Filed Pursuant to Rule 424(b)(5)
Registration No. 333-234508
PROSPECTUS SUPPLEMENT
(To Prospectus dated
November 15, 2019)
$100,000,000
Common Stock
We may issue,
offer and sell shares of our common stock, par value $0.01 per share (the common stock) having an aggregate sales price of up to $100,000,000 over a period of time, and from time to time, through one or more sales agents (each, a
sales agent, and collectively, the sales agents) under an equity distribution agreement that we and the sales agents entered into on the date of this prospectus supplement.
Our common stock is listed on the New York Stock Exchange (the NYSE), under the symbol SNR. The last reported sales
price of our common stock on the NYSE on February 25, 2021 was $6.05 per share.
Sales of shares of common stock under this prospectus
supplement and the accompanying prospectus, if any, may be made in transactions that are deemed to be at the market offerings as defined in Rule 415 under the Securities Act of 1933, as amended. Sales of shares of our common stock may
also be made by any other method permitted by law, including sales made by means of ordinary brokers transactions on the NYSE, on any other existing trading market for our common stock, to or through a market maker at market prices prevailing
at the time of sale or in privately negotiated transactions. No sales agent is required to sell any specific number or dollar amount of shares of our common stock, but subject to the terms and conditions of the equity distribution agreement, each
sales agent has agreed to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell shares of our common stock up to the amount specified by us. The shares of our common stock offered and sold through the
sales agents pursuant to the equity distribution agreement will be offered and sold through only one sales agent on any given trading day.
We will pay each sales agent an aggregate fee of up to 2.0% of the sales price of the shares sold through such sales agent under the equity
distribution agreement. Subject to the terms and conditions of the equity distribution agreement, each sales agent will use its reasonable efforts to sell on our behalf any shares of common stock to be offered by us under the equity distribution
agreement. The offering of common stock pursuant to the equity distribution agreement will terminate upon the earlier of (1) the sale of all of the shares of our common stock subject to the equity distribution agreement and (2) the
termination of the equity distribution agreement, pursuant to its terms, by either the sales agents or us.
Under the terms of the equity
distribution agreement, we also may sell shares to one or more of our sales agents, as principal for its own account, at a price per share to be agreed upon at the time of sale. If we sell shares to a sales agent, acting as principal, we will enter
into a separate term agreement with such sales agent, setting forth the terms of such transaction, and we will describe the terms agreement in a separate prospectus supplement or pricing supplement.
To assist us in maintaining our qualification as a real estate investment trust (REIT), for United States federal income tax
purposes, no person may own (or be treated as owning under certain attribution rules) more than 9.8% by value or number of shares, whichever is more restrictive, of our outstanding shares of common stock, unless our board of directors waives this
limitation.
Investing in our common stock involves a high degree of risk. Before buying any of these shares you should carefully read the Risk
Factors section beginning on page S-3 of this prospectus supplement, and the risk factors included in our Annual Report on Form 10-K for the year ended
December 31, 2020 and in subsequent reports that we file with the Securities and Exchange Commission.
Neither the Securities
and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a
criminal offense.
|
|
|
|
|
|
|
|
|
Morgan Stanley
|
|
BMO Capital Markets
|
|
BTIG
|
|
Citigroup
|
|
Deutsche Bank Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goldman Sachs & Co. LLC
|
|
J.P. Morgan
|
|
KeyBanc Capital Markets
|
|
RBC Capital Markets
|
The date of this prospectus supplement is February 26, 2021.