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EX-99.1 - PRESS RELEASE - New York REIT, Inc.v332224_ex99-1.htm

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): January 15, 2013 (January 10, 2013)

 

American Realty Capital New York Recovery REIT, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Maryland   000-54689   27-1065431

(State or other jurisdiction

of incorporation or organization)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

405 Park Avenue

New York, New York 10022

(Address, including zip code, of Principal Executive Offices)

Registrant's telephone number, including area code: (212) 415-6500

 

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))

 

 
 

 

Item 1.01. Entry into a Material Definitive Agreement. 

 

On January 10, 2013, American Realty Capital New York Recovery REIT, Inc. (the “Company”), through its sponsor, American Realty Capital III, LLC, entered into a purchase and sale agreement to acquire the fee simple interest in an institutional-quality office building located at 218 West 18th Street in the Chelsea neighborhood of Manhattan. The seller of the property is GreenOak Real Estate Advisors. The seller does not have a material relationship with the Company and the acquisition is not an affiliated transaction.  

 

Pursuant to the terms of the purchase and sale agreement, the Company’s obligation to close upon the acquisition is subject to certain conditions customary to closing. Although the Company believes that the acquisition of the property is probable, there can be no assurance that the acquisition will be consummated. The purchase and sale agreement contains customary representations and warranties by the seller.

 

The contract purchase price of the property is $112.0 million, exclusive of closing costs. In connection with entering into the purchase and sale agreement, the Company was required to make a $7.6 million nonrefundable deposit within one business day of entering into the purchase and sale agreement. The Company intends to fund the purchase price with proceeds from its ongoing initial public offering. The Company may seek financing on the property at or post-closing from a lender yet to be identified. There is no assurance that the Company will be able to secure financing on terms that it deems favorable or at all.

 

The property contains approximately 166,000 rentable square feet and is 84% leased to five tenants: Red Bull North America, Inc.; SAE Institute of Technology Corp.; Company 3, LLC; SYPartners; and Yammer, Inc.

 

The following table provides information relating to lease commencement and termination dates, rentable square feet, rental escalations, renewal options and cash rental income for the five tenants: 

Tenant

Lease
Commencement
Date

Lease
Termination
Date


Rentable
Square
Feet

Cash
Rental
Income
(in thousands)

Rental
Escalations
Renewal
Options
Red Bull North America, Inc. 2012 2027 41,642 $2,548 2.25% annually, 4.5% in 2017 and 4.0% in 2022 One – five
year option
SAE Institute of Technology Corp. 2013 2022 27,008 $1,404 2.5% annually, 11.2% in 2017 One – five
year option
Company 3, LLC 2010 2020 29,500 $1,172 3.0% annually One – five
year option
SYPartners 2010 2020 27,008 $1,072 2.5% annually, 10.0% in 2015 (9th floor), 5.0% in 2016 (10th floor) One – five
year option
Yammer, Inc. 2012 2017 13,504 $747 2.5% annually One – five
year option

 

A copy of the press release announcing the Company’s entrance into a purchase and sale agreement for an institutional-quality office building located at 218 West 18th Street in Manhattan is included as Exhibit 99.1 to this Current Report on Form 8-K.

 

 
 

 

 

Item 9.01. Financial Statements and Exhibits.

  

 (d)  Exhibits

 

Exhibit No.   Description
99.1   Press Release dated January 15, 2013

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  AMERICAN REALTY CAPITAL NEW YORK RECOVERY REIT, INC.
       
       
Date: January 15, 2013 By: /s/ Nicholas S. Schorsch 
    Name: Nicholas S. Schorsch
    Title:

Chief Executive Officer and

Chairman of the Board of Directors