Equity Distribution Agreement Sample Contracts
NEXALIN TECHNOLOGY, INC. Up to $9,777,825 of Common Stock equity distribution AGREEMENTEquity Distribution Agreement • April 23rd, 2025 • Nexalin Technology, Inc. • Electromedical & electrotherapeutic apparatus • New York
Nexalin Technology, Inc., a Delaware corporation headquartered in Houston, Texas (the “Company”), proposes to issue and sell through or to Maxim Group LLC, as exclusive sales agent (the “Agent”), shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”), having an aggregate offering price of up to $9,777,825 (the shares of Common Stock subject to this Equity Distribution Agreement (this “Agreement”) being referred to herein as the “Shares”) on terms set forth herein and subject to the limitations set forth in Section 2(a) hereof. The Shares consist entirely of authorized but unissued shares of Common Stock to be issued and sold by the Company.
OKLO INC. Class A Common Stock ($0.0001 par value) Having an Aggregate Offering Price of up to $400,000,000 Equity Distribution AgreementEquity Distribution Agreement • June 2nd, 2025 • Oklo Inc. • Electric services • New York
REXFORD INDUSTRIAL REALTY, INC. (a Maryland corporation) $1,250,000,000 of Common Stock EQUITY DISTRIBUTION AGREEMENT (NON-FORWARD)Equity Distribution Agreement • February 17th, 2023 • Rexford Industrial Realty, Inc. • Real estate investment trusts • New York
Ellington Financial Inc. Common Stock EQUITY DISTRIBUTION AGREEMENT Dated: September 30, 2024Equity Distribution Agreement • September 30th, 2024 • Ellington Financial Inc. • Real estate • New York
Morgan Stanley Direct Lending Fund Up to $300,000,000 Shares of Common Stock (par value $0.001 per share) EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • March 28th, 2025 • Morgan Stanley Direct Lending Fund • New York
Morgan Stanley Direct Lending Fund, a Delaware corporation (the “Company”), and MS Capital Partners Adviser Inc., a Delaware corporation registered as an investment adviser (the “Adviser”), confirm their agreement (this “Agreement” or the “Distribution Agreement”) with [ ] (the “Manager” or the “Distribution Manager”), as follows:
ACTIVE/123827119.2 1 BIRD GLOBAL, INC. $25,000,000 EQUITY DISTRIBUTION AGREEMENT June 23, 2023 Canaccord Genuity LLC 99 High Street, Suite 1200 Boston, Massachusetts 02110 Ladies and Gentlemen: Bird Global, Inc., a Delaware corporation (the...Equity Distribution Agreement • June 23rd, 2023 • Bird Global, Inc. • Motorcycles, bicycles & parts • New York
SOLARBANK CORPORATION EQUITY DISTRIBUTION AGREEMENT June 5, 2025Equity Distribution Agreement • June 6th, 2025 • SolarBank Corp • Electric & other services combined • British Columbia
AIM ImmunoTech Inc. Up to $3,000,000 Shares of Common Stock Equity Distribution AgreementEquity Distribution Agreement • April 4th, 2025 • AIM ImmunoTech Inc. • Biological products, (no disgnostic substances) • New York
AIM ImmunoTech Inc., a Delaware corporation (the “Company”), proposes to issue and sell through Maxim Group LLC (the “Agent”), as sales agent, shares of common stock, par value $0.001 per share (“Common Stock”), of the Company (the “Shares”) having an aggregate offering price of up to $3,000,000 on terms set forth herein. The Shares consist entirely of authorized but unissued shares of Common Stock to be issued and sold by the Company.
