Item 8.01. Other Events.
On May 9, 2024, Centerspace (the "Company") entered into a first amendment (the "Amendment") to the Equity Distribution Agreement (the "Agreement"), dated September 10, 2021, with BMO Capital Markets Corp., BofA Securities, Inc., BTIG, LLC, Jefferies LLC, Piper Sandler & Co., Raymond James & Associates, Inc., and UBS Securities LLC as sales agent, forward seller (except with respect to BTIG, LLC) and/or principal, and Nomura Securities International, Inc. (acting through BTIG, LLC as agent), as forward seller to Nomura Global Financial Products, Inc., its relevant forward purchaser (to the extent serving in such capacity as of the date hereof, each a "Manager" and collectively, the "Managers") and each of Bank of Montreal, Bank of America, N.A., Jefferies LLC, Nomura Global Financial Products, Inc., Piper Sandler & Co., Raymond James & Associates, Inc. and UBS AG London Branch, as forward purchaser (in such capacity, each a "Forward Purchaser" and together the "Forward Purchasers" and with the Managers, each, an "Agent" and collectively, the "Agents"). BTIG, LLC was originally a party to the Agreement, but on November 7, 2022, BTIG, LLC terminated the Agreement as to itself. The Amendment added BTIG, LLC, as Manager, Nomura Securities International, Inc., as forward seller (acting through BTIG, LLC as agent) to Nomura Global Financial Products, Inc., its relevant Forward Purchaser, and Nomura Global Financial Products, Inc., as Forward Purchaser.

Pursuant to the terms of the Agreement, the Company is permitted to offer and sell from time to time its common shares of beneficial interest, no par value per share (the "Shares"), through or to the Agents, or, if applicable, Forward Purchasers. The Company previously registered under a Registration Statement on Form S-3 (File No. 333-248572) (the "Prior Registration Statement") the offer and sale of Shares having an aggregate offering price of up to $250,000,000 pursuant to the Agreement. The Company previously sold Shares having an aggregate offering price of $123,394,453, leaving an available balance of $126,605,547 aggregate offering price of Shares that may be offered and sold under the Agreement. The Prior Registration Statement expired on September 3, 2023. On September 1, 2023, the Company filed a new Registration Statement on Form S-3 (File No. 333-274317) (the "New Registration Statement"). On May 9, 2024, the Company filed a prospectus supplement to register the amount of Shares remaining under the Agreement under the New Registration Statement.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text Amendment, a copy of which is attached as Exhibit 1.1 and is incorporated herein by reference. In addition, a copy of the opinion of Taft Stettinius & Hollister LLP relating to the validity of the shares that may be sold pursuant to the Agreement is filed herewith as Exhibit 5.1.

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Centerspace published this content on 09 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 09 May 2024 22:14:45 UTC.