InvenTrust Properties Files New Registration Statement and Enters into Amendment No. 1 to Equity Distribution Agreement

On February 20, 2025, InvenTrust Properties Corp. (NYSE: IVT) submitted to the Securities and Exchange Commission (SEC) an automatic shelf registration statement on Form S-3ASR (File No. 333-285073), known as the “New Registration Statement,” which replaced the prior automatic shelf registration statement on Form S-3ASR (File No. 333-263342) that was filed on March 7, 2022. The effectiveness of the New Registration Statement officially ended the Prior Registration Statement.

Concurrently, regarding the New Registration Statement, the company lodged a prospectus supplement dated February 20, 2025, to the prospectus related to the at-the-market offering program as a component of the New Registration Statement. In conjunction with the filing of the prospectus supplement, the company included Exhibit 5.1 to this Current Report on Form 8-K, which detailed an opinion from its counsel, Venable LLP, about certain aspects of Maryland law, particularly concerning the validity of the shares.

Furthermore, on the same day, February 20, 2025, InvenTrust Properties Corp. entered into Amendment No. 1 to the Equity Distribution Agreement, initiated on March 7, 2022, with various entities acting as sales agents, principals, and/or forward sellers (Managers) and forward purchasers (Forward Purchasers). The purpose of Amendment No. 1 was to encompass changes due to the filing of the New Registration Statement and the accompanying prospectus supplement. Additionally, Amendment No. 1 served to incorporate further Managers and Forward Purchasers to the Equity Distribution Agreement.

Under the terms outlined in the Equity Distribution Agreement, shares of common stock valued at about $13.3 million had been offered and sold by February 20, 2025. Subsequently, approximately $236.7 million worth of shares of common stock remain available for offer and sale under the Equity Distribution Agreement following prior sales.

It is important to note that this Current Report on Form 8-K is not an offer to sell or a solicitation to buy, and the sale of these securities in any state where it might be deemed unlawful is prohibited unless registration or qualification under the relevant state securities laws has been achieved.

In relation to the filing, the company also included several important documents as exhibits, such as Amendment No. 1 to the Equity Distribution Agreement, the opinion of Venable LLP, and the consent of Venable LLP. Additionally, a Cover Page Interactive Data File was embedded within the Inline XBRL document for reference.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read InvenTrust Properties’s 8K filing here.

About InvenTrust Properties

InvenTrust Properties Corp. (the “Company,” “IVT,” or “InvenTrust”) is a premier Sun Belt, multi-tenant essential retail REIT that owns, leases, redevelops, acquires and manages grocery-anchored neighborhood and community centers as well as high-quality power centers that often have a grocery component.