{"filing":{"accession_number":"0001104659-26-069515","cik":"0001533615","ticker":"XRN-PB","company_name":"Chiron Real Estate Inc.","form":"8-K","filing_date":"2026-06-02","report_date":null,"primary_document":"tm2616685d1_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1533615/000110465926069515/tm2616685d1_8k.htm"},"events":[{"id":7398,"run_id":6501,"accession_number":"0001104659-26-069515","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"Chiron Real Estate completed two material acquisitions on June 1, 2026: The Landing Alexandria ($130 million) and The Riviera Alexandria ($118.9 million), senior housing communities acquired from Silverstone affiliates, totaling approximately $249 million and funded through cash, private placement proceeds, and credit facility borrowings.","company_name":"Chiron Real Estate Inc.","ticker":"XRN-PB","filing_date":"2026-06-02","form":"8-K","submitted_at":null,"items":[{"id":3480,"accession_number":"0001104659-26-069515","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"The filing discloses the completion of two material acquisitions: The Landing Alexandria ($130 million) and The Riviera Alexandria ($118.9 million), both senior housing communities acquired from Silverstone affiliates on June 1, 2026. These are substantial asset acquisitions totaling approximately $249 million, funded through cash, private placement proceeds, and credit facility borrowings, and would materially affect the registrant's asset base and operations.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:11:06.598417+00:00","company_name":"","ticker":null,"filing_date":""},{"id":3481,"accession_number":"0001104659-26-069515","item_number":"2.03","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The disclosure describes debt incurred \"in connection with the closing of the acquisitions of the Landing and the Riviera,\" indicating material acquisition activity financed through approximately $147 million in additional indebtedness. While Item 2.03 typically addresses financial obligations, the core event here is the completion of acquisitions, which is a material M\u0026A activity requiring disclosure under Item 1.01 or 2.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:11:06.598417+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":7399,"run_id":6501,"accession_number":"0001104659-26-069515","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"The Company entered into the Seventh Amendment to the OP Agreement on May 28, 2026, creating a new class of Series C Convertible Preferred Units and involving a capital contribution to the Operating Partnership, representing a material restructuring of the Operating Partnership's capital structure.","company_name":"Chiron Real Estate Inc.","ticker":"XRN-PB","filing_date":"2026-06-02","form":"8-K","submitted_at":null,"items":[{"id":3479,"accession_number":"0001104659-26-069515","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The filing discloses entry into a material definitive agreement (the Seventh Amendment to the OP Agreement) on May 28, 2026, creating a new class of Series C Convertible Preferred Units and involving a capital contribution by the Company to the Operating Partnership. While this is technically a partnership amendment rather than a traditional M\u0026A transaction, it represents a material restructuring of the Operating Partnership's capital structure and the Company's equity interests, which would affect investor assessment of the registrant's financial position and ownership structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:11:06.598417+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":7400,"run_id":6501,"accession_number":"0001104659-26-069515","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"The Company completed a Series C Private Placement on May 29 and June 2, 2026, issuing 1,000,000 shares of Series C Preferred Stock at $100 per share for approximately $100 million in gross proceeds to institutional investors, made in reliance on Section 4(a)(2) and Regulation D Rule 506.","company_name":"Chiron Real Estate Inc.","ticker":"XRN-PB","filing_date":"2026-06-02","form":"8-K","submitted_at":null,"items":[{"id":3482,"accession_number":"0001104659-26-069515","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The Company completed a Series C Private Placement on May 29 and June 2, 2026, issuing 1,000,000 shares of Series C Preferred Stock at $100 per share for approximately $100 million in gross proceeds to institutional investors (Maewyn XRN LP, Petrus Special Opportunities Fund, Canyon Capital Advisors entities, and Diameter Capital Partners entities). The sale was made in reliance on Section 4(a)(2) and Regulation D Rule 506, confirming an unregistered private placement. This is a material capital raise that would significantly affect investor assessment of the company's capitalization and ownership structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:11:06.598417+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":7401,"run_id":6501,"accession_number":"0001104659-26-069515","anchor_item_number":"3.03","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"summary":"The Company designated 1,000,000 shares of Series C Convertible Preferred Stock via Articles Supplementary, materially modifying the capital structure and imposing distribution restrictions on junior and parity securities.","company_name":"Chiron Real Estate Inc.","ticker":"XRN-PB","filing_date":"2026-06-02","form":"8-K","submitted_at":null,"items":[{"id":3483,"accession_number":"0001104659-26-069515","item_number":"3.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses designation of 1,000,000 shares of Series C Convertible Preferred Stock via Articles Supplementary, which materially modifies the rights and capital structure of existing shareholders by imposing distribution restrictions on junior and parity securities. While this is a capital structure modification, it does not fit cleanly into dilutive_issuance (no equity sale disclosed here, only authorization), exec_compensation, or other specific categories; the core event is a structural change to security holder rights that would affect investor assessment of the company's capital structure and dividend policy.