BGO Industrial Real Estate Income Trust, Inc.: M&A transaction — BGO Industrial acquires 56.5% interest in $948M industrial portfolio from Sun Life for $130M in OP units

BGO Industrial Real Estate Income Trust, Inc.

Sun Life contributed its 56.5% interest in a joint venture owning 29 industrial buildings (9.4M sq ft) in St. Louis, Cincinnati, Kansas City, and Kenosha.
Consideration: 13,000,000 Class E units of the Operating Partnership at $10.00/unit, total $130M, representing Sun Life's capital contributions.
Portfolio financed with $560.4M senior loan at 4.0% interest (60% LTV), with 4- and 5-year tranches; occupied rate 90% as of April 30, 2023.
Class E units subject to lock-up: cannot be repurchased until NAV reaches $1.5B or July 7, 2026; thereafter limited to 25% of monthly net inflows.
Following acquisition, the trust's effective ownership in the underlying portfolio is 34.2%.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

BGO Industrial Real Estate Income Trust, Inc. completed an acquisition involving Sun Life (U.S.) HoldCo 2020, Inc. for $130 million (closed 2023-07-07).

Action: acquisition
Counterparty: Sun Life (U.S.) HoldCo 2020, Inc.
Consideration: $130 million
Closing: 2023-07-07

Exact text from the filing

13,000,000 Class E units of the Operating Partnership at a price per unit equal to $10.00 (the “Seed JV Acquisition”). The purchase price of the Seed Joint Venture is equal to $130 million, which represents the aggregate capital contributions made by Sun Life in respect of the Seed Joint Venture. As of March 31, 2023, the estimated gross asset value of the Seed

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

BGO Industrial Real Estate Income Trust, Inc. entered into Contribution Agreement with Sun Life (U.S.) HoldCo 2020, Inc. valued at $130 million (effective 2023-07-07).

Action: entry
Agreement: asset purchase
Counterparty: Sun Life (U.S.) HoldCo 2020, Inc.
Value: $130 million
Effective: 2023-07-07

Exact text from the filing

On July 7, 2023, BGO Industrial Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), entered into a Contribution Agreement (the “Contribution Agreement”) with Sun Life (U.S.) HoldCo 2020, Inc., a Delaware corporation (“Sun Life”) and an affiliate of Sun Life Financial Inc., BGO Genesis Holding LLC, a Delaware limited liability company, and BGO IREIT Operating Partnership LP, a Delaware limited partnership and the operating partnership of the Company (the “Operating Partnership”), pursuant to which Sun Life contributed its 56.5% interest in a joint venture (the “Seed Joint Venture”) that indirectly owns a portfolio of industrial assets (the “Seed Portfolio”) to the Company in exchange for 13,000,000 Class E units of the Operating Partnership at a price per unit equal to $10.00 (the “Seed JV Acquisition”).

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Source: SEC EDGAR

accession 0001104659-23-080754

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