PSTL 8-K 2020 - Equibles

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 29, 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)
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☐	Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement<br>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:

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. ☐

Item 2.01. Completion of Acquisition orDisposition of Assets.

On January 29, 2020, Postal Realty LP, the operating partnership (the “Operating Partnership”) of Postal Realty Trust, Inc. (the “Company”), completed the acquisition (the “Acquisition”) of a 42 property portfolio (the “Property Portfolio”). Each of the properties in the Property Portfolio is currently leased to the United States Postal Service. The Property Portfolio comprises approximately 108,000 net leasable interior square feet and generates a weighted average rent of $7.75 per square foot. The Property Portfolio was previously owned by Miller Scrap Iron & Steel Co. Inc. an unaffiliated third party.

The aggregate purchase price of the Property Portfolio was approximately $8.7 million. The Company funded the Acquisition with $8.7 million of cash from its Credit Facility (as defined below).

Item 2.03. Creation of a Direct FinancialObligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

As previously disclosed by the Company in its Current Report on Form 8-K filed with the United States Securities and Exchange Commission on October 2, 2019, the Company, as guarantor, the Operating Partnership, as borrower, and certain indirect subsidiaries of the Company, as subsidiary guarantors, entered into that certain Credit Agreement, dated as of September 27, 2019, with People’s United Bank, National Association, individually and as administrative agent, BMO Capital Markets Corp., as syndication agent, and certain other lenders thereunder (the “Credit Agreement”). The Credit Agreement provides for a senior revolving credit facility (the “Credit Facility”) with revolving commitments in an aggregate principal amount of $100 million. The Credit Agreement further provides that, subject to customary conditions, including obtaining lender commitments and compliance with its financial maintenance covenants under the Credit Agreement, the Operating Partnership may seek to increase the aggregate lending commitments under the Credit Agreement by up to $100 million (the “Accordion Feature”), with such increase in total lending commitments to be allocated to increasing the revolving commitments.

On January 30, 2020, the Company exercised a portion of the Accordion Feature to increase the maximum amount available under the Credit Facility to $150 million, from $100 million. The amount available to borrow from time to time under the Credit Facility will vary based on the Company’s operating activities and any financial covenant limitations

Item 7.01. Regulation FD Disclosure.

On February 3, 2020, the Company issued a press release announcing that the Company exercised a portion of the Accordion Feature. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

On February 4, 2020, the Company issued a press release announcing the completion of the Acquisition. A copy of the press release is attached hereto as Exhibit 99.2 and incorporated herein by reference.

The information in this Item 7.01 and the related information in Exhibits 99.1 and 99.2 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, 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, 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 February 3, 2020
99.2	Press Release of Postal Realty Trust, Inc., dated February 4, 2020

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<br> REALTY TRUST, INC.
Date:<br> February 4, 2020	By:	/s/<br> Jeremy Garber
	Name:	Jeremy<br> Garber
	Title:	President,<br> Treasurer and Secretary

Exhibit 99.1

POSTAL REALTY TRUST EXERCISES $50 MILLION OF ACCORDION FEATURE ON SENIOR REVOLVING CREDIT FACILITY

CEDARHURST, NEW YORK, February 3, 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 exercised a portion of the accordion on its senior revolving credit facility. The accordion increases the available borrowing capacity under the credit facility to $150 million from $100 million. The floating rate facility carries an interest rate of either a base rate plus a range of 70 to 140 basis points or LIBOR plus a range of 170 to 240 basis points, each depending on a consolidated leverage ratio. The Credit Agreement allows for an additional $50 million accordion subject to certain conditions.

Andrew Spodek, Chief Executive Officer of Postal Realty Trust stated, “We are pleased to have the additional capacity of our credit facility not only monetarily but also by adding additional participants. The increased capacity will allow us to continue to execute on our pipeline, which remains full and active. We had a successful 2019 executing on our growth plan and we look forward to a successful 2020 as we work to create value for our shareholders.”

People’s United Bank led the bank group which also included BMO Capital Markets Corp. as syndication agent, and Bryn Mawr Trust, Stifel Nicolaus & Company and TriState Capital as participants.

About Postal 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-Looking and 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:

Investor Relations and Media Relations

Email: [email protected]

Phone: 516-232-8900

Exhibit 99.2

POSTAL REALTY TRUST CLOSES ON $8.7 MILLION PORTFOLIO

Provides Acquisition Activity Update for 2019 and 2020 -

CEDARHURST, NEW YORK, February 4, 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 a $8.7 million portfolio with an unrelated third party owner of 42 properties leased to the USPS.

The portfolio is comprised of approximately 108,000 net leasable interior square feet generating a weighted average rent per net leasable interior square foot of $7.75.

Andrew Spodek, Chief Executive Officer of Postal Realty Trust stated, “We have begun 2020 with two sizable acquisitions, closing a 21-property portfolio to start the year and closing out the month of January with this 42-property portfolio. We were also able to increase our credit facility to $150 million in order to provide additional financial capacity. We continue to uncover a wide variety of opportunities and have positioned ourselves to execute on our growth plan.”

From IPO to the end of 2019, the Company purchased 195 USPS properties for $57.6 million comprised of approximately 555,000 net leasable interior square feet generating a weighted average rent per net leasable interior square foot of $9.19.

To date in 2020, the Company has closed on $26.6 million of acquisitions comprising 72 USPS properties with approximately 221,000 net leasable interior square feet and a weighted average rent per net leasable interior square foot of $11.44. As of February 3, 2020, the Company owns 538 properties in 45 states comprising 1.7 million net leasable interior square feet generating a weighted average rent per net leasable interior square foot of $9.72.