UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1-U
Current Report Pursuant to Regulation A
Date of Report (Date of earliest event reported): October 15,
2020
HC GOVERNMENT REALTY TRUST, INC.
(Exact
name of issuer as specified in its charter)
Maryland
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81-1867397
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(State or other jurisdiction of incorporation or
organization
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(I.R.S. Employer Identification No.)
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390 S. Liberty Street, Suite 100
Winston-Salem, NC 27101
(Full
mailing address of principal executive offices)
(336) 477-2535
(Issuer’s
telephone number, including area code)
Title of each class of securities issued pursuant to Regulation
A: Common Stock
ITEM 9. OTHER EVENTS
Estimated Net Asset Value (“NAV”) Per Share as of June
30, 2020
On
October 15, 2020, the board of directors (the “Board”)
of HC Government Realty Trust, Inc., a Maryland corporation (the
“Company”), unanimously approved and established an
estimated NAV per share of the Company’s common stock of
$9.33, based on the Company’s estimated NAV divided by the
number of outstanding shares of the Company’s common stock on
a fully diluted basis as of June 30, 2020. This estimated NAV per
share of the Company’s common stock shall be effective until
the Company publishes an updated estimated NAV per share on or
about October 15, 2021 (or as soon as commercially reasonable
thereafter), unless the Company publishes an updated estimated NAV
per share prior to that time. The Board previously determined an
estimated NAV per share of the Company’s common stock of
$7.17 as of June 30, 2019.
Components of NAV
The
following sets forth the calculation of the estimated NAV per share
of the Company’s common stock:
Balance Sheet as of June 30, 2020 (Unaudited)
Total Real Estate
Assets1
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$130,753,650
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$9,006,312
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Total
Assets
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$139,759,962
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Total
Other Liabilities
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$89,207,736
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Net
Asset Value
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$50,552,226
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Series A Preferred
Converted Shares2
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439,822
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Series B Preferred
Converted Shares2
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2,243,531
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Convertible OP
Units
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1,118,416
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Long-Term Incentive
Plan Shares
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72,215
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Common Shares
Outstanding
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1,545,806
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Total
Diluted Shares
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5,419,790
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NAV
per Share
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$9.33
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____________________
1 Total Real Estate Assets
is based on the value of the Company’s properties as of June
30, 2020 determined using appraised values from recent third-party
property appraisals and an analysis of renewal value of each
property as well as re-tenancy.
2 Represents shares of common
stock issuable upon conversion of the Company’s Series A
Cumulative Convertible Preferred Stock and Series B Cumulative
Convertible Preferred Stock, respectively.
Limitations of the Estimated NAV Per Share
As
with any valuation, the methods used to determine the
Company’s estimated NAV per share were based upon a number of
assumptions, estimates and judgments that may not be accurate or
complete. The estimated NAV per share determined by the Board is
not a representation, warranty or guarantee that, among other
things:
●
a
stockholder would be able to realize the estimated NAV per share if
such stockholder attempts to sell his or her shares;
●
a stockholder would ultimately realize distributions per share
equal to the estimated NAV per share upon liquidation of the
Company’s assets and settlement of the Company’s
liabilities or if the Company were sold;
●
shares of the Company’s common stock would trade at the
estimated NAV per share on a national securities
exchange;
●
a third party would offer the estimated NAV per share in an
arms-length transaction to purchase all or substantially all of the
shares of the Company’s common stock; or
●
the methods used to determine the estimated NAV per share would be
acceptable to the Financial Industry Regulatory Authority, the
Securities and Exchange Commission, any state securities regulatory
entity or in accordance with the Employee Retirement Income
Security Act of 1974, as amended, or with any other regulatory
requirements.
Further, the estimated NAV per share was calculated as of a
particular moment in time and the value of the Company’s
shares will fluctuate over time as a result of, among other things,
future acquisitions or dispositions of assets, developments related
to individual assets and changes in the real estate and capital
markets.
SIGNATURES
Pursuant to the
requirements of Regulation A, the issuer has duly caused this
report to be signed on its behalf by the undersigned, thereunto
duly authorized.
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HC Government Realty Trust, Inc.,
a Maryland corporation
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Date: October 15, 2020
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By:
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/s/ Jacqlyn
Piscetelli
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Name:
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Jacqlyn Piscetelli
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Title:
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Chief Financial Officer, Treasurer and Secretary
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