M&A - Broad Street Realty, Inc.

Form Type: SCHEDULE 13D/A

Filing Date: 2025-02-04

Corporate Action: Acquisition

Type: Update

Accession Number: 000110465925009190

Filing Summary: This Amendment No. 2 (the 'Amendment') amends and supplements the previously filed Schedule 13D and the Reorganization 13D regarding Broad Street Realty, Inc. on February 4, 2025. It outlines a Preferred Membership Interest and Warrant Purchase Agreement executed on January 31, 2025, where CF Flyer PE Investor LLC and CF Flyer Mezz Holdings LLC (the 'Seller') agreed to sell 100% of the preferred membership interests in Broad Street Eagles JV, LLC and an outstanding warrant to purchase 2,560,000 shares of common stock of the Company to FMC BRST Preferred LLC (the 'Purchaser') for a total purchase price of $105,487,017.21. Following this transaction, the Seller will no longer have any ownership in Broad Street Eagles JV or warrants to purchase shares. The Agreement is contingent on several conditions, including delivery of certain assignments and waivers. The Note Sale and Assignment Agreement also executed on January 31, 2025, involves CF Flyer Mezz Lender LLC selling its interests in a Mezzanine Loan Agreement and associated notes to FMC BRST Mezzanine LLC for $17,770,816.22. This transaction will leave the Note Seller without remaining interest in the Mezzanine Loan.