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Newlake Capital Partners Inc.
11/20/2024 | Press release | Distributed by Public on 11/20/2024 15:10
Material Agreement Form 8 K
Item 1.01 - Entry into a Material Definitive Agreement.
On November 20, 2024, NewLake Capital Partners, Inc., a Maryland corporation (the "Company"), entered into an Equity Distribution Agreement (the "Lucid Equity Distribution Agreement") by and among (i) the Company, (ii) NLCP Operating Partnership LP, a Delaware limited partnership (the "Operating Partnership") and (iii) Lucid Capital Markets, LLC ("Lucid"). Under the terms of the Lucid Equity Distribution Agreement, the Company may offer and sell shares of common stock, having an aggregate offering price of up to $50,000,000 (the "Shares") from time to time through Lucid. The Lucid Equity Distribution Agreement has substantially similar terms and conditions as the Equity Distribution Agreement the Company and the Operating Partnership entered into with Compass Point Research & Trading, LLC on June 10, 2024.
Pursuant to the Lucid Equity Distribution Agreement, the Shares may be offered and sold through Lucid in transactions deemed to be "at-the-market" offerings as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended (the "Securities Act"). Under the Lucid Equity Distribution Agreement, Lucid (at the Company's election) will use commercially reasonable efforts consistent with its normal sales and trading practices to sell the Shares as directed by the Company. Under the Lucid Equity Distribution Agreement, the Company will pay Lucid a commission that will be 2% of the gross sales price per share of Shares sold through it. The Lucid Equity Distribution Agreement contains customary representations, warranties and agreements of the Company and customary conditions to completing future sale transactions, indemnification rights and obligations of the parties and termination provisions.
Shares sold under the Lucid Equity Distribution Agreement, if any, will be issued pursuant to the Company's registration statement on Form S-3 (No. 333-267894), and a related prospectus, filed with the Securities and Exchange Commission (the "SEC") on October 14, 2022, as supplemented by the prospectus supplements, filed with the SEC on June 10, 2024 and November 20, 2024, as the same may be amended or supplemented, under the Securities Act.
A copy of the Lucid Equity Distribution Agreement is attached hereto as Exhibit 1.1 and is incorporated herein by reference. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Lucid Equity Distribution Agreement.