Item 8.01. Other Events.
ATM Program
On June 15, 2021, the Company entered into separate amendments (collectively,
the "Amendments") to each of its previously-reported Sales Agency Financing
Agreements, each dated as of December 6, 2019, or dated as of December 7, 2018
and amended as of December 6, 2019 (collectively, the "Sales Agency Financing
Agreements"), with BNY Mellon Capital Markets, LLC, BTIG, LLC, Capital One
Securities, Inc., Evercore Group L.L.C., Jefferies LLC, KeyBanc Capital Markets
Inc., RBC Capital Markets, LLC, Regions Securities LLC, Scotia Capital (USA)
Inc., Stifel, Nicolaus & Company, Incorporated, TD Securities (USA) LLC and
Wells Fargo Securities, LLC, respectively. The Amendments made certain
ministerial updates to the corresponding Sales Agency Financing Agreements,
including replacing references to the Previous Registration Statement with
references to the Replacement Registration Statement. As of June 15, 2021,
$250,000,000 aggregate sales price of the Company's common shares remain
available for future issuances under the ATM Program pursuant to the Sales
Agency Financing Agreements.
The Form of Sales Agency Financing Agreement, dated as of December 7, 2018, and
its related Form of Amendment No. 1, dated as of December 6, 2019, and Form of
Amendment No. 2, dated as of June 15, 2021, are filed as Exhibits 1.1, 1.2 and
1.3, respectively, to this Current Report on Form 8-K. The Form of Sales Agency
Financing Agreement, dated as of December 6, 2019, and its related Form of
Amendment No. 1, dated as of June 15, 2021, are filed as Exhibits 1.4 and 1.5,
respectively, to this Current Report on Form 8-K. The Form of Master Forward
Sale Agreement, dated as of December 7, 2018, and its related Amendment No. 1,
dated as of December 6, 2019, are filed as Exhibits 1.6 and 1.7, respectively,
to this Current Report on Form 8-K. The Form of Master Forward Sale Agreement,
dated as of December 6, 2019, is filed as Exhibit 1.9 to this Current Report on
Form 8-K. In addition to the forgoing agreements, the Company is also filing
herewith the opinion of Jones Day related to the ATM Program as an exhibit to
the Replacement Registration Statement.
DRIP
The Company is filing herewith the opinion of Jones Day related to the DRIP as
an exhibit to the Replacement Registration Statement.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description
1.1 Form of Sales Agency Financing Agreement, dated as of December 7,
2018 (incorporated by reference to Exhibit 1.1 to the Company's
Current Report on Form 8-K, filed on December 7, 2018)
1.2 Form of Sales Agency Financing Agreement Amendment No. 1, dated as
of December 6, 2019 (incorporated by reference to Exhibit 1.3 to the
Company's Current Report on Form 8-K, filed on December 6, 2019)
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1.3 Form of Sales Agency Financing Agreement Amendment No. 2, dated as
of June 15, 2021
1.4 Form of Sales Agency Financing Agreement, dated as of December 6,
2019 (incorporated by reference to Exhibit 1.1 to the Company's
Current Report on Form 8-K, filed on December 6, 2019)
1.5 Form of Sales Agency Financing Agreement Amendment No. 1, dated as
of June 15, 2021
1.6 Form of Master Confirmation for Forward Stock Sale Transactions,
dated as of December 7, 2018 (incorporated by reference to
Exhibit 1.2 to the Company's Current Report on Form 8-K, filed on
December 7, 2018)
1.7 Form of Master Confirmation for Forward Stock Sale Transactions
Amendment No. 1, dated as of December 6, 2019 (incorporated by
reference to Exhibit 1.6 to the Company's Current Report on Form
8-K, filed on December 6, 2019)
1.8 Form of Master Confirmation for Forward Stock Sale Transactions,
dated as of December 6, 2019 (incorporated by reference to
Exhibit 1.4 to the Company's Current Report on Form 8-K, filed on
December 6, 2019)
5.1 Opinion of Jones Day (ATM Program)
5.2 Opinion of Jones Day (DRIP)
23.1 Consent of Jones Day (included in Exhibit 5.1)
23.2 Consent of Jones Day (included in Exhibit 5.2)
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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