Fortress Net Lease REIT

08/13/2025 | Press release | Distributed by Public on 08/13/2025 14:12

Quarterly Report for Quarter Ending June 30, 2025 (Form 10-Q)

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Unregistered Sales of Equity Securities

Except as previously reported by the Company on its current reports on Form 8-K, the Company did not sell any securities during the period covered by this Form 10-Q that were not registered under the Securities Act.

Share Repurchases

The Company has adopted a share repurchase plan whereby, subject to certain limitations, shareholders may request, on a monthly basis, that the Company repurchase all or any portion of their shares. The aggregate NAV of total repurchases of the Company's common shares under the Company's share repurchase plan and redemptions of Operating Partnership units is limited to no more than 2% of the Company's aggregate NAV per month (measured using the aggregate NAV attributable to shareholders as of the end of the immediately preceding month) and no more than 5% of the Company's aggregate NAV per calendar quarter (measured using the average aggregate NAV attributable to shareholders as of the end of the immediately preceding three months). Shares or units issued to the Adviser and its affiliates as payment for management fees or as reimbursements of expenses or for the Special Limited Partner's performance participation interest are not subject to these repurchase plan but exempt from the redemption limitations.

The Company is not obligated to repurchase any shares and may choose to repurchase fewer shares than have been requested to be repurchased, or none at all, in its discretion at any time. Further, the Company's board of trustees may make exceptions to, modify or suspend the Company's share repurchase plan (including to make exceptions to the repurchase limitations or purchase fewer shares than such repurchase limitations) if it deems such action to be in the Company's best interest. In the event that the Company determines to repurchase some but not all of the shares submitted for repurchase during any month, shares repurchased at the end of the month will be repurchased on a pro-rata basis.

The following table sets forth shares repurchased by the Company during the six months ended June 30, 2025 under the share repurchase plan:

Period

Total number of
shares purchased

Average price
paid per share

Total number of
shares purchased as
part of publicly
announced plans
or programs

Maximum number of
shares that may yet be
purchased under the
plans or programs
(1)

January 1 - January 31, 2025

-

-

-

-

February 1 - February 28, 2025

-

-

-

-

March 1 - March 31, 2025

11,404

$

10.2237

11,404

-

April 1 - April 30, 2025

589,792

$

10.4205

589,792

-

May 1 - May 30, 2025

137,185

$

10.2739

137,185

-

June 1 - June 30, 2025

20,898

$

10.2768

20,898

-

Total

759,279

759,279

-

(1)
Repurchases are limited as set forth in our share repurchase plan described above. All requests under the share repurchase plan were satisfied.
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