Sila Realty Trust Inc SEC Filings

Sila Realty Trust, Inc. entered into an Equity Offering Sales Agreement with several broker-dealers and related Master Forward Confirmations with multiple bank counterparties to create a flexible equity distribution program. Under the agreement the company may offer and sell up to $250,000,000 of its common stock through at-the-market offerings on the New York Stock Exchange or otherwise at prevailing market prices, and may also sell shares to agents as principal under separate terms.

The documentation contemplates optional forward sale arrangements in which forward purchasers or their affiliates may borrow and sell shares to hedge exposure; the company expects to physically settle forward sales and receive net cash proceeds on settlement, but may elect cash or net-share settlement which could result in no proceeds or require it to deliver cash or shares. Commissions to agents may be up to 2.0%. Net proceeds are intended for general corporate purposes including repaying credit facilities, working capital, capital expenditures and potential acquisitions. The Equity Sales Agreement and a form Master Forward Confirmation are filed as exhibits.

Sila Realty Trust, Inc. filed a prospectus supplement to register an "at the market" program to offer up to $250,000,000 of common stock (NYSE: SILA) through a syndicate including BofA Securities, Wells Fargo, Truist, BMO, Huntington, Citigroup and Janney. Sales may be made as negotiated transactions, ordinary NYSE trades or via forward sale agreements that can be physically settled, cash settled or net-share settled. Agent commissions will not exceed 2.0%. The filing emphasizes ownership limits to preserve REIT status (generally 9.8%) and warns of dilution risk and tax uncertainty if forward agreements are cash settled.

The company may use proceeds for general corporate purposes including repayment of its Unsecured Credit Facility. As of June 30, 2025, outstanding balances were $56.0 million on the revolver, $250.0 million on the 2027 term loan and $275.0 million on the 2028 term loan; weighted average interest rates were 4.6% for the term loans and 5.6% for the revolver. The last reported NYSE sale price was $25.42 on August 11, 2025.

Sila Realty Trust, Inc. is an internally managed REIT focused on high-quality healthcare facilities and related real estate investments. The company has a shelf registration that permits it to offer Common Stock, Preferred Stock, Depositary Shares, Warrants, Purchase Contracts and Units from time to time, giving management flexibility to raise capital as needed. Its Common Stock trades on the NYSE under the symbol SILA and the last reported sale price in the filing was $25.42 per share.

The charter authorizes 610,000,000 total shares (510,000,000 common, 100,000,000 preferred) and the filing discloses 55,161,450 shares of Common Stock outstanding as of August 6, 2025. The company conducts substantially all operations through its Operating Partnership and has written legal counsel from Venable LLP stating that Sila qualified as a REIT for 2019–2024 and that, based on management representations, it expects to meet REIT requirements through December 31, 2025, although that opinion is not binding on the IRS. The charter contains ownership limits (generally 9.8%) and transfer restrictions designed to preserve REIT status, and it permits the board to designate preferred series and amend authorized shares without stockholder approval, which could affect common stockholders.