MacKenzie Realty Capital, Inc 8-K, filed Apr 29, 2024
MacKenzie Realty Capital, Inc. (MKZR)
8-K
2024-04-29
For: 2024-04-29
View Original
Added on
April 12, 2026
About this 8-K
MacKenzie Realty Capital, Inc filed this 8-K on April 29, 2024.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): April 29, 2024
(Exact Name of Registrant as Specified in Its Charter)
(Commission File Number)
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(State or Other Jurisdiction of Incorporation)
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(I.R.S. Employer Identification No.)
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(Address of principal executive offices, including zip code)
(925 ) 631-9100
(Registrant’s telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter):
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure.
On or about April 29, 2024, MacKenzie Realty Capital, Inc., will mail a letter to common stockholders.
The full text of the letters are attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information in this Current Report is furnished pursuant to Item 7 and shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section. This information will not be deemed an admission as to the materiality of any information contained herein that is required to be disclosed solely by
Regulation FD.
Statements in this Current Report on Form 8-K, including intentions, beliefs, expectations, or projections relating to items such as the timing of
payment of dividends are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based on current
expectations and assumptions with respect to, among other things, future economic, competitive and market conditions and future business decisions that may prove incorrect or inaccurate. Important factors that could cause actual results to
differ materially from those in the forward-looking statements include the risks described in the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended June 30, 2023, as amended, and its other filings with the
Securities and Exchange Commission.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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Exhibit Number
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Description
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99.1
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Letter to common stockholders
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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.
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MACKENZIE REALTY CAPITAL,
INC.
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(Registrant)
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Date: April 29, 2024
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By:
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/s/ Robert Dixon
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Robert Dixon
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President
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April 29, 2024
Dear Investor:
MacKenzie Realty Capital, Inc. is pleased to announce that the Board of Directors has declared another dividend at the rate of
$0.125 per common share. The dividend is payable to common shareholders of record as of March 31, 2024.
Not only is the existing Wiseman portfolio an important and stabilized part of our overall portfolio, the Wiseman team also has
the development experience to help us continue to grow. In fact, we have broken ground on our newest development called “Aurora at Green Valley”! We are still raising funds through a private placement for the development and encourage you to ask your
financial advisor about it.
Further, as we announced last month, we are pursuing a listing first on the OTCQX, followed later this year by a listing on the
NYSE-American once a trading history and public float is demonstrated. We are unable to provide any guidance regarding a potential share price or the timing of such an event, or to guarantee that such a listing will occur. Stay tuned for further
information and a Frequently Asked Questions brochure once we have further information.
We are excited to introduce our new Transfer Agent, Securities Transfer Corporation
(STC). STC’s office will be working with us going
forward to maintain the books and records as well as facilitate distributions. We encourage you to continue to reach out to our office if you have any questions or need any assistance at any time, however as of May 1, 2024, you’ll be able to access
your statements and other information through STC’s portal instead of ours. To obtain log in credentials please send an email to info@stctransfer.com
and reference that you are a shareholder in Mackenzie Realty Capital, Inc., state the registered name under which your shares are held
and provide identifying information such as the last four digits of your social security number or your address zip code.
We appreciate your investment in MRC. We are excited about the interest we have received in MRC from investors and the investment
opportunities we have encountered. We believe your confidence in us will be rewarded.
Sincerely,
MACKENZIE REALTY CAPITAL, INC.
Robert E. Dixon, President
The statements and certain other information contained in this letter, which can be identified by the use of forward- looking terminology
such as “may,” “will,” “expect,” “continue,” “remains,” “intend,” “aim,” “towards,” “should,” “prospects,” “could,” “future,” “potential,” “believe,” “plans,” “likely,” “anticipate,” “position,” “probable,” “committed,” “achieve,” “rewarded,” and
“focused,” or the negative thereof or other variations thereon or comparable terminology, constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended, and are subject to the safe harbors created thereby. These statements should be considered as subject to the many risks and uncertainties that exist in the Company’s operations and business environment. Such risks and
uncertainties could cause actual results to differ materially from those projected. These uncertainties include, but are not limited to, economic conditions, market demand and pricing, competitive and cost factors, and other risk factors. This letter
does not constitute an offer to purchase or sell Mackenzie securities. No money or consideration is being solicited by the information in this letter or any other communication and, if sent, money will not be accepted and will be promptly returned. A
potential investor’s indication of interest does not create a commitment to purchase the securities we are offering. A copy of the Offering Circular may be obtained at:
https://www.sec.gov/Archives/edgar/data/1550913/000155091323000037/offeringcircular111423.htm.