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Get filing alertsBNL completes 12.65M-share forward offering at $20.50; expects ~$250M proceeds by Sept 2027
Filed August 10, 2026 · Period ending August 6, 2026 · ~1 min read
Key Changes
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Completed forward sale of 12.65M shares at $20.50 public price; BNL receives no proceeds upfront but expects ~$250M upon settlement by Sept 30, 2027, based on $19.78 forward price.
Item 8.01 — Other Events verify on EDGAR → -
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Forward purchasers borrowed and sold shares to underwriters; BNL will deliver shares and receive cash at settlement, deferring dilution until capital is needed.
Item 8.01 — Other Events verify on EDGAR → -
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Initial forward sale price of $19.78/share is below the $20.50 public price, reflecting the cost of the forward structure; price subject to adjustments per agreement terms.
Item 8.01 — Other Events verify on EDGAR →
Summary
Broadstone Net Lease completed a 12.65 million share forward equity offering at a public price of $20.50 per share, including full exercise of the underwriters' overallotment option. The offering closed August 10, 2026. Unlike a traditional equity raise, BNL receives no cash upfront.
Instead, forward purchasers borrowed shares from third parties and sold them to underwriters, with BNL expected to physically settle by delivering shares and receiving proceeds by September 30, 2027. The forward sale price is $19.7825 per share, below the public offering price, reflecting the cost of the forward structure. Upon settlement, BNL expects to receive approximately $250 million in gross proceeds.
This structure allows the company to lock in equity pricing today while deferring both dilution and capital receipt until it has identified deployment opportunities. The company retains flexibility to cash settle or net share settle instead of physical delivery, though physical settlement is expected.
Section-by-Section Diff
Event · Item 8.01 — Other Events
Item 8.01 — Other Events filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
In connection with the Forward Sale Agreements, the Forward Purchasers or their affiliates borrowed from third parties and sold to the Underwriters an aggregate of 12,650,000 shares of Common Stock in the Offering. The Company expects to physically settle the Forward Sale Agreements (by the delivery of shares of Common Stock) and receive proceeds from the sale of those shares upon one or more forward settlement dates, which shall occur no later than September 30, 2027.
The forward purchasers borrowed and sold 12.65 million shares to the underwriters. BNL expects to physically settle by delivering shares and receiving cash proceeds by September 30, 2027. The company retains flexibility to cash settle or net share settle instead, which could result in BNL receiving or owing cash or shares.
Added in current filing · verify on EDGAR →
The Company will not initially receive any proceeds from the sale of shares of its Common Stock by the Forward Sellers.
BNL receives no cash upfront from this offering. Proceeds will only be received upon settlement of the forward agreements, which must occur by September 30, 2027. This structure allows BNL to lock in equity pricing today while deferring dilution and receiving capital later when it has identified uses for the funds.
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Figures/quotes linked to EDGAR · Narrative written by AI · Aug 11, 2026 · How we verify