Preferred Apartment Communities, Inc. (NYSE:APTS) Files An 8-K Entry into a Material Definitive AgreementItem 1.01Entry into a Material Definitive Agreement.
On July 10, 2017, Preferred Apartment Communities, Inc. (the "Company") entered into separate Capital on Demand Sales AgreementsTM (collectively, the "Sales Agreements", and individually, each a "Sales Agreement") with each of National Securities Corporation ("National"), D.A. Davidson & Co. ("DA"), and JMP Securities LLC ("JMP" and collectively with National and DA, the "New Sales Agents"), whereby the New Sales Agents were added as sales agents with JonesTrading Institutional Services LLC ("JonesTrading"), Canaccord Genuity Inc ("Canaccord") and FBR Capital Markets & Co ("FBR" and collectively with the New Sales Agents, JonesTrading and Canaccord, the "Sales Agents") and under which the Company may issue and sell shares of its common stock having an aggregate offering price of up to $150.0 million from time to time through National, DA, JMP or any of JonesTrading, Canaccord or FBR acting as its sales agent. Sales of the Company's common stock through the Sales Agents, if any, will be made by any method that is deemed an "at the market offering" as defined in Rule 415 under the Securities Act of 1933, as amended. Any shares of common stock will be issued to the Company's shelf registration statement on Form S-3 (Registration No. 333-211178).
Each Sales Agent will use commercially reasonable efforts consistent with its normal trading and sales practices. Each time the Company wishes to issue and sell the Company's common stock under the Agreement, the Company will notify one of the sales agents of the number of shares to be issued, the dates on which such sales are anticipated to be made, any minimum price below which sales may not be made and other sales parameters as the Company deems appropriate. The Company will pay the Sales Agents a commission rate of up to 3.0% of the gross proceeds from the sale of shares of common stock sold through such Sales Agent under the applicable Sales Agreement (subject to reduction in certain circumstances). The Company has also agreed to reimburse the Sales Agents for certain expenses incurred in connection with entering into the Agreement, not to exceed $35,000 in the aggregate, and has provided the Sales Agents with customary indemnification rights.
In connection with the new Sales Agreements, the Company entered into a separate Amendment No. 1 to the Capital on Demand Sales AgreementsTM with each of JonesTrading, Canaccord and FBR (the "Amendments"), whereby, among other things, each of JonesTrading, Canaccord and FBR provided their consents to the new Sales Agreements.
The foregoing summary of the Sales Agreements is qualified in its entirety by reference to the Sales Agreements, copies of which are filed as Exhibit 10.1, 10.2 and 10.3 to this Current Report on Form 8-K and incorporated by reference herein.
The foregoing summary of the Amendments is qualified in its entirety by reference to the Amendments, a form of which is filed as Exhibit 10.4 to this Current Report on Form 8-K and incorporated by reference herein.
Item 9.01Financial Statements and Exhibits.
(d)Exhibits.
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Exhibit No. |
Description |
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10.1 |
Capital On Demand Sales AgreementTMdated July 10, 2017 between Preferred Apartment Communities, Inc. and National Securities Corporation |
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10.2 |
Capital On Demand Sales AgreementTMdated July 10, 2017 between Preferred Apartment Communities, Inc. and D.A. Davidson & Co. |
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10.3 |
Capital On Demand Sales AgreementTMdated July 10, 2017 between Preferred Apartment Communities, Inc. and JMP Securities LLC |
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10.4 |
Form of Amendment No. 1, dated July 10, 2017, to Capital On Demand Sales AgreementTM, dated May 4, 2016 between Preferred Apartment Communities, Inc., and each of JonesTrading Institutional Services, LLC, FBR Capital Markets & Co., and Canaccord Genuity, Inc. |
PREFERRED APARTMENT COMMUNITIES INC ExhibitEX-10.1 2 exhibit101-salesagreementx.htm EXHIBIT 10.1 – NATIONAL SALES AGREEMENT Exhibit PREFERRED APARTMENT COMMUNITIES,…To view the full exhibit click here
About Preferred Apartment Communities, Inc. (NYSE:APTS)
Preferred Apartment Communities, Inc. is a real estate investment trust (REIT). The Company is formed primarily to acquire and operate multifamily properties in select-targeted markets throughout the United States. It operates through three segments: multifamily communities, retail and real estate related financing. The multifamily communities segment consists of owned residential multifamily communities. It owns approximately 20 multifamily communities with a total of over 6,140 units in over eight states. The retail segment consists of owned grocery-anchored shopping centers. The Company owns over 31 grocery-anchored centers across over seven Sunbelt states. It owns Champions Village, a Randalls-anchored shopping center. The financing segment consists of a portfolio of real estate loans, bridge loans and other financial instruments, which partially finance the development, construction and prestabilization carrying costs of multifamily communities and other real estate assets.
