Community Healthcare Trust Inc current report, 05 November 2019

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Business Context and Reporting Period

Company: Community Healthcare Trust Inc (CHCT)
Filing Type: Form 8-K (Current Report)
Date of Report: November 5, 2019
Reporting Period: Event date of November 5, 2019
Business Context: The Company is an emerging growth company incorporated in Maryland, with common stock traded on the New York Stock Exchange. This filing reports the entry into a material definitive agreement regarding equity financing.

Key Financial Metrics

This filing does not report operational financial metrics such as revenue, profit, cash flow, margins, or debt levels. The primary financial data point disclosed is the potential capital raise capacity:

  • Aggregate Gross Sales Price: Up to $360,000,000 of common stock.
  • Commission Rate: Not to exceed 2% of the gross sales price of shares sold.
  • Liquidity Impact: Potential increase in cash proceeds subject to market conditions and Company discretion.

Material Changes Versus Prior Period

The filing does not provide comparative financial data or operational changes versus prior periods. The material change reported is the execution of an Amended and Restated Sales Agency Agreement, replacing or updating previous arrangements for equity sales.

Guidance, Outlook, and Risks

Management Commentary and Outlook:

  • The Company may issue and sell shares from time to time at its sole discretion.
  • Sales may occur via "at-the-market" offerings on the NYSE or through privately negotiated transactions.
  • The Company is not obligated to sell any shares under the agreement.
Risks and Contingencies:
  • Market Conditions: Actual results may differ based on market conditions and the satisfaction of pre-sale conditions.
  • Forward-Looking Statements: The Company cautions that statements regarding the ability to raise funds are forward-looking and not guarantees of achievement.
  • Termination: The agreement terminates upon the sale of all shares or earlier termination by the Company or Agents.
Unusual Items: None reported in this filing.

Investor Verification Checklist

  • Verify the current market price of CHCT common stock to assess the potential dilution impact of a $360 million offering.
  • Review the full text of the Amended and Restated Sales Agency Agreement (Exhibit 10.1) for specific termination clauses and indemnification terms.
  • Check subsequent filings to determine if and when the Company has elected to sell shares under this agreement.
  • Confirm the Company's current cash position and debt obligations in the most recent 10-Q or 10-K to understand the necessity of this capital raise.