AMENDMENT NO. 2, DATED FEBRUARY 14, 2025, TO EQUITY DISTRIBUTION AGREEMENT, DATED FEBRUARY 14, 2022Equity Distribution Agreement • February 14th, 2025 • Federal Realty OP LP • Real estate investment trusts • New York
Each of Federal Realty Investment Trust, a Maryland real estate investment trust (the “Company”), and Federal Realty OP LP, a Delaware limited partnership (the “Operating Partnership”), Wells Fargo Bank, National Association, BNP Paribas, Bank of America, N.A., Citibank, N.A., Deutsche Bank AG, London Branch, JPMorgan Chase Bank, National Association, Jefferies LLC, Regions Securities LLC, The Bank of Nova Scotia, The Toronto-Dominion Bank and Truist Bank (each in its capacity as forward purchaser, a “Forward Purchaser,” and together the “Forward Purchasers”) and Wells Fargo Securities, LLC, BNP Paribas Securities Corp., BofA Securities, Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Jefferies LLC, Regions Securities LLC, Scotia Capital (USA) Inc., SMBC Nikko Securities America, Inc., TD Securities (USA) LLC and Truist Securities, Inc. (each in its capacity as agent for the Company and/or principal in connection with the offering and sal
Terreno Realty Corporation $500,000,000 of Common Stock EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • August 28th, 2024 • Terreno Realty Corp • Real estate • New York
Terreno Realty Corporation, a Maryland corporation (the “Company”), confirms its agreement (this “Agreement”) with [•] (the “Agent”), as follows:
CITY OFFICE REIT, INC. Up to 15,000,000 Shares of Common Stock (par value $0.01 per share) Up to 1,000,000 Shares of 6.625% Series A Cumulative Redeemable Preferred Stock (par value $0.01 per share) EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • February 26th, 2020 • City Office REIT, Inc. • Real estate investment trusts • New York
Atomera Incorporated EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • May 27th, 2025 • Atomera Inc • Semiconductors & related devices • New York
Atomera Incorporated, a Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (defined below) as being subsidiaries or affiliates of Atomera Incorporated, the “Company”), proposes to issue and sell through Craig-Hallum Capital Group LLC, as sales agent (the “Manager”), on the terms set forth in this Equity Distribution Agreement (this “Agreement”), shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), having an aggregate offering price of up to $50,000,000 (the “Shares”).
GLADSTONE CAPITAL CORPORATION Up to $150,000,000 of Common Stock EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • August 16th, 2024 • Gladstone Capital Corp • New York
Gladstone Capital Corporation, a corporation organized under the laws of Maryland (the “Company”), Gladstone Management Corporation, a Delaware corporation registered as an investment adviser (the “Adviser”), and Gladstone Administration, LLC, a Delaware limited liability company (the “Administrator”), confirm their agreement (this “Agreement”) with Jefferies LLC and Huntington Securities, Inc. (each, an “Agent” and together, the “Agents”), as follows:
LAREDO PETROLEUM, INC. An aggregate number of shares of Common Stock having an aggregate gross sales price of up to $75,000,000 EQUITY DISTRIBUTION AGREEMENT Dated: February 23, 2021Equity Distribution Agreement • February 23rd, 2021 • Laredo Petroleum, Inc. • Crude petroleum & natural gas • New York
Annovis Bio Inc. COMMON STOCK EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • December 11th, 2024 • Annovis Bio, Inc. • Pharmaceutical preparations • New York
Annovis Bio Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Oppenheimer & Co. Inc., as follows:
MEDICAL PROPERTIES TRUST, INC. Shares of Common Stock (par value $0.001 per share) FORM OF EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • November 13th, 2017 • Medical Properties Trust Inc • Real estate investment trusts • New York
Medical Properties Trust, Inc., a Maryland corporation (the “Company”), confirms its agreement (this “Agreement”) with [ ] (the “Manager”), as follows:
SOUNDHOUND AI, INC. $250,000,000 Common Stock ($ 0.0001 par value) Equity Distribution AgreementEquity Distribution Agreement • January 28th, 2025 • Soundhound Ai, Inc. • Services-prepackaged software • New York
SoundHound AI, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co., Guggenheim Securities, LLC, Oppenheimer & Co. Inc., Wedbush Securities Inc., Ladenburg Thalmann & Co. Inc. and Northland Securities, Inc., (each, a “Manager,” and, collectively, the “Managers”) as follows:
MAY 22, 2015 COLONY CAPITAL, INC. AS COMPANY, COLONY CAPITAL OPERATING COMPANY, LLC, AS OPERATING PARTNERSHIP AND MORGAN STANLEY & CO. LLC AS AGENT EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • May 22nd, 2015 • Colony Capital, Inc. • Real estate investment trusts • New York
COLONY CAPITAL, INC., a corporation organized under the laws of Maryland (the “Company”), and COLONY CAPITAL OPERATING COMPANY, LLC, a limited liability company formed under the laws of the state of Delaware (the “Operating Partnership”), each confirms its agreement (this “Agreement”) with Morgan Stanley & Co. LLC (the “Agent”) as follows:
EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • May 7th, 2021 • American Campus Communities Operating Partnership LP • Real estate investment trusts • New York
American Campus Communities, Inc., a Maryland corporation (the “Company”), confirms its agreement with Deutsche Bank Securities Inc., as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you” or “DBS”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below (this “Agreement”), of Common Stock, $0.01 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $500,000,000 (the “Maximum Amount”) on the terms set forth in Section 1 of this Agreement. The shares of Common Stock to be issued and sold hereunder shall be referred to as the “Shares” and are described in the Prospectus referred to below.
