April 3, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 28, 2014 HOMEFED CORPORATION.

March 31, 2014 EX-99.1

HomeFed Corporation Completes Initial Closing of Acquisition of Portfolio of Real Estate Assets from Leucadia National Corporation

EXHIBIT 99.1 FOR IMMEDIATE RELEASE March 31, 2014 Contact: Erin Ruhe (760) 918-8200 HomeFed Corporation Completes Initial Closing of Acquisition of Portfolio of Real Estate Assets from Leucadia National Corporation CARLSBAD, March 31, 2014 – HomeFed Corporation (“HomeFed”) announced today that on March 28, 2014, it completed the initial closing of its acquisition of certain real estate subsidiarie

March 31, 2014 8-K

Financial Statements and Exhibits, Other Events

8-K 1 mm03-2814hfc8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 28, 2014 HOMEFED CORPORATION. (Exact name of registrant as specified in its charter) Delaware 001-10153 33-0304982 (State or Other Jurisdiction of Incorpo

March 31, 2014 SC 13D/A

HOFD / HomeFed Corp. / LEUCADIA NATIONAL CORP - AMENDMENT NO.1 Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 Amendment No.1 HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 436919104 (CUSIP number) Michael J. Sharp Executive Vice President and General Counsel LEUCADIA NATIONAL CORPORATION 520 Madison Avenue New York, New York 1002

March 12, 2014 10-K/A

HomeFed HOMEFED CORPORATION 2013 FORM 10-K/A (Annual Report)

hfc2013form10ka.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-10153 HOMEFED CORPORAT

February 28, 2014 EX-2.1

______________________________________________________________________________ PURCHASE AGREEMENT Dated as of February 28, 2014 By and Among HomeFed Corporation as Purchaser, Leucadia National Corporation and Specified Subsidiaries of Leucadia Nation

Exhibit 2.1 CONFIDENTIAL PURCHASE AGREEMENT Dated as of February 28, 2014 By and Among HomeFed Corporation as Purchaser, and Leucadia National Corporation and Specified Subsidiaries of Leucadia National Corporation as Sellers. TABLE OF CONTENTS Page Article I Sale and Purchase 1 Section 1.1 Purchased Assets and Equity Interests 1 Section 1.2 Retained Liabilities 2 Section 1.3 Closing Consideration

February 28, 2014 SC 13D

HOFD / HomeFed Corp. / STEINBERG JOSEPH S Activist Investment

SC 13D 1 mm02-2714hfcjssc13d.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 436919104 (CUSIP number) Andrea A. Bernstein, Esq. Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, New York 10153 (Name, address and te

February 28, 2014 SC 13D

HOFD / HomeFed Corp. / CUMMING IAN M. Activist Investment

SC 13D 1 mm02-2714hfcicsc13d.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 436919104 (CUSIP number) Cathy Handley, PO Box 4902, Jackson, WY 83001, 307-734-0708 (Name, address and telephone number of person authorized

February 28, 2014 EX-99.1

FORM OF STOCKHOLDERS AGREEMENT

Exhibit 10.1 FORM OF STOCKHOLDERS AGREEMENT This Stockholders Agreement (this “Agreement”) is made and entered into as of [], 2014, by and between HomeFed Corporation, a Delaware corporation (the “Company”), and Leucadia National Corporation, a New York corporation (the “Stockholder”). Except as otherwise provided herein, capitalized terms used herein are defined in Section 8 hereof. Recitals A. T

February 28, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 mm02-28148k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 28, 2014 HOMEFED CORPORATION. (Exact name of registrant as specified in its charter) Delaware 001-10153 33-0304982 (State or Other Jurisdiction o

February 28, 2014 SC 13D

HOFD / HomeFed Corp. / LEUCADIA NATIONAL CORP Activist Investment

SC 13D 1 mm02-2714hfcsc13d.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 HomeFed Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of class of securities) 436919104 (CUSIP number) Michael J. Sharp Executive Vice President and General Counsel LEUCADIA NATIONAL CORPORATION 520 Madison Avenue New Yor

