Business Context and Reporting Period
This Form 8-K filing by Broadstone Net Lease, Inc. reports on events occurring on July 31, 2017. The Company is a net lease real estate investment trust (REIT) incorporated in Maryland. The report details the completion of a monthly closing of its ongoing private offering of common stock.
Key Financial Metrics
- Capital Raised (July 31 Closing): $17,601,121 in aggregate proceeds from the sale of 220,014.011 shares at $80.00 per share.
- Capital Raised (DRIP - July 14): $3,399,561 in aggregate proceeds from the sale of 43,362.698 shares at $78.40 per share (2% discount to the $80.00 Determined Share Value).
- Shares Outstanding: 17,552,940.263 shares of common stock as of July 31, 2017.
- Operating Company Units: 1,530,049.276 units of membership interest in Broadstone Net Lease, LLC, convertible one-for-one into common stock.
- Revenue, Profit, Cash Flow, Debt, Margins: The filing text does not provide a clear value for these operational financial metrics.
Material Changes
The primary material change reported is the increase in outstanding equity resulting from the July 31, 2017, private offering closing and the July 14, 2017, Distribution Reinvestment Plan (DRIP) issuance. The Company utilized Rule 506(c) under Regulation D as an exemption from registration for the July 31 offering.
Outlook, Management Commentary, and Risks
- Use of Proceeds: The Company intends to use substantially all net proceeds from this and future closings, supplemented by additional borrowings, to invest in additional net leased properties and for general corporate purposes.
- Offering Structure: The Company continues to close sales of additional shares of its common stock on a monthly basis.
- Risks/Contingencies: The filing does not explicitly detail new risks or contingencies beyond the standard reliance on securities exemptions.
Investor Verification Checklist
- Verify the total capital raised in the ongoing private offering to date versus the specific $17.6M reported for the July 31 closing.
- Confirm the current Determined Share Value and the discount rate applied to the DRIP in subsequent months.
- Review the Company's debt levels and borrowing capacity, as proceeds are intended to be supplemented with additional borrowings.
- Check the conversion status and limitations of the 1.53 million Operating Company membership units.