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:11:06.598417+00:00","company_name":"","ticker":null,"filing_date":""},{"id":3484,"accession_number":"0001104659-26-069515","item_number":"5.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":false,"confidence":0.65,"reasoning":"Item 5.03 discloses amendments to articles of incorporation or bylaws. The filing incorporates Item 3.03 by reference, but without access to that section, the specific nature of the amendment cannot be determined. Bylaw amendments are typically routine administrative matters unless they involve material governance changes (e.g., board composition, voting rights, or anti-takeover provisions). Given the lack of substantive detail in this excerpt and the routine nature of most bylaw amendments, this is classified as non-material administrative disclosure, though materiality depends on the content of Item 3.03.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:11:06.598417+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":3479,"accession_number":"0001104659-26-069515","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The filing discloses entry into a material definitive agreement (the Seventh Amendment to the OP Agreement) on May 28, 2026, creating a new class of Series C Convertible Preferred Units and involving a capital contribution by the Company to the Operating Partnership. While this is technically a partnership amendment rather than a traditional M\u0026A transaction, it represents a material restructuring of the Operating Partnership's capital structure and the Company's equity interests, which would affect investor assessment of the registrant's financial position and ownership structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:11:06.598417+00:00","company_name":"Chiron Real Estate Inc.","ticker":"XRN-PB","filing_date":"2026-06-02"},{"id":3480,"accession_number":"0001104659-26-069515","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"The filing discloses the completion of two material acquisitions: The Landing Alexandria ($130 million) and The Riviera Alexandria ($118.9 million), both senior housing communities acquired from Silverstone affiliates on June 1, 2026. These are substantial asset acquisitions totaling approximately $249 million, funded through cash, private placement proceeds, and credit facility borrowings, and would materially affect the registrant's asset base and operations.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:11:06.598417+00:00","company_name":"Chiron Real Estate Inc.","ticker":"XRN-PB","filing_date":"2026-06-02"},{"id":3481,"accession_number":"0001104659-26-069515","item_number":"2.03","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The disclosure describes debt incurred \"in connection with the closing of the acquisitions of the Landing and the Riviera,\" indicating material acquisition activity financed through approximately $147 million in additional indebtedness. While Item 2.03 typically addresses financial obligations, the core event here is the completion of acquisitions, which is a material M\u0026A activity requiring disclosure under Item 1.01 or 2.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:11:06.598417+00:00","company_name":"Chiron Real Estate Inc.","ticker":"XRN-PB","filing_date":"2026-06-02"},{"id":3482,"accession_number":"0001104659-26-069515","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The Company completed a Series C Private Placement on May 29 and June 2, 2026, issuing 1,000,000 shares of Series C Preferred Stock at $100 per share for approximately $100 million in gross proceeds to institutional investors (Maewyn XRN LP, Petrus Special Opportunities Fund, Canyon Capital Advisors entities, and Diameter Capital Partners entities). The sale was made in reliance on Section 4(a)(2) and Regulation D Rule 506, confirming an unregistered private placement. This is a material capital raise that would significantly affect investor assessment of the company's capitalization and ownership structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:11:06.598417+00:00","company_name":"Chiron Real Estate Inc.","ticker":"XRN-PB","filing_date":"2026-06-02"},{"id":3483,"accession_number":"0001104659-26-069515","item_number":"3.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses designation of 1,000,000 shares of Series C Convertible Preferred Stock via Articles Supplementary, which materially modifies the rights and capital structure of existing shareholders by imposing distribution restrictions on junior and parity securities. While this is a capital structure modification, it does not fit cleanly into dilutive_issuance (no equity sale disclosed here, only authorization), exec_compensation, or other specific categories; the core event is a structural change to security holder rights that would affect investor assessment of the company's capital structure and dividend policy.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:11:06.598417+00:00","company_name":"Chiron Real Estate Inc.","ticker":"XRN-PB","filing_date":"2026-06-02"},{"id":3484,"accession_number":"0001104659-26-069515","item_number":"5.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":false,"confidence":0.65,"reasoning":"Item 5.03 discloses amendments to articles of incorporation or bylaws. The filing incorporates Item 3.03 by reference, but without access to that section, the specific nature of the amendment cannot be determined. Bylaw amendments are typically routine administrative matters unless they involve material governance changes (e.g., board composition, voting rights, or anti-takeover provisions). Given the lack of substantive detail in this excerpt and the routine nature of most bylaw amendments, this is classified as non-material administrative disclosure, though materiality depends on the content of Item 3.03.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:11:06.598417+00:00","company_name":"Chiron Real Estate Inc.","ticker":"XRN-PB","filing_date":"2026-06-02"}]}