SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
November 8, 2012
American Realty Capital New York Recovery
(Exact Name of Registrant as Specified in
(State or other jurisdiction
of incorporation or organization)
||(Commission File Number)
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 November 8, 2012, 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 229 West 36th Street
in Midtown Manhattan. The seller of the property is 229 W. 36th Street Partnership LP. 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 $65.0 million,
exclusive of closing costs. 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 149,000 rentable square
feet and is 100% leased to seven tenants. Approximately 70.1% of the property is occupied by three tenants: American Language Communication
Center, Inc.; Early Bird Delivery Systems, LLC; and Spectaguard Acquisitions, LLC.
The following table provides information relating to lease commencement
and termination dates, rentable square feet, rental escalations, renewal options and current cash rental income for the three major
|American Language Communication Center, Inc.
||One Five-Year Option|
|Early Bird Delivery Systems, LLC
|Spectaguard Acquisition, LLC
||20.0% Increase in Year 6; 2.5% annual increase in other years
||One Five-Year Option|
Item 9.01. Financial Statements and Exhibits.
||Press Release dated November 8, 2012|
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: November 8, 2012
||/s/ Nicholas S. Schorsch |
||Nicholas S. Schorsch|
Chief Executive Officer and
Chairman of the Board of Directors