NETSTREIT Corp. Announces Closing of Forward Common Stock Offering and Full Exercise of Underwriters’ Option to Purchase Additional Shares
12 Januar 2024 - 10:05PM
Business Wire
NETSTREIT Corp. (the “Company”) announced today that it has
closed its previously announced public offering of 11,040,000
shares of its common stock, which includes the full exercise of the
underwriters’ option to purchase additional shares, at a public
offering price of $18.00 per share in connection with the forward
sale agreements described below.
Wells Fargo Securities and BofA Securities acted as the
book-running managers and representatives of the underwriters for
the offering. Jefferies, Truist Securities, Capital One Securities,
Regions Securities LLC, Scotiabank, TD Securities, Mizuho, Stifel
and Citigroup acted as joint book-running managers for the
offering. Baird, BTIG, Raymond James, Wolfe Capital Markets and
Advisory, Ramirez & Co., Inc., Comerica Securities and Roberts
& Ryan acted as co-managers for the offering.
The Company has entered into forward sale agreements with
affiliates of Wells Fargo Securities and BofA Securities (the
"forward purchasers") with respect to 11,040,000 shares of its
common stock. In connection with the forward sale agreements, the
forward purchasers or their affiliates borrowed from third parties
and sold to the underwriters an aggregate of 11,040,000 shares of
the Company’s common stock. Subject to its right to elect cash or
net share settlement, which right is subject to certain conditions,
the Company intends to deliver, upon physical settlement of such
forward sale agreements on one or more dates specified by the
Company occurring no later than January 9, 2025, an aggregate of
11,040,000 shares of its common stock to the forward purchasers in
exchange for cash proceeds per share equal to the applicable
forward sale price, which will be the public offering price, less
underwriting discounts and commissions, and will be subject to
certain adjustments as provided in the forward sale agreements.
The Company did not initially receive any proceeds from the sale
of shares of its common stock by the forward purchasers. The
Company expects to contribute the net proceeds, if any, it receives
upon the future settlement of the forward sale agreements to its
operating partnership in exchange for Class A limited partnership
units in the operating partnership and the operating partnership
intends to use the net proceeds for general corporate purposes,
which may include the repayment of amounts outstanding from time to
time under the Company’s revolving credit facility, and funding of
acquisitions of properties and development activities in the
Company’s pipeline. Selling common stock through the forward sale
agreements enabled the Company to set the price of such shares upon
pricing the offering (subject to certain adjustments) while
delaying the issuance of such shares and the receipt of the net
proceeds by the Company until the expected funding requirements
described above have occurred.
The offering was made pursuant to the Company’s shelf
registration statement, which was automatically effective upon
filing with the U.S. Securities and Exchange Commission on
September 1, 2021. Copies of the final prospectus may be obtained
from the SEC's website at www.sec.gov or by contacting: Wells Fargo
Securities, LLC, Attention: Equity Syndicate Department, 500 West
33rd Street, New York, New York, 10001, at (800) 326-5897 or email
a request to cmclientsupport@wellsfargo.com and BofA Securities,
Attention: Prospectus Department, NC1-022-02-25, 201 North Tryon
Street, Charlotte, North Carolina 28255-0001 or by email at
dg.prospectus_requests@bofa.com.
About NETSTREIT Corp.
NETSTREIT Corp. is an internally managed real estate investment
trust (REIT) based in Dallas, Texas that specializes in acquiring
single-tenant net lease retail properties nationwide. The growing
portfolio consists of high-quality properties leased to e-commerce
resistant tenants with healthy balance sheets. Led by a management
team of seasoned commercial real estate executives, NETSTREIT’s
strategy is to create the highest quality net lease retail
portfolio in the country with the goal of generating consistent
cash flows and dividends for its investors.
Forward-Looking and Cautionary Statements
This press release contains “forward-looking statements.”
Forward-looking statements include statements regarding the public
offering and other statements identified by words such as “could,”
“may,” “might,” “will,” “likely,” “anticipates,” “intends,”
“plans,” “seeks,” “believes,” “estimates,” “expects,” “continues,”
“projects” and similar references to future periods, or by the
inclusion of forecasts or projections. Forward-looking statements,
including statements regarding the expected use of proceeds of the
offering, are based on the Company’s current expectations and
assumptions regarding the Company’s business, the economy and other
future conditions. Because forward-looking statements relate to the
future, by their nature, they are subject to inherent
uncertainties, risks and changes in circumstances that are
difficult to predict. As a result, the Company’s actual results may
differ materially from those contemplated by the forward-looking
statements. Important factors that could cause actual results to
differ materially from those in the forward-looking statements
include financial market and regulatory conditions, general real
estate market conditions, the Company’s competitive environment and
other factors set forth under “Risk Factors” in the Company’s
prospectus supplement and accompanying prospectus and in the
Company’s annual and quarterly reports and other documents filed
with the U.S. Securities and Exchange Commission from time to time.
Any forward-looking statement made in this press release speaks
only as of the date on which it is made. The Company undertakes no
obligation to publicly update or revise any forward-looking
statement, whether as a result of new information, future
developments or otherwise.
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Investor Relations ir@netstreit.com 972-597-4825
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