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Broadstone Net Lease Announces Conversion of Class A Common Stock into Common Stock

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Broadstone Net Lease (BNL) announced that all outstanding shares of Class A Common Stock will convert to Common Stock on a one-for-one basis, effective March 22, 2021. This automatic conversion, per BNL’s Articles of Incorporation, will not impact the economic rights of Class A shareholders. Post-conversion, no Class A shares will remain outstanding, and the new Common Stock will have a different CUSIP number. BNL, an internally-managed REIT, holds a diversified portfolio of 640 properties across diverse sectors in the U.S. and Canada, with an aggregate gross asset value of around $4 billion.

Positive
  • Class A Common Stock conversion to Common Stock will be automatic and seamless for shareholders.
  • The conversion is expected to have no material effect on future operations.
Negative
  • None.

ROCHESTER, N.Y., March 10, 2021 (GLOBE NEWSWIRE) -- Broadstone Net Lease, Inc. (NYSE: BNL), or the Company, an internally-managed real estate investment trust, today announced that all outstanding shares of its Class A Common Stock will automatically convert into Common Stock on a one-for-one basis and all shares of Common Stock will begin trading on the New York Stock Exchange, effective at 9:30 a.m. Eastern time on March 22, 2021. The conversion will have no effect on the economic rights of holders of shares of Class A Common Stock, and BNL does not expect it to have any material effect on its future operations.

The conversion will occur automatically and without any action on the part of shareholders pursuant to BNL’s Articles of Incorporation, as amended or supplemented, as described in BNL’s Registration Statement on Form S-11 filed with the United States Securities and Exchange Commission (File No. 333-240381) in connection with its initial public offering. The Common Stock has the same preferences, rights, voting powers (one vote per share), restrictions, limitations as to dividends and other distributions, qualifications, and terms and conditions of redemption or otherwise, as the Class A Common Stock, and all provisions of the Articles of Incorporation, as amended or supplemented, applicable to the shares of Common Stock shall apply to the shares of Class A Common Stock post-conversion.

Immediately upon and concurrent with such conversion, no shares of Class A Common Stock will remain issued or outstanding. The Common Stock will have a new CUSIP number.

About Broadstone Net Lease, Inc.

BNL is an internally-managed REIT that acquires, owns, and manages primarily single-tenant commercial real estate properties that are net leased on a long-term basis to a diversified group of tenants. The Company utilizes an investment strategy underpinned by strong fundamental credit analysis and prudent real estate underwriting. As of December 31, 2020, BNL’s diversified portfolio consisted of 640 properties in 41 U.S. states and one property in Canada across the industrial, healthcare, restaurant, office, and retail property types, with an aggregate gross asset value of approximately $4.0 billion.

Forward-Looking Statements

This press release contains “forward-looking” statements as defined in the Private Securities Litigation Reform Act of 1995, regarding, among other things, statements regarding the effect of the conversion of BNL’s Class A Common Stock on its future operations. Such forward-looking statements can generally be identified by the Company’s use of forward-looking terminology such as “may,” “will,” “should,” “expect,” “intend,” “anticipate,” “estimate,” “would be,” “believe,” “continue,” or other similar words. Forward-looking statements involve known and unknown risks and uncertainties, which may cause BNL’s actual future results to differ materially from expected results, including, without limitation, risks and uncertainties related to the COVID-19 pandemic and its related impacts on the Company and its tenants, general economic conditions, local real estate conditions, tenant financial health, property acquisitions, and the timing and uncertainty of completing these acquisitions, and uncertainties regarding future distributions to the Company’s stockholders. These and other risks, assumptions, and uncertainties will be described in Item 1A “Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, filed with the SEC on February 25, 2021, which you are encouraged to read, are available on the SEC’s website at www.sec.gov. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. The Company assumes no obligation to, and does not currently intend to, update any forward-looking statements after the date of this press release, whether as a result of new information, future events, changes in assumptions or otherwise.

Company Contact:
Ryan M. Albano
EVP and Chief Financial Officer
ryan.albano@broadstone.com
585.287.6498


FAQ

What is the significance of Broadstone Net Lease's Class A Common Stock conversion on March 22, 2021?

The conversion signifies that all Class A shares will automatically change to Common Stock, simplifying share structure without affecting shareholder economic rights.

How many properties does Broadstone Net Lease own?

As of December 31, 2020, Broadstone Net Lease owns 640 properties across various sectors.

What is the aggregate gross asset value of Broadstone Net Lease?

Broadstone Net Lease has an aggregate gross asset value of approximately $4 billion.

Will the conversion affect the trading of Broadstone Net Lease's stock?

No, the conversion is designed to have no material effect on how the stock will be traded.

What is the new CUSIP number for the Common Stock of Broadstone Net Lease?

The Common Stock will have a new CUSIP number following the conversion, but the specific number was not disclosed in the press release.

Broadstone Net Lease, Inc.

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