Filed Pursuant to Rule 424(b)(5)
Registration No. 333-213162
Prospectus Supplement
(To Prospectus dated May 18, 2017)
BRT Apartments Corp.
$26,916,166
Common Stock
On January 11, 2018, we entered into separate Equity Distribution Agreements, each, a prior sales agreement and collectively, the prior sales agreements, with Compass Point Research and Trading, LLC, B. Riley FBR, Inc. and BTIG, LLC, each, a sales agent and collectively, the sales agents, relating to the offer and sale shares of our common stock having an aggregate sales price of up to $20,000,000 from time to time through the sales agents. On May 17, 2018, we and each of the sales agents entered into amendments, each, an amendment, and collectively, the amendments, to the prior sales agreements (each prior sales agreement, as amended by the amendment, the sales agreement and collectively, the sales agreements) increasing the aggregate sales price of the shares of common stock that may be sold from time-to-time through the sales agents to $30,000,000. Since the commencement of our at-the-market equity offering program through May 17, 2018, we have sold $3,083,834 in aggregate sales price of shares of our common stock pursuant to the prior sales agreements, and therefore, as of the date of this prospectus supplement, we may offer and sell up to an additional $26,916,166 in aggregate sales price of shares of our common stock pursuant to the sales agreements and this prospectus supplement. The sales, if any, of the common stock made under the sales agreements will be made by any method permitted by law deemed to be an at the market offering as defined in Rule 415 promulgated under the Securities Act of 1933 as amended, or the Securities Act.
Each sales agent will receive from us a commission for its services in acting as agent in the sale of common stock of up to 3.0% of the gross sales price per share of all shares sold through it as agent under the applicable sales agreement. The sales agents are not required to sell any specific number or dollar amount of shares of our common stock but will use their respective commercially reasonable efforts, as our sales agent and subject to the terms of the applicable sales agreement, to sell the shares offered by this prospectus supplement, as instructed by us. In connection with the sale of our common stock on our behalf, each sales agent will be deemed an underwriter within the meaning of the Securities Act and the compensation of the sales agents will be deemed to be underwriting compensations or discounts. The offering of our common stock pursuant to the sales agreement will terminate upon the earlier of (1) after giving effect to the amendment, the sale, pursuant to the sales agreements, of shares of our common stock having an aggregate sales price of $30,000,000 and (2) the termination of the sales agreements by either us or the sales agents as permitted therein. There is no arrangement for funds to be received in an escrow, trust or similar arrangement.
Our common stock is listed on the New York Stock Exchange, or NYSE, under the symbol BRT. On May 17, 2018, the last reported sale price of our common stock on the NYSE was $12.75 per share.
Our common stock is subject to certain restrictions on ownership and transfer designed, among other things, to preserve our qualification as a real estate investment trust, or REIT, for federal income tax purposes. See Description of Stock—Restrictions on Ownership and Transfer on page
10
of the accompanying prospectus for more information about these restrictions.
Investing in our common stock involves risks. Before buying our securities you should carefully
read this entire prospectus supplement, the accompanying prospectus and the documents incorporated
by reference herein and therein, including the section of this prospectus supplement entitled Risk
Factors beginning on page S-
6
and the Risk Factors section of our most recently filed Annual
Report on Form 10-K and, to the extent applicable, our Quarterly Reports on Form 10-Q.
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.
CompassPoint
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B. Riley FBR
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BTIG
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The date of this prospectus supplement is May 17, 2018.