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Maryland (Safehold Inc.)
Delaware (Safehold Operating Partnership LP)
(State or other jurisdiction of
incorporation or organization) |
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30-0971238 (Safehold Inc.)
37-1840624 (Safehold Operating Partnership LP)
(I.R.S. Employer
Identification Number) |
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Large accelerated filer
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| | ☒ | | | Accelerated filer | | | ☐ | |
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Non-accelerated filer
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| | ☐ | | |
Smaller reporting company
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| | ☐ | |
| | | | | | |
Emerging growth company
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| | ☐ | |
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Large accelerated filer
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| | ☐ | | | Accelerated filer | | | ☐ | |
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Non-accelerated filer
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| | ☒ | | |
Smaller reporting company
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| | ☐ | |
| | | | | | |
Emerging growth company
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| | ☐ | |
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Safehold Inc.
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| | ☐ | |
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Safehold Operating Partnership LP
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| | ☐ | |
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Title of each class of
securities to be registered |
| | |
Amount to be
registered |
| | |
Proposed maximum
offering price per unit |
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Proposed maximum
aggregate offering price |
| | |
Amount of
registration fee |
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Safehold Inc. Common Stock
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(1)(2)
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(1)(2)
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(1)(2)(3)
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| | |
(4)
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Safehold Inc. Preferred Stock
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| | |
(1)(2)
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| | |
(1)(2)
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(1)(2)(3)
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| | |
(4)
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Safehold Inc. Debt Securities
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| | |
(1)(2)
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| | |
(1)(2)
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| | |
(1)(2)
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| | |
(4)
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Safehold Inc. Depositary Shares
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(1)(2)
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| | |
(1)(2)
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| | |
(1)(2)
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| | |
(4)
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Safehold Inc. Warrants(5)
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| | |
(1)(2)
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| | |
(1)(2)
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| | |
(1)(2)
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| | |
(4)
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Safehold Inc. Rights
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| | |
(1)(2)
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| | |
(1)(2)
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| | |
(1)(2)
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| | |
(4)
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Safehold Inc. Units(6)
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| | |
(1)(2)
|
| | |
(1)(2)
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| | |
(1)(2)
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| | |
(4)
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Safehold Inc. Guarantees of Debt Securities(7)
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(8)
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n/a
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| | |
n/a
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(7)
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Safehold Operating Partnership LP Debt Securities(7)
|
| | |
(1)(2)
|
| | |
(1)(2)
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| | |
(1)(2)
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| | |
(4)
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|
| | | | | 1 | | | |
| | | | | 2 | | | |
| | | | | 4 | | | |
| | | | | 5 | | | |
| | | | | 6 | | | |
| | | | | 7 | | | |
| | | | | 8 | | | |
| | | | | 15 | | | |
| | | | | 17 | | | |
| | | | | 26 | | | |
| | | | | 27 | | | |
| | | | | 33 | | | |
| | | | | 58 | | | |
| | | | | 59 | | | |
| EXPERTS | | | | | 59 | | |
|
SEC registration fee
|
| | | $ | (1) | | |
|
FINRA filing fee
|
| | | $ | (2) | | |
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The New York Stock Exchange supplemental listing fee
|
| | | $ | (2) | | |
|
Printing expenses
|
| | | $ | (2) | | |
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Legal fees and expenses
|
| | | $ | (2) | | |
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Accounting fees and expenses
|
| | | $ | (2) | | |
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Blue Sky qualification fees and expenses
|
| | | $ | (2) | | |
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Transfer agent fees and expenses
|
| | | $ | (2) | | |
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Trustee fees and expenses
|
| | | $ | (2) | | |
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Miscellaneous
|
| | | $ | (2) | | |
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Total
|
| | | $ | (2) | | |
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Exhibit
Number |
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Description
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|
| 1.1 | | | Form of Underwriting Agreement(1) | |
| 3.1 | | | | |
| 3.2 | | | | |
| 3.3 | | | | |
| 3.4 | | | First Amended and Restated Limited Partnership Agreement of Safety Income and Growth Operating Partnership LP, dated as of June 27, 2017, among Safety, Income and Growth, Inc. and SIGOP Gen Par LLC(5) | |
| 3.5* | | | | |
| 4.1 | | | | |
| 4.2* | | | Form of Indenture, among Safehold Operating Partnership LP, as issuer, Safehold Inc., as guarantor, and U.S. Bank National Association, as trustee | |
| 4.3* | | | Form of Indenture, between Safehold Inc., as issuer, and U.S. Bank National Association, as trustee | |
| 4.4 | | | Form of Deposit Agreement(1) | |
| 4.5 | | | Form of Depositary Receipt(1) | |
| 4.6 | | | Form of Warrant(1) | |
| 4.7 | | | Form of Warrant Agreement(1) | |
| 4.8 | | | Form of Rights Agreement(1) | |
| 4.9 | | | Form of Unit Agreement(1) | |
| 5.1* | | | | |
| 5.2* | | | | |
| 8.1* | | | | |
| 22.1* | | | | |
| 23.1* | | | | |
| 23.2* | | | | |
| 23.3* | | | | |
| 23.4* | | | | |
| 24.1* | | | | |
| 25.1* | | | Statement of Eligibility under the Trust Indenture Act of 1939 of U.S. Bank National Association (Form T-1) | |
| 25.2* | | | |
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Signature
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Title
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Date
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/s/ Jay Sugarman
Jay Sugarman
|
| |
Chairman and Chief Executive Officer
(Principal Executive Officer) |
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February 18, 2021
|
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/s/ Jeremy Fox-Geen
Jeremy Fox-Geen
|
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Chief Financial Officer
(Principal Financial and Accounting Officer) |
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February 18, 2021
|
|
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/s/ Garett Rosenblum
Garett Rosenblum
|
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Chief Accounting Officer
|
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February 18, 2021
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/s/ Dean S. Adler
Dean S. Adler
|
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Director
|
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February 18, 2021
|
|
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/s/ Robin Josephs
Robin Josephs
|
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Director
|
| |
February 18, 2021
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/s/ Jay S. Nydick
Jay S. Nydick
|
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Director
|
| |
February 18, 2021
|
|
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/s/ Stefan M. Selig
Stefan M. Selig
|
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Director
|
| |
February 18, 2021
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