Chiron Real Estate Inc. 8-K

What Happened

• Chiron Real Estate Inc. (formerly Global Medical REIT Inc.) filed an 8‑K (March 13, 2026) announcing (1) a Sixth Amendment to the Agreement of Limited Partnership of Chiron Real Estate LP to allow issuance of up to 3,000,000 additional 8.00% Series B cumulative redeemable preferred units (bringing the Operating Partnership total to 5,300,000 Series B Preferred Units) and (2) Articles Supplementary filed March 11, 2026 with Maryland to classify 3,000,000 additional shares of Series B Preferred Stock (bringing the Company total to 5,300,000 shares). The Company intends to contribute net proceeds from any Series B preferred stock offering to the Operating Partnership in exchange for the same number of Series B Preferred Units; the units mirror the economic terms of the Series B stock.

Key Details

• Amendment date / charter filing: March 11–12, 2026; Sixth Amendment filed as Exhibit 10.1; Articles Supplementary filed with SDAT on March 11, 2026.
• Series B terms: 8.00% cumulative redeemable preferred; liquidation preference $25.00 per unit/share; additional 3,000,000 units/shares authorized, total authorized now 5,300,000.
• Common ATM update: Amended and Restated Sales Agreement dated March 12, 2026; up to $288,010,090 aggregate offering price of common stock available for sale through agents or via forward arrangements.
• Fees & mechanics: Agents may receive up to 2.0% of gross proceeds on sales; forward sellers may receive a reduction up to 2.0% to the forward price. Forward contracts allow borrowed‑stock sales and may be settled by physical delivery, cash settlement (company could owe cash), or net‑share settlement (company could owe shares).

Why It Matters

• The filings increase the company’s capacity to raise capital through both preferred stock and its at‑the‑market (ATM) common program. Adding 3,000,000 Series B shares/units expands preferred funding options tied to an 8.00% dividend rate and $25 liquidation preference per share/unit.
• The amended ATM sales agreement (up to ~$288M aggregate) and forward sale mechanics give the company flexibility to raise cash over time but introduce settlement choices (physical, cash, or net‑share) that affect when and whether Chiron receives cash proceeds. Investors should note the potential dilution from common or preferred issuances and the costs (agent/forward seller fees up to 2.0%).