UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 3.02 | Unregistered Sales of Equity Securities. |
In connection with North Haven Net REIT’s, a Maryland statutory trust (the “Company”) continuous private offering, on May 1, 2024, the Company sold an aggregate of 4,683,413 common shares (the “Shares”) for aggregate consideration of approximately $94.2 million at a price per Share equal to $20.00, plus applicable upfront selling commissions and dealer manager fees. The offer and sale of the Shares was exempt from the registration provisions of the Securities Act of 1933, as amended, by virtue of Section 4(a)(2) and Rule 506 of Regulation D thereunder.
The following table details the Shares sold:
| Title of Securities | Number of Shares Sold | Aggregate Consideration | ||||||
| Class F-S Common Shares | 3,192,663 | $ | 64,376,839 | (1) | ||||
| Class F-I Common Shares | 1,125,000 | $ | 22,500,000 | |||||
| Class E Common Shares | 365,750 | $ | 7,315,000 | |||||
(1) Includes upfront selling commissions and dealer manager fees of $523,584.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NORTH HAVE NET REIT | ||
| Date: May 3, 2024 | ||
| By: |
/s/ Douglas Armer | |
| Name: | Douglas Armer | |
| Title: | Chief Financial Officer and Head of Capital Markets | |