North Haven Net REIT

03/04/2026 | Press release | Distributed by Public on 03/04/2026 16:26

Private Placement (Form 8-K)

Item 3.02 Unregistered Sales of Equity Securities.

In connection with the continuous private offering of North Haven Net REIT, a Maryland statutory trust (the "Company"), on March 2, 2026, the Company sold an aggregate of 3,242,643 common shares (the "Shares") for aggregate consideration of approximately $66.8 million, plus applicable upfront selling commissions and dealer manager fees, at the most recently determined net asset value per share. 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 promulgated thereunder.

The following table details the Shares sold:

Title of Securities

Number of Shares Sold

Aggregate Consideration(1)

Class S Common Shares

1,614,793

$

33,389,173

Class F-I Common Shares

1,942

$

40,000

Class I Common Shares

850,182

$

17,446,500

Class E Common Shares

775,726

$

15,958,461

(1) Includes upfront selling commissions and dealer manager fees for Class S Common Shares of $0.3 million.

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