8-K
Postal Realty Trust, Inc. (PSTL)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
WASHINGTON,DC 20549
FORM8-K
CURRENTREPORT
Pursuantto Section 13 or 15(d) of the
SecuritiesExchange Act of 1934
Dateof report (Date of earliest event reported): January 10, 2020
PostalRealty Trust, Inc.
(ExactName of Registrant as Specified in Charter)
| Maryland | 001-38903 | 83-2586114 |
|---|---|---|
| (State<br> or Other Jurisdiction<br><br> <br>of<br> Incorporation) | (Commission<br><br> <br>File<br> Number) | (I.R.S.<br> Employer<br><br> <br>Identification<br> No.) |
75Columbia Avenue
Cedarhurst,NY 11516
(Address of Principal Executive Offices, and Zip Code)
(516)295-7820
Registrant’s Telephone Number, Including Area Code
NotApplicable
(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 (see General Instruction A.2. below):
| ☐ | Written<br> communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement<br>communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Class A Common Stock, par value $0.01 per share | PSTL | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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. ☐
Item2.01. Completion of Acquisition or Disposition of Assets.
On January 10, 2020, Postal Realty LP, the operating partnership (the “Operating Partnership”) of Postal Realty Trust, Inc. (the “Company”), completed its previously announced acquisition (the “Acquisition”) of a portfolio of 22 properties excluding one property that is scheduled to close in the third quarter of 2020 (the “Property Portfolio”). Each of the properties in the Property Portfolio are currently leased to the United States Postal Service. The Property Portfolio comprises approximately 91,900 net leasable interior square feet and generates a weighted average rent of $15.60 per square foot. The Property Portfolio was previously owned by Sanddollar Investments, LLC, 3025 Wood Gate Road, Inc., Sand Pebble, LLC and Sandstone Development, LLC, none of whom are affiliated with the Company or its affiliates.
The aggregate purchase price of the 21 properties was $13.8 million. The Company funded the purchase with $5.6 million of cash and the issuance of 483,333 units of limited partnership interest in the Operating Partnership valued at $17.00 per unit.
Item3.02. Unregistered Sales of Equity Securities.
In connection with the Acquisition, on January 10, 2020, the Operating Partnership issued 483,333 units of limited partnership interest in the Operating Partnership valued at $17.00 per unit in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”).
Item7.01. Regulation FD Disclosure.
The Company issued a press release on January 13, 2020 announcing the completion of the Acquisition. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information in this Item 7.01 and the related information in Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section and shall not be deemed incorporated by reference in any filing made by the Company under the Securities Act or the Exchange Act except as set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Property Acquired
To the extent required by this item, historical financial statements for the Property Portfolio will be filed in an amendment to this current report on Form 8-K not later than 71 days after the date on which this initial Current Report on Form 8-K is required to be filed.
(b) Pro Forma Financial Information
To the extent required by this item, pro forma financial information relating to the acquisition of the Property Portfolio will be filed in an amendment to this current report on Form 8-K not later than 71 days after the date on which this initial Current Report on Form 8-K is required to be filed.
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release of Postal Realty Trust, Inc., dated January 13, 2020 |
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| POSTAL REALTY TRUST, INC. | ||
|---|---|---|
| Date:<br> January 13, 2020 | By: | /s/<br> Jeremy Garber |
| Name: | Jeremy<br> Garber | |
| Title: | President,<br> Treasurer and Secretary |
2
Exhibit99.1
Postal Realty Trust Substantially Completes Acquisition of 22-Property US Postal Service Portfolio
CEDARHURST,NEW YORK, January 13, 2020 (BUSINESSWIRE) — Postal Realty Trust, Inc. (NYSE:PSTL) (the “Company”), an internally managed real estate investment trust that owns properties leased to the United States Postal Service (“USPS”), today announced it has closed on the acquisition of 21 of the 22 properties (the “Portfolio”) previously announced on December 4, 2019. The remaining property is scheduled to close during the third quarter of 2020.
The entire Portfolio is comprised of approximately 91,900 net leasable interior square feet and generates a weighted average rental rate of $15.60 per net leasable interior square foot. The aggregate purchase price of the 21 properties was $13.8 million. The purchase was funded with the issuance of $8.2 million of OP units valued at $17.00 per unit and the remainder in cash.
As of January 13, 2020, the Company owns 487 properties in 45 states comprising 1.5 million net leasable interior square feet generating a weighted average rent of $9.71 per square foot.
AboutPostal Realty Trust, Inc.
Postal Realty Trust, Inc. is an internally managed real estate investment trust that owns properties leased to the USPS. The Company believes it is one of the largest owners and managers of properties leased to the USPS.
Forward-Lookingand Cautionary Statements
This press release contains “forward-looking statements.” Forward-looking statements include statements regarding identified by words such as “could,” “may,” “might,” “will,” “likely,” “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “continues,” “projects” and similar references to future periods, or by the inclusion of forecasts or projections. Forward-looking statements, including, among others, statements regarding the Company’s ability to obtain financing, the Company’s expected capitalization rates and the Company’s ability to close on pending transactions on the terms or timing it expects, if at all, are based on the Company’s current expectations and assumptions regarding capital market conditions, the Company’s business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, the Company’s actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include the USPS’s terminations or non-renewals of leases, changes in demand for postal services delivered by the USPS, the solvency and financial health of the USPS, competitive, financial market and regulatory conditions, general real estate market conditions, the Company’s competitive environment and other factors set forth under “Risk Factors” in the Company’s filings with the Securities and Exchange Commission. Any forward-looking statement made in this press release speaks only as of the date on which it is made. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.
Contact:
InvestorRelations and Media Relations
Email: [email protected]
Phone: 516-232-8900