Bain Capital Specialty Finance, Inc. (a Delaware Corporation) Up to $250,000,000 Common Stock EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • March 4th, 2025 • Bain Capital Specialty Finance, Inc. • New York
Bain Capital Specialty Finance, Inc., a Delaware Corporation (the “Company”) and BCSF Advisors, LP, a Delaware limited partnership registered as an investment adviser (the “Adviser”) confirm their agreement (this “Agreement”) with [•] (the “Manager”), as follows:
MIDCAP FINANCIAL INVESTMENT CORPORATION (a Maryland corporation) Common Stock, Par Value $0.001 Per Share EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • August 13th, 2024 • MidCap Financial Investment Corp • New York
MidCap Financial Investment Corporation, a Maryland corporation (the “Company”), Apollo Investment Management, L.P., a Delaware limited partnership (the “Adviser”), and Apollo Investment Administration, LLC, a Delaware limited liability company (the “Administrator”), each confirms its agreement with [ ] (the “Sales Agent”) with respect to the sale by the Company of shares of common stock, par value $0.001 per share, of the Company (“Common Stock”), having an aggregate offering price of up to $200 million (the “Agreement”). The shares of Common Stock to be sold by the Sales Agent are herein called, collectively, the “Securities.” The Company, the Adviser and the Administrator have also entered into an agreement (the “Sales Agreement”) in substantially similar form to this Agreement, dated of even date herewith, with [ ] (the “Other Agent”). The aggregate amount of Securities that may be sold collectively pursuant to this Agreement and the Sales Agreement shall not exceed the lesser of $
Healthcare Trust of America, Inc. Class A Common Stock, par value $0.01 per share EQUITY DISTRIBUTION AGREEMENT Dated: March 5, 2021Equity Distribution Agreement • March 8th, 2021 • Healthcare Trust of America Holdings, LP • Real estate investment trusts • New York
Each of Healthcare Trust of America, Inc., a Maryland corporation (the “Company”), and Healthcare Trust of America Holdings, LP, a Delaware limited partnership (the “Operating Partnership”), Bank of America, N.A. (in its capacity as purchaser under any Forward Contract (as defined below), the “Forward Purchaser”) and BofA Securities, Inc. (in its capacity as agent for the Company in connection with the offering and sale of any Issuance Shares (as defined below), the “Sales Agent,” and in its capacity as agent for the Forward Purchaser in connection with the offering and sale of any Forward Hedge Shares (as defined below) hereunder, the “Forward Seller”) hereby agrees to this Equity Distribution Agreement, dated as of March 5, 2021 (this “Agreement”), as follows:
American Assets Trust, Inc. $250,000,000 of Common Stock EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • December 3rd, 2021 • American Assets Trust, L.P. • Real estate investment trusts • New York
HERCULES CAPITAL, INC. Common Stock, $0.001 par value per share EQUITY DISTRIBUTION AGREEMENT Dated December [ ], 2024Equity Distribution Agreement • December 12th, 2024 • Hercules Capital, Inc. • New York
Pursuant to Section 7(n) of the Equity Distribution Agreement, dated [DATE] (the “Equity Distribution Agreement”) (terms defined therein being used herein as therein defined), by and among Hercules Capital, Inc., a Maryland corporation (the “Company”) [Name of Sales Manager] (the “Sales Manager”), the undersigned officers of the Company each hereby certifies, in his or her capacity as President and Chief Executive Officer, and Chief Financial Officer, respectively, of, and on behalf of, the Company:
FEBRUARY 24, 2025 ORCHID ISLAND CAPITAL, INC., AS COMPANY, BIMINI ADVISORS, LLC, AS ITS MANAGER, AND BTIG, LLC, CITIZENS JMP SECURITIES, LLC, AND JONESTRADING INSTITUTIONAL SERVICES LLC, AS AGENTS EQUITY DISTRIBUTION AGREEMENT CONTENTSEquity Distribution Agreement • February 24th, 2025 • Orchid Island Capital, Inc. • Real estate investment trusts • New York
ORCHID ISLAND CAPITAL, INC., a Maryland corporation (the “Company”), and its manager, Bimini Advisors, LLC, a Maryland limited liability company (the “Manager”), confirm their agreement (this “Agreement”) with J.P. Morgan Securities LLC, BTIG, LLC, Citizens JMP Securities, LLC and JonesTrading Institutional Services LLC (the “Agents”) as follows:
Blackstone Mortgage Trust, Inc. $500,000,000 of Class A Common Stock EQUITY DISTRIBUTION AGREEMENT Dated: November 14, 2018Equity Distribution Agreement • November 14th, 2018 • Blackstone Mortgage Trust, Inc. • Real estate investment trusts • New York
Blackstone Mortgage Trust, Inc., a Maryland corporation (the “Company”), and BXMT Advisors L.L.C., a Delaware limited liability company (the “Manager”), each, severally and not jointly, confirms its agreement (this “Agreement”) with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), as follows:
