Item 8.01 Other Events.
On
(i) A prospectus supplement (the "DRIP Prospectus Supplement") covering the sale
of up to 9,984,370 shares of the Company's class A common stock, par value
(ii) A prospectus supplement (the "ATM Prospectus Supplement") covering the
offering of shares of Common Stock that remain unsold under the ATM Program
pursuant to the Company's continuous equity distribution program. Sales of the
shares of Common Stock under the ATM Program, if any, may be made in negotiated
transactions or transactions that are deemed to be "at the market" offerings as
defined in Rule 415 under the Securities Act of 1933, as amended, including
sales made by means of ordinary brokers' transactions, including directly on the
In connection with the ATM Program, the Company and
Attached as Exhibit 5.1 and Exhibit 5.2 to this Current Report on Form 8-K are
copies of the opinion of
This Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit Index 1.1 Equity Distribution Agreement datedNovember 14, 2018 , by and among the Company,BXMT Advisors L.L.C. andCitigroup Global Markets Inc. (filed as Exhibit 1.1 to the Company's Current Report on Form 8-K (File No. 1-147888) filed onNovember 14, 2018 and incorporated herein by reference ) 1.2 Equity Distribution Agreement datedNovember 14, 2018 , by and among the Company,BXMT Advisors L.L.C. andBarclays Capital Inc. (filed as Exhibit 1.2 to the Company's Current Report on Form 8-K (File No. 1-147888) filed onNovember 14, 2018 and incorporated herein by reference ) 1.3 Equity Distribution Agreement datedNovember 14, 2018 , by and among theCompany, BXMT Advisors L.L.C. andJMP Securities LLC (filed as Exhibit 1.3 to the Company's Current Report on Form 8-K (File No. 1-147888) filed onNovember 14, 2018 and incorporated herein by reference ) 1.4 Equity Distribution Agreement datedNovember 14, 2018 , by and among the Company,BXMT Advisors L.L.C. andKeefe, Bruyette & Woods, Inc. (filed as Exhibit 1.4 to the Company's Current Report on Form 8-K (File No. 1-147888) filed onNovember 14, 2018 and incorporated herein by reference ) 1.5 Equity Distribution Agreement datedNovember 14, 2018 , by and among the Company,BXMT Advisors L.L.C. andMerril Lynch, Pierce, Fenner & Smith Incorporated (filed as Exhibit 1.5 to the Company's Current Report on Form 8-K (File No. 1-147888) filed onNovember 14, 2018 and incorporated herein by reference ) 1.6 Equity Distribution Agreement datedNovember 14, 2018 , by and among the Company,BXMT Advisors L.L.C. andWells Fargo Securities, LLC (filed as Exhibit 1.6 to the Company's Current Report on Form 8-K (File No. 1-147888) filed onNovember 14, 2018 and incorporated herein by reference ) 1.7 Form of Amendment No. 1 to each of the 2018 Equity Distribution Agreements datedJuly 26, 2019 , by and among the Company,BXMT Advisors L.L.C. and each of the Original Sales Agents (filed as Exhibit 1.2 to the Company's Current Report on Form 8-K (File No. 1-147888) filed onJuly 26, 2019 and incorporated herein by reference ) 1.8 Form of Amendment No. 2 to each of the 2018 Equity Distribution Agreements datedJuly 29, 2022 , by and among the Company,BXMT Advisors L.L.C. and each of the Original Sales Agents 1.9 Equity Distribution Agreement datedFebruary 11, 2022 , by and among theCompany, BXMT Advisors L.L.C. andBTIG, LLC 1.10 Amendment No. 1 to the 2022 Equity Distribution Agreement datedJuly 29, 2022 , by and among theCompany, BXMT Advisors L.L.C. andBTIG, LLC 5.1 Opinion ofVenable LLP 5.2 Opinion ofVenable LLP 8.1 Opinion ofSimpson Thacher & Bartlett LLP 23.1 Consent ofVenable LLP (included in Exhibit 5.1 ) 23.2 Consent ofVenable LLP (included in Exhibit 5.2 ) 23.3 Consent ofSimpson Thacher & Bartlett LLP (included in Exhibit 8.1 ) EXHIBIT 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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