Washington, D.C. 20549
Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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:
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):
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 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release issued June 3, 2022
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: June 3, 2022
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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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NEWS RELEASE CONTACT
FOR IMMEDIATE RELEASE Chris Simpson
800-854-8357
MacKenzie Realty Capital, Inc. completes merger transaction involving FSP Satellite Place Corp.
Orinda, Calif., (June 3, 2022) – On April 1,
2022, MacKenzie Realty Capital, Inc. (“MacKenzie” or the “Company”), and its wholly owned subsidiary, FSP Merger Sub, Inc. (“Merger Sub”) entered into a
reverse triangular merger with FSP Satellite Place Corp. (“FSP Satellite”), pursuant to which Merger Sub would be merged with and into FSP Satellite, which former shareholders of FSP Satellite receiving cash or shares of the Company, based upon
their election, and after which the surviving corporation would be renamed MacKenzie Satellite Place Corp. On June 1, 2022, the merger closed, and MacKenzie Satellite Place Corp is now a wholly owned subsidiary of MacKenzie, which in turn owns
the Satellite Place building, a six-story Class “A” suburban office building containing approximately 134,785 rentable square feet of space located on approximately 10 acres of land in Duluth, GA (the “Property”).
“We are very pleased with this merger transaction. We were the largest shareholder of FSP Satellite, so now we can control the outcome. We look
forward to improving the operations and leasing activity in the coming year. The Satellite property has occupancy challenges, but with its anchor tenant it is currently approximately 59% occupied through 2029, positively cash flowing, and, with
zero debt, we can afford to be patient,” Chief Executive Officer of MacKenzie, Rob Dixon, stated.
Chip Patterson, MacKenzie’s Chairman and general counsel added, “We are excited to add yet another high-quality asset to MacKenzie’s overall portfolio.
We are also anxious to see results of the Gwinnett Place Mall revitalization project that the town is currently working on, which is near the property. We believe this will only improve the prospects for the property.”
About MacKenzie Realty Capital, Inc.
MacKenzie is a publicly registered non-traded REIT that is currently focused on investing in multifamily housing and office real estate properties
located throughout the United States. The current portfolio includes interests in 5 multifamily properties and 10 office properties in 4 states. Please visit our website at: http://www.mackenzierealty.com
For more information, please contact MacKenzie at (800) 854-8357.
This material does not constitute an offer to sell or a solicitation of an offer to buy MacKenzie Realty Capital, Inc.
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, 2021, as amended, and its other filings with the
Securities and Exchange Commission. This release does not constitute an offer to purchase or sell Mackenzie securities; only the Offering Circular should be relied upon for any investment decision. 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. Any such indication of interest may be withdrawn or revoked, without obligation or commitment of any kind, at any time before notice of its acceptance is given and all other requirements to accept an investment from a potential investor
are met. A copy of the Offering Circular may be obtained on the SEC’s website:
https://www.sec.gov/Archives/edgar/data/1550913/000155091321000062/mrcofferingcircular11.2.21.htm.
89 Davis Road, Suite 100 • Orinda, California 94563 • Toll-Free (800) 854-8357 • Local (925) 631-9100 •
www.mackenzierealty.com