Orion Office REIT enters at-the-market equity distribution agreement for up to $100M

Orion Properties Inc.

Company may sell up to $100M of common stock through J.P. Morgan, Mizuho, Scotia, TD, and Wells Fargo as sales agents.
Sales agents receive a commission up to 2.0% of gross sales price; forward sellers receive a reduced forward sale price.
Company may also use forward sale agreements where forward purchasers borrow and sell shares to hedge exposure.
Proceeds to be used for general corporate purposes, including potential acquisitions and repayment of credit facility debt.
Offering made under effective shelf registration statement (333-268121) and prospectus supplement dated Nov 15, 2022.

Key facts

Extracted from this filing and checked against the source text.

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

Orion Properties Inc. entered into Equity Distribution Agreement with J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Scotia Capital (USA) Inc., TD Securities (USA) LLC, Wells Fargo Securities, LLC, JPMorgan Chase Bank, National Association, Mizuho Markets Americas LLC, The Bank of Nova Scotia, The Toronto-Dominion Bank, Wells Fargo Bank, National Association valued at $100,000,000 (effective 2022-11-15).

Action: entry
Agreement: atm program
Counterparty: J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Scotia Capital (USA) Inc., TD Securities (USA) LLC, Wells Fargo Securities, LLC, JPMorgan Chase Bank, National Association, Mizuho Markets Americas LLC, The Bank of Nova Scotia, The Toronto-Dominion Bank, Wells Fargo Bank, National Association
Value: $100,000,000
Effective: 2022-11-15

Exact text from the filing

On November 15, 2022, Orion Office REIT Inc. (the “Company”) and its operating partnership entered into an equity distribution agreement (the “Distribution Agreement”) with (i) each of J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Scotia Capital (USA) Inc., TD Securities (USA) LLC and Wells Fargo Securities, LLC (collectively, the “Sales Agents”), and (ii) each of JPMorgan Chase Bank, National Association, Mizuho Markets Americas LLC, The Bank of Nova Scotia, The Toronto-Dominion Bank and Wells Fargo Bank, National Association (collectively, the “Forward Purchasers”).

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Source: SEC EDGAR

accession 0001193125-22-285837

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