Farmland Partners Inc. Common Stock, $0.01 par value per share EQUITY DISTRIBUTION AGREEMENT Dated: October 29, 2021Equity Distribution Agreement • October 29th, 2021 • Farmland Partners Inc. • Real estate investment trusts • New York
CLIMB BIO, INC. COMMON STOCK EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • March 25th, 2025 • Climb Bio, Inc. • Pharmaceutical preparations • New York
Climb Bio, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Oppenheimer & Co. Inc. (the “Agent”), as follows:
FORTIS INC. $500,000,000 EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • December 9th, 2024 • Fortis Inc. • Electric services • Ontario
CIBC World Markets Inc. 161 Bay Street, 6th Floor Toronto, Ontario M5J 2S8 CIBC World Markets Corp. 300 Madison Ave, 8th Floor New York, New York 10017
ENTERPRISE PRODUCTS PARTNERS L.P. Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of up to EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • September 15th, 2023 • Enterprise Products Partners L.P. • Natural gas transmission • New York
This is to confirm the agreement (this “Agreement”) among Enterprise Products Partners L.P., a Delaware limited partnership (the “Partnership”), and Citigroup Global Markets Inc., Barclays Capital Inc., BBVA Securities Inc., BMO Capital Markets Corp., BofA Securities, Inc., Credit Agricole Securities (USA) Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, MUFG Securities Americas Inc., RBC Capital Markets, LLC, Scotia Capital (USA) Inc., SG Americas Securities, LLC, TD Securities (USA) LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC (each, a “Manager” and collectively, the “Managers”), as follows:
SECOND AMENDED AND RESTATED EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • March 4th, 2020 • CubeSmart, L.P. • Real estate investment trusts • New York
CubeSmart, a Maryland real estate investment trust (the “Company”), and CubeSmart, L.P., a Delaware limited partnership (the “Operating Partnership” and together with the Company, the “Transaction Entities”), confirm their agreement to amend and restate the Amended and Restated Equity Distribution Agreement, dated July 27, 2018, by and among the Transaction Entities and Barclays Capital Inc. (the “Manager”) (the “AR Agreement”), as amended by Amendment No. 1 to the AR Agreement, dated July 29, 2019 (collectively, the “Prior Agreement”), on the terms and conditions described below in this Second Amended and Restated Equity Distribution Agreement (this “Agreement”) with the Manager, as follows:
HECLA MINING COMPANY Common Stock, $0.25 par value per share EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • February 18th, 2021 • Hecla Mining Co/De/ • Mining & quarrying of nonmetallic minerals (no fuels) • New York
Hecla Mining Company, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with BMO Capital Markets Corp., Scotia Capital (USA) Inc., BofA Securities, Inc., B. Riley Securities, Inc., Canaccord Genuity LLC, Cantor Fitzgerald & Co. Inc., CIBC World Markets Corp., Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. LLC, H.C. Wainwright & Co., LLC, J.P. Morgan Securities LLC, RBC Capital Markets, LLC and Roth Capital Partners, LLC (collectively, the “Agents” and each individually, an “Agent”), with respect to the issuance and sale from time to time by the Company of up to 60,000,000 shares (the “Shares”) of the Company’s common stock, $0.25 par value per share (the “Common Stock”), through or to the Agents, as sales agents or principals, on the terms and subject to the conditions set forth in this Agreement. The obligations of the Agents under this Agreement shall be several, and not joint, and no Agent shall be liable for the acts or omissions of any othe
DXP ENTERPRISES, INC. Common Stock ($0.01 par value) EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • September 16th, 2013 • DXP Enterprises Inc • Wholesale-industrial machinery & equipment • New York
The undersigned, the duly qualified and elected _______________________, of DXP ENTERPRISES, INC. (“Company”), a Texas corporation, does hereby certify in such capacity and on behalf of the Company, pursuant to Section 7(n) of the Equity Distribution Agreement dated September 16, 2013 (the “Agreement”) between the Company and Liquidnet, Inc. (“Liquidnet”):
WELLTOWER INC. Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • February 23rd, 2017 • Welltower Inc. • Real estate investment trusts • New York
AG MORTGAGE INVESTMENT TRUST, INC. Up to $75,000,000 of Shares of Common Stock EQUITY DISTRIBUTION AGREEMENT Dated: November 6, 2024Equity Distribution Agreement • November 6th, 2024 • AG Mortgage Investment Trust, Inc. • Real estate investment trusts • New York