February 28, 2014 EX-99.1

HomeFed Corporation to Acquire Portfolio of Real Estate Assets from Leucadia National Corporation

Exhibit 99.1 FOR IMMEDIATE RELEASE February 28, 2014 Contact: Erin Ruhe (760) 918-8200 HomeFed Corporation to Acquire Portfolio of Real Estate Assets from Leucadia National Corporation CARLSBAD, February 28, 2014 – HomeFed Corporation (“HomeFed”) announced today that it has entered into a definitive agreement to acquire certain real estate subsidiaries and investments of Leucadia National Corporat

February 18, 2014 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [x]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR []TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-10153 HOMEFED CORPORATION (Exact Name of Regis

February 18, 2014 EX-21

HomeFed Corporation List of Subsidiaries

EX-21 4 c795-20131231ex210b7a6ed.htm EX-21 Exhibit 21 HomeFed Corporation List of Subsidiaries Name State of Incorporation/Organization Bird Ranch Development Company, LLC Delaware CDS Devco California CDS Holding Corporation Delaware Flat Rock Land Company, LLC Delaware HOFD Ashville Park LLC Delaware HomeFed Fanita Rancho, LLC Delaware HomeFed Resources, Inc. California JWO Land, LLC Delaware Ot

January 2, 2014 EX-10.1

Information Concerning Executive Compensation

Exhibit 10.1 Information Concerning Executive Compensation On December 30, 2013, the Compensation Committee of HomeFed Corporation (the “Company”) approved annual salary increases (effective January 1, 2014) and discretionary 2013 cash bonuses for each of the Company’s executive officers who were included as named executive officers in the Company’s 2013 proxy statement. Name and Title Base Salary

January 2, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 30, 2013 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

October 25, 2013 EX-31.(1)

CERTIFICATIONS

Exhibit 31.1 CERTIFICATIONS I, Paul J. Borden, certify that: 1.I have reviewed this quarterly report on Form 10-Q of HomeFed Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect

October 25, 2013 EX-32.(2)

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 32.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 I, Erin N. Ruhe, as Vice President, Treasurer and Controller of HomeFed Corporation (the "Company") certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge: (1)the accompanying Form 10-Q report for the

October 25, 2013 EX-31.(2)

CERTIFICATIONS

Exhibit 31.2 CERTIFICATIONS I, Erin N. Ruhe, certify that: 1.I have reviewed this quarterly report on Form 10-Q of HomeFed Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect t

October 25, 2013 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 OR [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 1-10153 HOMEFED CORPORATION (Exact name

October 25, 2013 EX-32.(1)

PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 32.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 I, Paul J. Borden, as President of HomeFed Corporation (the "Company") certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge: (1)the accompanying Form 10-Q report for the period ending September 30,

July 29, 2013 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 OR [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORATION (Exact name of r

July 12, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 11, 2013 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

July 12, 2013 EX-99.1

Welcome to the 2013 annual shareholders meeting. I am Joe Steinberg, Chairman of HomeFed Corporation. Please allow me to introduce HomeFed’s directors and officers.

Exhibit 99.1 Welcome to the 2013 annual shareholders meeting. I am Joe Steinberg, Chairman of HomeFed Corporation. Please allow me to introduce HomeFed’s directors and officers. Ben Bernanke and I have two things in common. We went to the same summer camp, along with another illustrious camper, Sam Zell. All of us have been deeply involved in the housing market, but safe to say his impact has been

June 12, 2013 DEF 14A

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DEF 14A 1 mm06-0613def14.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(A) of the Securities Exchange Act Of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Stateme

June 12, 2013 EX-99

PROXY HOMEFED CORPORATION PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS FOR ANNUAL MEETING OF STOCKHOLDERS, JULY 11, 2013 AT 1:00 P.M.

