0000925421-19-000330.txt : 20191231 0000925421-19-000330.hdr.sgml : 20191231 20191231172732 ACCESSION NUMBER: 0000925421-19-000330 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191227 FILED AS OF DATE: 20191231 DATE AS OF CHANGE: 20191231 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jacoby Michael Z CENTRAL INDEX KEY: 0001794504 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09043 FILM NUMBER: 191320102 BUSINESS ADDRESS: BUSINESS PHONE: 3018281200 MAIL ADDRESS: STREET 1: 7250 WOODMONT AVENUE STREET 2: SUITE 350 CITY: BETHESDA STATE: MD ZIP: 20814 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Broad Street Realty, Inc. CENTRAL INDEX KEY: 0000764897 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 363361229 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7250 WOODMONT AVE STREET 2: SUITE 350 CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 561-617-8050 MAIL ADDRESS: STREET 1: 7250 WOODMONT AVE STREET 2: SUITE 350 CITY: BETHESDA STATE: MD ZIP: 20814 FORMER COMPANY: FORMER CONFORMED NAME: MedAmerica Properties Inc. DATE OF NAME CHANGE: 20170619 FORMER COMPANY: FORMER CONFORMED NAME: Banyan Rail Services Inc. DATE OF NAME CHANGE: 20100106 FORMER COMPANY: FORMER CONFORMED NAME: BHIT INC DATE OF NAME CHANGE: 19990518 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2019-12-27 0000764897 Broad Street Realty, Inc. BRST 0001794504 Jacoby Michael Z C/O BROAD STREET REALTY, INC. 7250 WOODMONT AVE, SUITE 350 BETHESDA MD 20814 1 1 0 0 Chief Executive Officer Common Stock 2019-12-27 4 A 0 1645576 A 1645576 D Common Stock 2019-12-31 4 A 0 272119 A 1917695 D OP Units 2019-12-27 4 A 0 856805 A 2020-12-27 Common Stock 856805 856805 D Received in exchange for membership interests in BSV Avondale LLC, BSV Crestview Square LLC, BSV Coral Hills Investors LLC, BSV Dekalb LLC, BSV Hollinswood LLC and BSV West Broad Investors LLC, pursuant to the previously disclosed Agreements and Plans of Merger (the "Stock Merger Agreements"), dated as of May 28, 2019, as amended on Nov. 27, 2019, by and among each of the aforementioned entities, Broad Street Realty, Inc. (formerly known as MedAmerica Properties Inc.) (the "Issuer"), Broad Street Operating Partnership, LP (the "Operating Partnership") and certain subsidiaries. Upon the closing of the transactions contemplated by the Stock Merger Agreements, the membership interests that were then outstanding were converted into the right to receive shares of the Issuer's common stock. As of the date immediately prior to the effective time of the mergers, the last reported sales price of the Issuer's common stock on the OTCQB Market was $2.75 per share. Received in exchange for membership interests in BSV Premier Brookhill LLC ("BSV Brookhill"), pursuant to the previously disclosed Agreement and Plan of Merger (the "Brookhill Merger Agreement"), dated as of May 28, 2019, as amended on Nov. 27, 2019 and Dec. 27, 2019, by and among BSV Brookhill, the Issuer, the Operating Partnership and certain subsidiaries. Upon the closing of the transactions contemplated by the Brookhill Merger Agreement (the "Brookhill Merger"), the membership interests that were then outstanding were converted into the right to receive shares of the Issuer's common stock. As of the date immediately prior to the effective time of the Brookhill Merger, the last reported sales price of the Issuer's common stock on the OTCQB Market was $3.07 per share. Represents units of limited partnership interest ("OP Units") in the Operating Partnership. The Issuer is the sole member of the general partner of the Operating Partnership. Beginning on the 12-month anniversary of the date of issuance, each OP Unit is redeemable for cash equal to the then-current market value of one share of the Issuer's common stock or, in the Issuer's sole discretion, one share of the Issuer's common stock. The OP Units have no expiration date. Received in exchange for membership interests in Broad Street Realty, LLC, Broad Street Ventures, LLC, BSV Colonial Investor LLC, BSV Lamonticello Investors LLC, and BSV Patrick Street Member LLC pursuant to the previously disclosed Agreements and Plans of Merger (the "OP Unit Merger Agreements"), dated as of May 28, 2019, as amended on November 27, 2019, by and among each of the aforementioned entities, the Issuer, the Operating Partnership and certain subsidiaries of the Issuer. Upon the closing of the transactions contemplated by the OP Unit Merger Agreements, the membership interests that were then outstanding were converted into the right to receive OP Units. /s/ Andrew P. Campbell as attorney-in-fact for Michael Z. Jacoby 2019-12-31