Business Context and Reporting Period
This Form 8-K filing by Broadstone Net Lease, Inc. reports on events occurring on April 30, 2018. The Company is a net lease real estate investment trust (REIT) that invests in net leased properties. The report details the completion of a monthly closing of its ongoing private offering of common stock.
Key Financial Metrics and Capital Activity
- Equity Sale Proceeds: $14,896,838.00 raised from the sale of 183,911.589 shares at $81.00 per share.
- Investment Cap: The sale utilized the full $15 million monthly cap on new and additional investments for April 2018.
- DRIP Activity: On April 13, 2018, the Distribution Reinvestment Plan (DRIP) issued 53,059.912 shares at $79.38 per share (a 2% discount to the $81.00 Determined Share Value), generating $4,211,895.81.
- Outstanding Equity: As of April 30, 2018, there were 19,805,985.018 shares of common stock issued and outstanding.
- Operating Company Units: 21,502,947.566 units of membership interest in Broadstone Net Lease, LLC were outstanding, with the Company owning approximately 92.11% and noncontrolling interests holding 7.89%.
- Queue Status: Approximately $1,900,012 remained in the queue for subsequent equity closings at $81.00 per share.
Material Changes and Use of Proceeds
The primary material change is the increase in outstanding shares and capital raised through the private offering. The Company intends to use substantially all net proceeds from this closing, supplemented by additional borrowings, to invest in additional net leased properties and for general corporate purposes. The filing notes that the $15 million monthly cap applies only to new or additional investments and excludes DRIP proceeds or equity capital from UPREIT transactions.
Guidance, Risks, and Unusual Items
The filing does not provide specific forward-looking guidance, risk factors, or management commentary beyond the stated intent to deploy capital into net leased properties. The sale of shares was conducted in reliance on the exemption from registration under Rule 506(c) of Regulation D. No unusual items or contingencies were disclosed in this specific report.
Investor Verification Checklist
- Verify the current Determined Share Value and any changes to the monthly investment cap in subsequent filings.
- Confirm the deployment of the $14.9 million proceeds into specific net leased properties.
- Monitor the status of the $1.9 million equity queue for future closing dates.
- Review the impact of the 7.89% noncontrolling interest on the Operating Company's financial statements.
- Check for any new borrowings mentioned as a supplement to the equity proceeds.