EX-99 2 mm06-0613def14aproxycard.htm PROXY CARD l Annual Meeting Location: Sheraton Carlsbad Resort 5480 Grand Pacific Drive Carlsbad, CA 92008 l Directions: You may obtain directions to the Annual Meeting by visiting the Sheraton Carlsbad Resort website http://www.sheratoncarlsbad.com/fs-map.aspx or by contacting the Sheraton Carlsbad Resort at (800) 444-3515. o PROXY HOMEFED CORPORATION PROXY SO

April 26, 2013 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 hfc1stqtr2013form10q.htm HOMEFED CORPORATION 1ST QTR. 2013 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition per

February 15, 2013 EX-21

HomeFed Corporation List of Subsidiaries

EX-21 3 homefedexhibit21.htm HOMEFED CORPORATION LIST OF SUBSIDIARIES Exhibit 21 HomeFed Corporation List of Subsidiaries Name State of Incorporation/Organization Bird Ranch Development Company, LLC Delaware CDS Devco California CDS Holding Corporation Delaware Flat Rock Land Company, LLC Delaware HOFD Ashville Park LLC Delaware HomeFed Fanita Rancho, LLC Delaware HomeFed Resources, Inc. Californi

February 15, 2013 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

10-K 1 homefed2012form10k.htm HOMEFED CORPORATION 2012 FORM 10-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Comm

December 28, 2012 EX-10.1

Information Concerning Executive Compensation

EX-10.1 2 mm12-28128ke101.htm EX.10.1 - INFORMATION CONCERNING EXECUTIVE COMPENSATION. Exhibit 10.1 Information Concerning Executive Compensation On December 24, 2012, the Compensation Committee of HomeFed Corporation (the “Company”) approved annual salary increases (effective January 1, 2013) and discretionary 2012 cash bonuses for each of the Company’s executive officers who were included as nam

December 28, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 mm12-28128k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 24, 2012 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-101

November 6, 2012 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORATION (Exact na

July 26, 2012 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 hfc2ndqtr2012form10q.htm HOMEFED CORPORATION 2ND QTR. 2012 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition peri

July 10, 2012 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K 1 mm07-09128k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 9, 2012 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33

July 10, 2012 EX-99.1

1

EXHIBIT 99.1 Welcome to the 2012 annual shareholders meeting. I am Joe Steinberg, Chairman of HomeFed Corporation. Please allow me to introduce HomeFed’s directors and officers. Since our meeting last year, it appears that the residential real estate market (at least in San Diego) has finally bottomed. Traditionally a housing recovery has been the result of job growth and its cousin – household fo

June 14, 2012 DEF 14A

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(A) of the Securities Exchange Act Of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of

June 14, 2012 EX-99

PROXY HOMEFED CORPORATION PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS FOR ANNUAL MEETING OF STOCKHOLDERS, JULY 9, 2012 AT 1:00 P.M. (PDT)

EX-99 2 mm06-1112def14aproxycard.htm PROXY CARD l Annual Meeting Location: Sheraton Carlsbad Resort 5480 Grand Pacific Drive Carlsbad, CA 92008 l Directions: You may obtain directions to the Annual Meeting by visiting the Sheraton Carlsbad Resort website http://www.sheratoncarlsbad.com/fs-map.aspx or by contacting the Sheraton Carlsbad Resort at (800) 444-3515. o PROXY HOMEFED CORPORATION PROXY SO

April 27, 2012 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 hfc1stqtr2012form10q.htm HOMEFED CORPORATION 1ST QTR. 2012 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition per

February 16, 2012 EX-21

HomeFed Corporation List of Subsidiaries

Exhibit 21 HomeFed Corporation List of Subsidiaries Name State of Incorporation/Organization Bird Ranch Development Company, LLC Delaware CDS Devco California CDS Holding Corporation Delaware Flat Rock Land Company, LLC Delaware HomeFed Communities, Inc.

