UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


FORM 8-K


 

CURRENT REPORT

Pursuant to section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): April 19, 2018


CNL STRATEGIC CAPITAL, LLC

(Exact name of registrant as specified in its charter)

 


DELAWARE   333-222986   32-0503849

(State or Other Jurisdiction of

Incorporation or Organization)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

CNL Center at City Commons

450 South Orange Avenue

Orlando, Florida 32801

(Address of Principal Executive Offices; Zip Code)

Registrant’s telephone number, including area code: (407) 650-1000


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))

 

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 Securities 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 8.01 Other Events.

 

Determination of Net Asset Value for the month ended March 31, 2018

 

On April 19, 2018, the board of directors (the "Board") of CNL Strategic Capital, LLC (the "Company") determined the Company's net asset value per share for each class with outstanding shares in a manner consistent with the Company's valuation policy, as described under "Determination of Net Asset Value" in the Prospectus. As of March 31, 2018, the Company did not have any outstanding Class A, Class T, Class D or Class I shares. Class FA shares were offered in a separate private offering and are not being offered in the Company's current public offering (the "Offering"). The following table provides the Company's aggregate net asset value and net asset value per share for its Class FA shares as of March 31, 2018:

 

  Month Ended March 31, 2018   Class FA   Total  
  Net Asset Value  

$

82,083,578

    $ 82,083,578  
  Number of Outstanding Shares     3,266,260       3,266,260  
  Net Asset Value Per Share   $ 25.13          

 

We have also posted this information on its website at www.cnlstrategiccapital.com. A subscriber may also obtain this information by calling us by telephone at (866) 650-0650.

 

Public Offering Price Adjustment

 

On April 19, 2018, the Board also approved the new per share public offering price for each share class in the Offering. As of March 31, 2018, the Company had not sold any Class A, Class T, Class D or Class I shares. The new per share public offering prices for the Company's Class A, Class T, Class D and Class I shares are based on the Company's aggregate net asset value per share as of March 31, 2018 and are adjusted for applicable upfront selling commissions and dealer manager fees. The new public offering prices will be effective as of April 27, 2018, which is our next weekly closing. For shareholders participating in the Company's distribution reinvestment plan, the reinvestment price for the Company's Class A, Class T, Class D and Class I shares will be at the public offering price for the respective share class, excluding any applicable dealer manager fees and selling commissions. The following table provides the new public offering prices and applicable upfront selling commissions and dealer manager fees for each share class available in the Offering:

  

      Class A   Class T   Class D   Class I  
  Public Offering Price, Per Share   $ 27.46     $ 26.38   $ 25.13   $ 25.13  
  Selling Commissions, Per Share   $ 1.65     $    0.79          
  Dealer Manager Fees, Per Share   $ 0.68     $    0.46        

 

We have also posted this information on our website at www.cnlstrategiccapital.com. A subscriber may also obtain this information by calling us by telephone at (866) 650-0650.

 

Declaration of Distributions

 

On April 19, 2018, the Board declared cash distributions on the outstanding shares of all classes of our common shares based on weekly record dates for the time period beginning on May 1, 2018 through and including May 29, 2018, as set forth below:

 

Distribution
Record Date

Distribution

Payment Date

Declared Distribution Per Share for Each Share Class
    Class FA Class A Class T Class D Class I
May 1, 2018 June 11, 2018 $0.024038 $0.024038 $0.019231 $0.021635 $0.024038
May 8, 2018 June 11, 2018 $0.024038 $0.024038 $0.019231 $0.021635 $0.024038
May 15, 2018 June 11, 2018 $0.024038 $0.024038 $0.019231 $0.021635 $0.024038
May 22, 2018 June 11, 2018 $0.024038 $0.024038 $0.019231 $0.021635 $0.024038
May 29, 2018 June 11, 2018 $0.024038 $0.024038 $0.019231 $0.021635 $0.024038

  

Cautionary Note Regarding Forward-Looking Statements

 

Statements in this Current Report on Form 8-K, including intentions, beliefs, expectations or projections relating to the items described herein, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are based on the beliefs and assumptions of the Company's management and on the information currently available to management at the time of such statements. Forward-looking statements generally can be identified by the words "believes," "expects," "intends," "plans," "estimates" or similar expressions that indicate future events. Forward-looking statements are subject to substantial risks and uncertainties, many of which are difficult to predict and are generally beyond the Company's control. Important risks, uncertainties and factors that could cause actual results to differ materially from those in the forward-looking statements include the risks associated with the Company's ability to pay distributions and the sources of such distribution payments, the Company's ability to locate and make suitable investments, and other risks described in the "Risk Factors" section of the Company's Registration Statement on Form S-1.

 

 
 

  

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

       
Date: April 19, 2018    

CNL Strategic Capital, LLC

a Delaware limited liability company

       
    By: /s/ Chirag J. Bhavsar
     

Chirag J. Bhavsar

Chief Executive Officer