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Form 8-K STAG Industrial, Inc. For: Sep 29

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September 29, 2016 4:12 PM EDT


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
FORM 8-K
 
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): September 29, 2016
 
 
STAG INDUSTRIAL, INC.
(Exact name of registrant as specified in its charter)
 
 
 
Maryland
 
1-34907
 
27-3099608
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)

One Federal Street, 23rd Floor
Boston, Massachusetts 02110
(Address of principal executive offices)
Registrant’s telephone number, including area code: (617) 574-4777
Not Applicable
(Former name or former address, if changed since last report)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 







ITEM 7.01. REGULATION FD DISCLOSURE.
On September 29, 2016, STAG Industrial, Inc. (the “Company”) issued a press release announcing the redemption of its 9.0% Series A Cumulative Redeemable Preferred Stock. A copy of such press release is furnished as Exhibit 99.1 to this report.
The information in Item 7.01 of this report, including the information in the press release attached as Exhibit 99.1 to this report, is furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Furthermore, the information in Item 7.01 of this report, including the information in the press release attached as Exhibit 99.1 to this report, shall not be deemed to be incorporated by reference in the filings of the registrant under the Securities Act of 1933, as amended.
ITEM 8.01. OTHER EVENTS.
On September 29, 2016, the Company announced the redemption of all 2,760,000 outstanding shares of 9.0% Series A Cumulative Redeemable Preferred Stock at a cash redemption price of $25.00 per share, plus accrued and unpaid dividends to but excluding the redemption date, which is November 2, 2016.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
Exhibit Number
  
Description
99.1
  
Press release, dated September 29, 2016







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.

 
 
STAG INDUSTRIAL, INC.
 
 
 
 
 
 
BY:
/s/ Jeffrey M. Sullivan
 
 
 
Jeffrey M. Sullivan
Dated: September 29, 2016
 
 
Executive Vice President, General Counsel and Secretary






EXHIBIT INDEX
            
Exhibit Number
  
Description
99.1
  
Press release, dated September 29, 2016









staglogoa02.jpg

STAG INDUSTRIAL ANNOUNCES REDEMPTION OF 9.0% SERIES A CUMULATIVE REDEEMABLE PREFERRED STOCK

Boston, MA -September 29, 2016 - STAG Industrial, Inc. (the "Company") (NYSE: STAG) today provided notice to the holders of its 9.0% Series A Cumulative Redeemable Preferred Stock (NYSE: STAG Pr A) (the "Series A Preferred Stock") of the redemption of all 2,760,000 outstanding shares of the Series A Preferred Stock.
The Company will redeem the Series A Preferred Stock for a cash redemption price of $25.00 per share, plus accrued and unpaid dividends to but excluding the redemption date, without interest. The redemption date will be November 2, 2016. On the redemption date, dividends on the Series A Preferred Stock will cease to accrue.
All shares of Series A Preferred Stock are held in book entry form, through the Depository Trust Company (“DTC”). Accordingly, the redemption of the Series A Preferred Stock, including payment of the redemption price, will be completed according to DTC's procedures. A notice of redemption and related materials were mailed today to the holders of record. Please direct any questions about the notice of redemption and related materials to Continental Stock Transfer & Trust Co. at (917) 262-2378.
 
About STAG Industrial, Inc.
STAG Industrial, Inc. is a real estate investment trust (REIT) focused on the acquisition and operation of single-tenant industrial properties throughout the United States. The Company’s portfolio consists of 290 buildings in 38 states with approximately 55.0 million rentable square feet.
Forward-Looking Statements
This press release, together with other statements and information publicly disseminated by the Company, contains certain forward--looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe the Company's future plans, strategies and expectations, are generally identifiable by use of the words "believe," “will,” "expect," "intend," "anticipate," "estimate," “should,” "project" or similar expressions. Forward-looking statements in this press release include, among others, statements about the expected redemption, including the redemption date. You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond the Company's control and which could materially affect actual results, performances or achievements. Factors that may cause actual results to differ materially from current expectations include, but are not limited to, the risk factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, as updated by the Company’s annual and quarterly reports. Accordingly, there is no assurance that the Company's expectations will be realized. Except as otherwise required by the federal securities laws, the Company disclaims any obligation or undertaking to publicly release any updates or revisions to any forward-looking statement contained herein (or elsewhere) to reflect any change in the Company’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
Source: STAG Industrial, Inc.



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