At the Market Offering
On December 14, 2020, Alpine Income Property Trust, Inc. (the “Company”), its operating partnership, Alpine Income Property OP, LP, and its external manager, Alpine Income Property Manager, LLC, entered into separate equity distribution agreements (the “Equity Distribution Agreements”) with each of Raymond James & Associates, Inc., BMO Capital Markets Corp., BTIG, LLC, Janney Montgomery Scott LLC, Robert W. Baird & Co. Incorporated and Truist Securities, Inc. (each, a “sales agent”), pursuant to which the Company may issue and sell from time to time shares of the Company’s common stock, par value $0.01 per share, having an aggregate gross sales price of up to $100,000,000.
Sales of shares of common stock, if any, may be made in transactions that are deemed to be “at the market” offerings, as defined in Rule 415 under the Securities Act of 1933, as amended, including, without limitation, sales made by means of ordinary brokers’ transactions on the New York Stock Exchange, to or through a market maker at market prices prevailing at the time of sale, at prices related to prevailing market prices or at negotiated prices based on prevailing market prices.
Each sales agent will be entitled to compensation that will not exceed, but may be lower than, 2.0% of the gross sales price per share for any shares of common stock sold through it from time to time under the applicable Equity Distribution Agreement.
The shares of common stock will be offered and sold pursuant to a prospectus supplement, dated December 14, 2020, and a base prospectus, dated December 11, 2020, relating to the Company’s shelf registration statement on Form S-3 (File No. 333-251057). This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of shares of common stock in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. The form of Equity Distribution Agreement is filed herewith as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference. The summary of the Equity Distribution Agreements set forth above is qualified in its entirety by reference to Exhibit 1.1.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.