Filed Pursuant to Rule 253(g)(2)
File No. 024-10563
HC GOVERNMENT REALTY TRUST, INC.
SUPPLEMENT NO. 3 DATED APRIL 25, 2017
TO THE OFFERING CIRCULAR DATED NOVEMBER 7, 2016
This
document supplements, and should be read in conjunction with, the
offering circular of HC Government Realty Trust, Inc.
(“we,” “our” or “us”), dated
November 7, 2016 and filed by us with the Securities and Exchange
Commission, or the Commission, on November 8, 2016, as
supplemented, or the Offering Circular. Unless otherwise defined in
this supplement, capitalized terms used in this supplement shall
have the same meanings as set forth in the Offering Circular. If
any statement in this supplement contradicts or conflicts with the
Offering Circular, then this supplement shall control.
The purpose of this supplement is to disclose
the change in our dealer manager and related changes to the
offering of our common stock pursuant to the Offering Circular, or
the Offering.
Change in Our Dealer-Manager
On
March 28, 2017, SANDLAPPER Securities, LLC, or SANDLAPPER, replaced
Orchard Securities, LLC, or Orchard, as our dealer manager for the
Offering. In connection with the change in our dealer manager, we
have revised the subscription agreement for the Offering, or the
Subscription Agreement, to disclose that completed Subscription
Agreements will be sent by your broker-dealer or registered
investment advisor, as applicable, to our dealer manager at the
address set forth on the Subscription Agreement or to such other
person and address, as mutually agreed upon between your
broker-dealer or registered investment advisor, as applicable, and
us. Unless otherwise agreed by us and our dealer-manager,
broker-dealers desiring
to become members of the selling group for the Offering will be
required to execute a participating dealer agreement with
SANDLAPPER, as our dealer manager. In connection with the above,
Orchard has assigned its rights and obligations under the escrow
agreement for the Offering, or the Assignment, to SANDLAPPER. No
other changes to the Offering have occurred and the maximum
underwriting compensation did not change as a result of the
above.
The foregoing is a summary and is qualified in its entirety by the
Managing Broker Dealer Agreement dated March 28, 2017 by and
between SANDLAPPER and us, the form of participating dealer
agreement, the form of Subscription Agreement and the Assignment,
copies of which are filed as Exhibit Nos. 1.1, 1.2, 4.1 and 8.1 to
the Current Report on Form 1-U, dated April 25, 2017, and
incorporated by reference into this supplement.