Agree Realty Corp 8-K, filed Jul 5, 2023
Agree Realty Corp (ADC)
About this 8-K
Agree Realty Corp filed this 8-K on July 5, 2023.
Items reported
- Item 8.01: Other events
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 8.01. Other Events.
On July 5, 2023, Agree Realty Corporation (the “Company”) announced its weighted-average number of common shares outstanding for the three and six months ended June 30, 2023. The following table computes the Company’s weighted-average number of common shares outstanding for the periods:
| Three Months | Six Months | |||||||
| Ended | Ended | |||||||
| June 30, 2023 | June 30, 2023 | |||||||
| Weighted-average number of common shares outstanding | 93,299,541 | 91,795,061 | ||||||
| Less: Unvested restricted stock | (245,671 | ) | (245,671 | ) | ||||
| Weighted-average number of common shares outstanding used in basic earnings per share | 93,053,870 | 91,549,390 | ||||||
| Weighted-average number of common shares outstanding used in basic earnings per share | 93,053,870 | 91,549,390 | ||||||
| Effect of dilutive securities: | ||||||||
| Share-based compensation | 79,914 | 88,603 | ||||||
| ATM forward equity offerings | 601 | 73,853 | ||||||
| September 2022 Forward Offering | - | 150,444 | ||||||
| Weighted-average number of common shares outstanding used in diluted earnings per share | 93,134,385 | 91,862,290 | ||||||
| Operating Partnership Units ("OP Units") | 347,619 | 347,619 | ||||||
| Weighted-average number of common shares and OP Units outstanding used in diluted earnings per share | 93,482,004 | 92,209,909 | ||||||
To account for the potential dilution resulting from the forward equity offerings on earnings per share calculations, the Company used the treasury stock method to determine the dilution during the period of time prior to settlement. The impact of the offerings on the Company’s weighted-average diluted shares for the three months ended June 30, 2023 was 601 weighted-average incremental shares. The impact of the offerings on the Company’s weighted-average diluted shares for the six months ended June 30, 2023 was 224,297 weighted-average incremental shares.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AGREE REALTY CORPORATION | |||
| Date: July 5, 2023 | By: | /s/ Peter Coughenour | |
| Name: Peter Coughenour | |||
| Title: Chief Financial Officer and Secretary | |||