SOUTH BEND, IN / ACCESSWIRE / August 2, 2024 / Strawberry Fields REIT, Inc. (NYSE AMERICAN:STRW) (the "Company") announced today that it has established an at-the-market equity program (the "ATM Program"). The ATM Program will allow the Company to issue and sell to the public from time to time, at the Company's discretion, newly issued shares of common stock. Any shares sold in the ATM Program will be subject to volume limitations imposed by the SEC and will be sold through the New York Stock Exchange (the "NYSE").
The ATM Program is expected to provide the Company with additional financing flexibility. The Company intends to use the net proceeds from the ATM Program to increase stock liquidity and facilitate growth.
The volume and timing of sales under the ATM Program, if any, will be determined at the Company's sole discretion. The ATM Program will be effective, unless terminated by the Company or otherwise in accordance with the terms of the At Market Issuance Sales Agreement dated July 11, 2024 (the "Sales Agreement") between the Company and the Agents (as defined below). Shares will be sold in the ATM Program at prevailing market price at the time of the sales. Therefore, prices may vary among purchasers during the period of the distribution. The Sales Agreement limits the amount of sales in the ATM Program to $24 million over the life of the ATM Program.
To facilitate sales in the ATM Program, the Company has retained B. Riley Securities, Inc., and A.G.P. / Alliance Global Partners (collectively, the "Agents").
The ATM Program is being established pursuant to a prospectus contained in a Registration Statement on Form S-3 Registration Statement, which was declared effective by the SEC on August 1, 2024. The Registration Statement is available on the Securities and Exchange Commission's website at www.sec.gov. The Agents will send copies of the Registration Statement and Prospectus via requests made to any of the following individuals:
B. Riley Securities, Inc, 299 Park Avenue, 21st Floor New York, NY 10171 attn: Patrice McNicoll- Pmcnicoll@brileyfin.com or Larry Goldsmith- Lgoldsmith@brileyfin.com. With a copy to: atmdesk@brileyfin.com.
A.G.P./Alliance Global Partners, 590 Madison Avenue New York, NY 10022, attn.: Tom Higgins- Thiggins@allianceg.com. With a copy to: atm@allianceg.com.
About Strawberry Fields REIT
Strawberry Fields REIT, Inc., is a self-administered real estate investment trust engaged in the ownership, acquisition, development and leasing of skilled nursing and certain other healthcare-related properties. The Company's portfolio includes 110 healthcare facilities with an aggregate of 12,500+ beds, located throughout the states of Arkansas, Illinois, Indiana, Kentucky, Michigan, Ohio, Oklahoma, Tennessee and Texas. The 110 healthcare facilities comprise 100 skilled nursing facilities, eight assisted living facilities, and two long-term acute care hospitals.
Safe Harbor Statement
Certain statements in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Those forward-looking statements include all statements that are not historical statements of fact and those regarding our intent, belief or expectations, including, but not limited to, statements regarding: future financing plans, business strategies, growth prospects and operating and financial performance; expectations regarding the making of distributions and the payment of dividends; and compliance with and changes in governmental regulations.
Words such as "anticipate(s)," "expect(s)," "intend(s)," "plan(s)," "believe(s)," "may," "will," "would," "could," "should," "seek(s)" and similar expressions, or the negative of these terms, are intended to identify such forward-looking statements. These statements are based on management's current expectations and beliefs and are subject to a number of risks and uncertainties that could lead to actual results differing materially from those projected, forecasted or expected. Although we believe that the assumptions underlying the forward-looking statements are reasonable, we can give no assurance that our expectations will be attained. Factors which could have a material adverse effect on our operations and future prospects or which could cause actual results to differ materially from our expectations include, but are not limited to: (i) the COVID-19 pandemic and the measures taken to prevent its spread and the related impact on our business or the businesses of our tenants; (ii) the ability and willingness of our tenants to meet and/or perform their obligations under the triple-net leases we have entered into with them, including, without limitation, their respective obligations to indemnify, defend and hold us harmless from and against various claims, litigation and liabilities; (iii) the ability of our tenants to comply with applicable laws, rules and regulations in the operation of the properties we lease to them; (iv) the ability and willingness of our tenants to renew their leases with us upon their expiration, and the ability to reposition our properties on the same or better terms in the event of nonrenewal or in the event we replace an existing tenant, as well as any obligations, including indemnification obligations, we may incur in connection with the replacement of an existing tenant; (v) the availability of and the ability to identify (a) tenants who meet our credit and operating standards, and (b) suitable acquisition opportunities, and the ability to acquire and lease the respective properties to such tenants on favorable terms; (vi) the ability to generate sufficient cash flows to service our outstanding indebtedness; (vii) access to debt and equity capital markets; (viii) fluctuating interest rates; (ix) the ability to retain our key management personnel; (x) the ability to maintain our status as a real estate investment trust ("REIT"); (xi) changes in the U.S. tax law and other state, federal or local laws, whether or not specific to REITs; (xii) other risks inherent in the real estate business, including potential liability relating to environmental matters and illiquidity of real estate investments; and (xiii) any additional factors included under "Risk Factors" in our Annual Report Form 10-K dated March 19, 2024, including in the section entitled "Risk Factors" in Item 1A of Part I of such report, as such risk factors may be amended, supplemented or superseded from time to time by other reports we file with the SEC.
Forward-looking statements speak only as of the date of this press release. Except in the normal course of our public disclosure obligations, we expressly disclaim any obligation to release publicly any updates or revisions to any forward-looking statements to reflect any change in our expectations or any change in events, conditions or circumstances on which any statement is based.
Investor Relations:
Strawberry Fields REIT, Inc.
IR@sfreit.com
+1 (773) 747-4100 x422
SOURCE: Strawberry Fields REIT LLC
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