February 16, 2012 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 OR [_] TRANSITION REPORT PURSUANT TO SECTION 13 O

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 OR [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-10153 HOMEFED CORPORATION (Exact Name of Reg

January 10, 2012 EX-10.1

Information Concerning Executive Compensation

EX-10.1 2 mm01-09128ke101.htm EX.10.1 Exhibit 10.1 Information Concerning Executive Compensation On January 5, 2012, the Compensation Committee of HomeFed Corporation (the “Company”) approved annual salary increases (effective January 1, 2012) and discretionary 2011 cash bonuses for each of the Company’s executive officers who were included as named executive officers in the Company’s 2011 proxy s

January 10, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 5, 2012 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

October 27, 2011 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORATION (Exact na

August 1, 2011 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 29, 2011 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

August 1, 2011 EX-99.1

1

EX-99.1 2 mm07-29118ke991.htm EX.99.1 - CHAIRMAN'S REPORT EXHIBIT 99.1 Good afternoon, I am Joe Steinberg, Chairman of HomeFed Corporation. Welcome to the 2011 annual shareholders meeting. Please allow me to introduce HomeFed’s directors and officers. Since we met last year, the economy has continued a tentative and uneven recovery. Asset prices, except for housing, have rebounded sharply but unem

July 28, 2011 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORATION (Exact name of

July 14, 2011 8-K

Other Events

8-K 1 mm07-14118k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 14, 2011 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 3

July 14, 2011 S-8

As filed with the Securities and Exchange Commission on July 14, 2011

As filed with the Securities and Exchange Commission on July 14, 2011 Registration No.

June 24, 2011 EX-99.1

PROXY HOMEFED CORPORATION PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS FOR ANNUAL MEETING OF STOCKHOLDERS, JULY 29, 2011 AT 1:00 P.M.

l Annual Meeting Location: Sheraton Carlsbad Resort 5480 Grand Pacific Drive Carlsbad, CA 92008 l Directions: You may obtain directions to the Annual Meeting by visiting the Sheraton Carlsbad Resort website http://www.

June 24, 2011 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(A) of the Securities Exchange Act Of 1934

DEF 14A 1 mm06-2011def14.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(A) of the Securities Exchange Act Of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Stateme

April 28, 2011 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2011 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORATION (Exact name o

February 17, 2011 EX-21

HomeFed Corporation List of Subsidiaries

Exhibit 21 HomeFed Corporation List of Subsidiaries Name State of Incorporation/Organization Bird Ranch Development Company, LLC Delaware CDS Devco California CDS Holding Corporation Delaware Flat Rock Land Company, LLC Delaware HomeFed Communities, Inc.

February 17, 2011 EX-3.7

Certificate of Amendment to the Restated Certificate of Incorporation of the Company, dated August 2, 2010 (incorporated by reference to Exhibit 3.7 to our Annual Report on Form 10-K for the year ended December 31, 2010)

Exhibit 3.7 CERTIFICATE OF AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION OF HOMEFED CORPORATION Under Section 242 of the General Corporation Law of the State of Delaware Pursuant to the provisions of Section 242 of the General Corporation Law of the State of Delaware, HOMEFED CORPORATION does hereby certify: 1. The name of the corporation is HOMEFED CORPORATION (the “Corporation”). 2. Thi

February 17, 2011 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-10153 HOMEFED CORPORATION (Exact Name of Re

January 27, 2011 8-K

Other Events

8-K 1 mm01-27118k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 27, 2011 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-1015

January 10, 2011 EX-10

Information Concerning Executive Compensation

Exhibit 10.1 Information Concerning Executive Compensation On January 5, 2011, the Compensation Committee of HomeFed Corporation (the “Company”) approved annual salary increases (effective January 1, 2011) and discretionary 2010 cash bonuses for each of the Company’s executive officers who were included as named executive officers in the Company’s 2010 proxy statement. Name and Title Base Salary i

January 10, 2011 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 mv1-7118k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 5, 2011 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982

November 1, 2010 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 homefed3rdqtr2010form10q.htm HOMEFED CORPORATION 3RD QTR. 2010 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2010 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transi

August 3, 2010 EX-99.1

1

EXHIBIT 99.1 Good afternoon, I am Joe Steinberg, Chairman of HomeFed Corporation. Welcome to the 2010 annual shareholders meeting. Please allow me to introduce HomeFed?s directors and officers. When we held this meeting last year, HomeFed was mostly in hibernation while the world was in the midst of a great recession. Banks have been given support in the form of free money and accommodating regula

August 3, 2010 8-K

Submission of Matters to a Vote of Security Holders, Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 2, 2010 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

July 29, 2010 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2010 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORATION (Exact name of

July 19, 2010 EX-99

HOMEFED CORPORATION PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS FOR ANNUAL MEETING OF STOCKHOLDERS, AUGUST 2, 2010 at 1:00 P.M.

