v3.22.2.2
Related-Party Transactions
9 Months Ended
Sep. 30, 2022
Related Party Transactions [Abstract]  
Related-Party Transactions

3. Related-Party Transactions

Prior to the Company's internalization on February 7, 2020, the Company was externally managed by Broadstone Real Estate, LLC ("BRE") and Broadstone Asset Management, LLC (the "Asset Manager") subject to the direction, oversight, and approval of the Company's board of directors (the "Board of Directors"). As part of the internalization the Asset Manager and BRE merged into the Company. Accordingly, both BRE and the Asset Manager were related parties of the Company.

Earnout Consideration

In connection with the Company's internalization, the Company incurred a contingent obligation that would be payable to certain members of the Board of Directors and employees who had previously been owners and/or employees of BRE, upon the occurrence of certain events (see Note 4). As of September 30, 2021, the Company achieved all four volume-weighted average price ("VWAP") milestones applicable to the earnout. As a result, the Company issued 1,088,977 shares of common stock, 1,859,257 OP Units and made cash payments of $13.0 million to these related parties (See Note 4) during the year ended December 31, 2021.

Conversion of OP Units to Common Stock

During the three and nine months ended September 30, 2021, in a non-cash transaction (see Note 17), the Company converted 1,029,565 and 2,049,439 OP Units held by an affiliated third party to 1,029,565 and 2,049,439 shares of common stock at a total conversion value of $16.6 million and $32.8 million, respectively. There were no OP Units held by an affiliated third party converted to common stock during the three and nine months ended September 30, 2022.