Filing Details
- Accession Number:
- 0000902664-21-000712
- Form Type:
- 13G Filing
- Publication Date:
- 2021-01-31 19:00:00
- Filed By:
- Tilden Park Capital Management Lp
- Company:
- Netstreit Corp. (NYSE:NTST)
- Filing Date:
- 2021-02-01
- SEC Url:
- 13G Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Tilden Park Capital Management | 0 | 2,784,809 | 0 | 2,784,809 | 2,784,809 | 9.95% |
| Josh Birnbaum | 0 | 2,784,809 | 0 | 2,784,809 | 2,784,809 | 9.95% |
| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
| SCHEDULE 13G | |
| Under the Securities Exchange Act of 1934 | |
| (Amendment No. __)* | |
| NETSTREIT Corp. | |
| (Name of Issuer) | |
| Common stock, par value $0.01 per share | |
| (Title of Class of Securities) | |
| 64119V303 | |
| (CUSIP Number) | |
| December 31, 2020 | |
| (Date of Event Which Requires Filing of This Statement) | |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: | |
| ¨ | Rule 13d-1(b) |
| ¨ | Rule 13d-1(c) |
| x | Rule 13d-1(d) |
| (Page 1 of 8 Pages) | |
______________________________
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| 1 | NAME OF REPORTING PERSON Tilden Park Capital Management LP | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER -0- | ||
| 6 | SHARED VOTING POWER 2,784,809 | |||
| 7 | SOLE DISPOSITIVE POWER -0- | |||
| 8 | SHARED DISPOSITIVE POWER 2,784,809 | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,784,809 | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.95% | |||
| 12 | TYPE OF REPORTING PERSON PN | |||
| 1 | NAME OF REPORTING PERSON Josh Birnbaum | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION United States | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER -0- | ||
| 6 | SHARED VOTING POWER 2,784,809 | |||
| 7 | SOLE DISPOSITIVE POWER -0- | |||
| 8 | SHARED DISPOSITIVE POWER 2,784,809 | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,784,809) | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.95% | |||
| 12 | TYPE OF REPORTING PERSON IN | |||
| Item 1(a). | NAME OF ISSUER |
| The name of the issuer is NETSTREIT Corp. (the "Issuer"). |
| Item 1(b). | ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES |
| The Issuer's principal executive offices are located at 5910 N. Central Expressway, Suite 1600, Dallas, Texas 75206. |
| Item 2(a). | NAME OF PERSON FILING |
| This statement is filed by: | |
| (i) Tilden Park Capital Management LP ("Tilden Park"), a Delaware limited partnership and the managing member of Tilden Park Management I LLC ("Management I") which acts as investment manager to Tilden Park Investment Master Fund LP ("Master Fund"), with respect to the shares of Common Stock held by Master Fund; and | |
| (ii) Josh Birnbaum ("Mr. Birnbaum"), who indirectly control Tilden Park, with respect to the shares of Common Stock held by Master Fund. | |
| The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. | |
| The filing of this statement should not be construed as an admission that any Reporting Person is, for purposes of Section 13 of the Act, the beneficial owner of the securities reported herein. |
| Item 2(b). | ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE |
| The address of the business office of each of the Reporting Persons is 452 Fifth Avenue, 28th Floor, New York, NY 10018. |
| Item 2(c). | CITIZENSHIP |
| Tilden Park is a Delaware limited partnership. Mr. Birnbaum is a United States citizen. |
| Item 2(d). | TITLE OF CLASS OF SECURITIES |
| Common stock, par value $0.01 per share (the "Common Stock") |
| Item 2(e). | CUSIP NUMBER |
| 64119V303 |
| Item 3. | IF THIS STATEMENT IS FILED PURSUANT TO Rules 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: |
| (a) | ¨ | Broker or dealer registered under Section 15 of the Act; | |
| (b) | ¨ | Bank as defined in Section 3(a)(6) of the Act; | |
| (c) | ¨ | Insurance company as defined in Section 3(a)(19) of the Act; | |
| (d) | ¨ | Investment company registered under Section 8 of the Investment Company Act of 1940; | |
| (e) | ¨ | An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); | |
| (f) | ¨ | An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
| |
| (g) | ¨ | A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
| |
| (h) | ¨ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
| |
| (i) | ¨ | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
| |
| (j) | ¨ | A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); | |
| (k) | ¨ | Group, in accordance with Rule 13d-1(b)(1)(ii)(K). |
| If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please | ||
| specify the type of institution: | ||
| Item 4. | OWNERSHIP |
| The information required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover page and is incorporated herein by reference.
The percentage set forth in Row 11 of the cover page for each of the Reporting Persons is calculated based upon 27,979,176 shares of Common Stock outstanding as of October 28, 2020, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020 filed with the Securities and Exchange Commission on October 30, 2020. |
| Item 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS |
| Not applicable. |
| Item 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON |
| See Item 2. Master Fund has the right to receive or the power to direct the receipt of dividends or the proceeds from the sale of more than 5% of the shares of Common Stock. |
| Item 7. | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON |
| Not applicable. |
| Item 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP |
| Not applicable. |
| Item 9. | NOTICE OF DISSOLUTION OF GROUP |
| Not applicable. |
| Item 10. | CERTIFICATION | |
| Not applicable. | ||
SIGNATURES
After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
DATE: February 1, 2021
| Tilden Park Capital Management LP | ||
| By: | /s/ Robert S. Rossitto | |
| Name:Robert S. Rossitto | ||
| Title:Chief Financial Officer | ||
| /s/ Josh Birnbaum | ||
| JOSH BIRNBAUM | ||
EXHIBIT 1
JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
DATE: February 1, 2021
| Tilden Park Capital Management LP | ||
| By: | /s/ Robert S. Rossitto | |
| Name:Robert S. Rossitto | ||
| Title: Chief Financial Officer | ||
| /s/ Josh Birnbaum | ||
| JOSH BIRNBAUM | ||