Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

___________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

September 18, 2023 (Septmeber 15, 2023)

Date of Report (date of earliest event reported)

__________________

NewLake Capital Partners, Inc.

(Exact name of registrant as specified in its charter)

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Maryland (State or other jurisdiction of incorporation or organization)	000-56327 (Commission File Number)	83-4400045 (I.R.S. Employer Identification Number)
50 Locust Avenue, First Floor New Canaan, CT 06840
(Address of principal executive offices and zip code)
(203) 594-1402
(Registrant's telephone number, including area code)
	Not Applicable
(Former name or former address, if changed since last report.)

___________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol	Name of each exchange on which registered
N/A	N/A	N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§ 230.405 of this chapter) or Rule 12b-2 of the Exchange Act of 1934 (§240.12b-2 of this chapter)

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure

On September 15, 2023, NewLake Capital Partners, Inc. (the “Company”) issued a press release announcing that it has declared a third quarter 2023 cash dividend of $0.39 per share of common stock for the period beginning on July 1, 2023, through the end of the third quarter, September 30, 2023. The dividend is payable on October 13, 2023 to stockholders of record at the close of business on September 29, 2023. A copy of the press release is attached hereto as Exhibit 99.1.

Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act.

Item 8.01 Other Events

On September 15, 2023, the Company’s board of directors authorized a $10 million increase to the Company’s existing share repurchase program and extended the duration to conclude on December 31, 2024, giving the Company approximately $10.7 million remaining available under the program as of the date hereof. Purchases made pursuant to the share repurchase program will be made in the open market, in privately negotiated transactions, or pursuant to any trading plan that may be adopted in accordance with Rule 10b-18 of the Securities and Exchange Act of 1934, as amended. The authorization of the share repurchase program does not obligate the Company to acquire any particular amount of common stock. The timing, manner, price and amount of any repurchases will be determined by the Company in its discretion and will be subject to economic and market conditions, stock price, applicable legal requirements and other factors. The share repurchase program may be suspended or discontinued by the Company at any time and without prior notice. A copy of the press release is attached hereto as Exhibit 99.2.

Exhibit 99.2 hereto shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act, as amended, or the Exchange Act.

Item 9.01 -Financial Statements and Exhibits

(d) The following exhibits are being filed herewith:


Exhibit No.						Description
99.1						Press Release of NewLake Capital Partners, Inc., dated September 18, 2023
99.2						Press Release of NewLake Capital Partners, Inc., dated September 18, 2023
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 18th day of September, 2023.


NewLake Capital Partners, Inc

By:			/s/ Lisa Meyer
Name:			Lisa Meyer
Title:			Chief Financial Officer, Treasurer and Secretary

Exhibit 99-1

NewLake Capital Partners Maintains Third Quarter

2023 Common Stock Dividend of $0.39 per Share

NEW CANAAN, Conn., September 18, 2023 (GLOBE NEWSWIRE) – NewLake Capital Partners, Inc. (OTCQX: NLCP) (the “Company” or “NewLake”), a leading provider of real estate capital to state-licensed cannabis operators, today announced that its board of directors has declared a third quarter 2023 cash dividend of $0.39 per share of common stock.

The dividend is equivalent to an annualized dividend of $1.56 per common share. The dividend is payable on October 13, 2023, to stockholders of record at the close of business on September 29, 2023.

About NewLake Capital Partners, Inc.

NewLake Capital Partners, Inc. is an internally-managed real estate investment trust that provides real estate capital to state-licensed cannabis operators through sale-leaseback transactions and third-party purchases and funding for build-to-suit projects. NewLake owns a portfolio of 32 cultivation facilities and dispensaries that are leased to single tenants on a triple-net basis. For more information, please visit www.newlake.com.

Forward-Looking Statements

This press release contains “forward-looking statements.” Forward-looking statements can be identified by words like “may,” “will,” “likely,” “should,” “expect,” “anticipate,” “future,” “plan,” “believe,” “intend,” “goal,” “project,” “continue” and similar expressions. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs and expectations. Forward-looking statements are based on the Company’s current expectations and assumptions regarding capital market conditions, the Company’s business, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward looking statements. For a discussion of the risks and uncertainties which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in our most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q. The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements, except as required by law.

Contact Information:

Lisa Meyer

Chief Financial Officer, Treasurer and Secretary

NewLake Capital Partners, Inc.

lmeyer@newlake.com

Investor Contact:

Valter Pinto, Managing Director

KCSA Strategic Communications

Valter@KCSA.com

PH: (212) 896-1254

Media Contact:

McKenna Miller

KCSA Strategic Communications

MMiller@kcsa.com

PH: (212) 896-1254

Exhibit 99-2

NewLake Capital Provides Share Repurchase Program Update

Company has repurchased 713,831 shares of common stock to date and is upsizing the program

NEW CANAAN, Conn., September 18, 2023 (GLOBE NEWSWIRE) - NewLake Capital Partners, Inc. (OTCQX: NLCP) (the “Company” or “NewLake”), a leading provider of real estate capital to state-licensed cannabis operators, today provided an update regarding its $10 million common share repurchase program. To date, the Company has acquired 713,831 shares of common stock at an average price, including commissions, of $12.96 per share, utilizing approximately $9.3 million of the original $10 million authorization. Thus, on September 15, 2023, the Company’s board of directors authorized a $10 million increase to the Company’s existing share repurchase program and extended the duration to conclude on December 31, 2024, giving the Company approximately $10.7 million remaining available under the program.

“We continue to believe there is compelling value in our stock and while we continue to have conviction around the cannabis sector, the opportunity to invest in our stock was particularly attractive. The authorization by our Board of an additional $10 million under our share repurchase program allows us to continue to be opportunistic in stock repurchases while working to deploy additional capital into sale leaseback transactions,” stated Anthony Coniglio, NewLake’s President and Chief Executive Officer.

Any purchases made pursuant to the program will be made either in the open market, in privately negotiated transactions, or pursuant to any trading plan that may be adopted in accordance with Rules 10b-18 of the Securities and Exchange Commission.

About NewLake Capital Partners, Inc.

Forward-Looking Statements

Therefore, you should not rely on any of these forward looking statements. For a discussion of the risks and uncertainties which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in our most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q. The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements, except as required by law.

Contact Information:

Lisa Meyer

Chief Financial Officer, Treasurer and Secretary

NewLake Capital Partners, Inc.

lmeyer@newlake.com

Investor Contact:

Valter Pinto, Managing Director

KCSA Strategic Communications

Valter@KCSA.com

PH: (212) 896-1254

Media Contact:

McKenna Miller

KCSA Strategic Communications

MMiller@kcsa.com

PH: (212) 896-1254

Cover	Sep. 15, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Sep. 15, 2023
Entity Registrant Name	NewLake Capital Partners, Inc.
Entity Incorporation, State or Country Code	MD
Entity File Number	000-56327
Entity Tax Identification Number	83-4400045
Entity Address, Address Line One	50 Locust Avenue
Entity Address, Address Line Two	First Floor
Entity Address, City or Town	New Canaan
Entity Address, State or Province	CT
Entity Address, Postal Zip Code	06840
City Area Code	203
Local Phone Number	594-1402
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Central Index Key	0001854964
Amendment Flag	false