• Annual Meeting Location: Sheraton Carlsbad Resort, 5480 Grand Pacific Drive, Carlsbad, CA 92008 • Directions: You may obtain directions to the Annual Meeting by visiting the Sheraton Carlsbad Resort website http://www.

July 19, 2010 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(A) of the Securities Exchange Act Of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(A) of the Securities Exchange Act Of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of

July 1, 2010 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(A) of the Securities Exchange Act Of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(A) of the Securities Exchange Act Of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of

June 14, 2010 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of

April 30, 2010 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2010 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORATION (Exact name o

April 29, 2010 10-K/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 OR [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-10153 HOMEFED CORPORATION

February 19, 2010 10-K

SECURITIES AND EXCHANGE COMMISSION

10-K 1 hfc200910k.htm HOMEFED CORPORATION 2009 FORM 10-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 OR [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission fi

February 19, 2010 EX-21

State of Incorporation/Organization

Exhibit 21 HomeFed Corporation List of Subsidiaries Name State of Incorporation/Organization Bird Ranch Development Company, LLC Delaware CDS Devco California CDS Holding Corporation Delaware Flat Rock Land Company, LLC Delaware HomeFed Communities, Inc.

January 19, 2010 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 13, 2010 HOMEFED CORPORATIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 13, 2010 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

January 19, 2010 EX-10

Information Concerning Executive Compensation

Exhibit 10.1 Information Concerning Executive Compensation On January 13, 2010, the Compensation Committee of HomeFed Corporation (the ?Company?) approved annual salary increases (effective January 1, 2010) and discretionary 2009 cash bonuses for each of the Company?s executive officers who were included as named executive officers in the Company's 2009 proxy statement. Name and Title Base Salary

November 3, 2009 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2009 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-10153 HOMEFED CORPORATION (Exact name

August 6, 2009 CORRESP

HomeFed Corporation 1903 Wright Place Suite 220 Carlsbad, California 92008

HomeFed Corporation 1903 Wright Place Suite 220 Carlsbad, California 92008 August 6, 2009 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

July 14, 2009 EX-99

2009 Report to Shareholders

EXHIBIT 99.1 2009 Report to Shareholders Good afternoon, I am Joe Steinberg, Chairman of HomeFed Corporation. Welcome to the San Elijo Hills Visitors? Center and your 2009 annual meeting. (Let me introduce our Directors and Officers). For the record, in case a shareholder has been away in Timbuktu, this past year has been a disaster for the U.S. economy. In the months following our July meeting, i

July 14, 2009 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 14, 2009

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 14, 2009 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

June 18, 2009 DEF 14A

Amended and Restated 1999 Stock Incentive Plan (incorporated by reference to Annex A to our Proxy Statement dated June 18, 2009)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of

January 20, 2009 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 mm01-20098k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 15, 2009 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304

January 20, 2009 EX-10

Information Concerning Executive Compensation

Exhibit 10.1 Information Concerning Executive Compensation On January 15, 2009, the Compensation Committee of HomeFed Corporation (the “Company”) approved annual salary increases (effective January 1, 2009) and discretionary 2008 cash bonuses for each of the Company’s executive officers who were included as named executive officers in the Company's 2008 proxy statement. Name and Title Base Salary

July 16, 2008 EX-99

2008 Report to Shareholders

Exhibit 99.1 2008 Report to Shareholders Good afternoon. I am Joe Steinberg, Chairman of HomeFed Corporation. I am not so pleased to provide you with a report on the significant events since our last annual meeting on July 10, 2007. Since that meeting, the downturn in the residential real estate market significantly fueled by exotic lending products has lead to catastrophic failures among develope

July 16, 2008 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 15, 2008 HOMEFED CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-10153 33-0304982 (Commission File Number) (IRS Employer Identification No.

June 19, 2008 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive

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