Item 8.01. Other Information.
On November 1, 2019, STORE Capital Corporation (the “Company”) entered into an equity distribution agreement with Robert W. Baird & Co. Incorporated, Berenberg Capital Markets LLC, BMO Capital Markets Corp., BTIG, LLC, Capital One Securities, Inc., Citigroup Global Markets, Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, KeyBanc Capital Markets, Inc., Morgan Stanley & Co., LLC, Raymond James & Associates, Inc., Regions Securities LLC, SunTrust Robinson Humphrey, Inc., and Wells Fargo Securities, LLC (each a “sales agent,” and collectively, the “sales agents”). In accordance with the terms of the equity distribution agreement, the Company may offer and sell shares of its common stock (the “Shares”) having an aggregate offering price of up to $900 million from time to time through the sales agents.
Sales of the Shares, if any, may be made in negotiated transactions or transactions that are deemed to be “at the market” transactions as defined in Rule 415 under the Securities Act of 1933, as amended, including sales made by means of ordinary brokers’ transactions through the facilities of the New York Stock Exchange at market prices, in block transactions, to or through a market maker, through an electronic communications network, or as otherwise agreed between the applicable sales agent and the Company. The sales agents are not required, individually or collectively, to sell any specific dollar amount of Shares, but each will, subject to the terms and conditions of the equity distribution agreement, use its commercially reasonable efforts to sell the Shares offered as instructed by the Company.
Each sales agent will receive from the Company a commission that will not exceed, but may be lower than, 2.0% of the gross sales price of all Shares sold through it as sales agent under the equity distribution agreement.
The Company may also sell some or all of the Shares to a sales agent as principal for its own account at a price agreed upon at the time of sale.
The Shares will be issued pursuant to the Company’s shelf registration statement on Form S-3 (Registration No. 333-223206), which became effective upon filing with the Securities and Exchange Commission on February 26, 2018, and a prospectus supplement dated November 1, 2019, as the same may be amended or supplemented.
The summary of the equity distribution agreement set forth in this Item 8.01 does not purport to be complete and is qualified in its entirety by reference to the text of the equity distribution agreement, a copy of which is being filed as Exhibit 1.1 hereto and is incorporated herein by reference.
