The Company
Industrial Logistics Realty Trust Inc. (formerly known as Logistics Property Trust Inc.) is a Maryland corporation formed on August 12, 2014. As used herein, the terms “Industrial Logistics Realty Trust,” “ILT,” the “Company,” “we,” “our,” or “us” refer to Industrial Logistics Realty Trust Inc. and its consolidated subsidiaries, except where otherwise indicated.
We were formed to make equity and debt investments in income-producing real estate assets consisting primarily of high-quality distribution warehouses and other industrial properties that are leased to creditworthy corporate customers throughout the U.S. Although we intend to focus investment activities primarily on distribution warehouses and other industrial properties, our charter and bylaws do not preclude us from investing in other types of commercial property, real estate debt, or real estate related equity securities. As of December 31, 2016, we have neither purchased nor contracted to purchase any properties, debt, or real estate-related equity securities, nor have any probable acquisitions been identified.
We intend to operate in a manner that will allow us to qualify as a REIT for U.S. federal income tax purposes commencing with the taxable year ended December 31, 2016, and we intend to continue to operate in accordance with the requirements for qualification as a REIT. We utilize an Umbrella Partnership Real Estate Investment Trust (“UPREIT”) organizational structure to hold all or substantially all of our assets through the operating partnership, ILT Operating Partnership LP (the “Operating Partnership”), a Delaware limited partnership of which we are the sole general partner and a limited partner.
On November 25, 2014, we filed an initial public offering of up to $2,000,000,000 in shares of our common stock (the “Initial Public Offering”), including $1,500,000,000 in shares of common stock offered at a price of $10.00 per Class A share and $9.4149 per class T share, and $500,000,000 in shares offered under our distribution reinvestment plan at a price of $9.50 per Class A share and $9.4149 per Class T share. The registration statement was subsequently declared effective by the SEC on February 18, 2016.
On July 1, 2016, we filed a post-effective amendment to our registration statement that reclassified our common stock offered pursuant to our registration statement into Class A shares, Class T shares and Class W shares. The SEC declared the post-effective amendment effective on August 8, 2016. Pursuant to our registration statement as amended, we are offering for sale up to $1,500,000,000 in shares of common stock in any combination of Class A shares, Class T shares and Class W shares at a price of $10.00 per Class A share, $9.4180 per Class T share and $9.0355 per Class W share, and up to $500,000,000 in shares under our distribution reinvestment plan in any combination of Class A shares, Class T shares and Class W shares at a price of $9.0355 per share. The net per share amount of distributions on Class T shares and Class W shares will be lower than the per share amount of distributions on Class A shares because of the distribution fees payable with respect to Class T shares and Class W shares sold in the primary offering. Our shares of common stock consist of Class A shares, Class T shares and Class W shares, all of which are collectively referred to herein as shares of common stock. The offering prices have been rounded to the nearest whole cent throughout this report.
On November 30, 2016, we received an aggregate of $2,000,000 in subscriptions for shares of our common stock from certain of our officers and officers of the Advisor and its affiliates, directly or indirectly. Accordingly, the Company received sufficient proceeds to satisfy the minimum offering requirements for the Initial Public Offering and the offering proceeds received from stockholders were released from escrow on November 30, 2016, with respect to all states other than the states of Ohio, Pennsylvania and Washington. Subscriptions from Ohio residents will not be released from escrow until subscriptions for shares totaling at least $7,000,000 have been received from all sources, subscriptions from Pennsylvania residents will not be released from escrow until subscriptions for shares totaling at least $75,000,000 have been received from all sources and subscriptions from Washington residents will not be released from escrow until subscriptions for shares totaling at least $10,000,000 have been received from all sources.
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| INDUSTRIAL LOGISTICS REALTY TRUST INC. | ||
| By: |
/s/ DWIGHT L. MERRIMAN III | |
| Dwight L. Merriman III Chief Executive Officer (Principal Executive Officer) | ||
| By: |
/s/ THOMAS G. MCGONAGLE | |
| Thomas G. McGonagle Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) | ||