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EX-99.1 - EX-99.1 - New York REIT Liquidating LLCv362637_ex99-1.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): December 10, 2013

 

American Realty Capital New York Recovery REIT, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

Maryland

(State or Other Jurisdiction of Incorporation)

 

000-54689   27-1065431
(Commission File Number)   (IRS Employer Identification No.)

 

405 Park Avenue, 15th Floor

New York, New York 10022

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

 

(212) 415-6500

(Registrant’s Telephone Number, Including Area Code)

 

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 8.01. Other Events.

 

Email Relating to Offering

 

On December 10, 2013, Realty Capital Securities, LLC, the exclusive dealer manager for American Realty Capital New York Recovery REIT, Inc.’s (the “Company”) approximate $1.7 billion primary offering of common stock (including shares reallocated from its distribution reinvestment plan)(the “Offering”), sent an email to broker dealers and financial advisors affiliated with members of the Company’s selling group in which it notified such recipients that, as of December 9, 2013, the Company had raised approximately $1.61 billion under the Offering.

 

As previously announced with respect to its previously filed follow-on offering, the Company will not raise, in the aggregate, more than the total amount of shares registered for sale in its Offering. Given the increased velocity of fundraising, the Company expects it will be able to accept subscriptions received in good order through Thursday, December 12, 2013. In light of such equity raised to date and the near completion of the Company’s initial public offering, the Company will not launch its follow-on offering. Subscriptions that are received will continue to be processed, subject to the availability of shares. Any subscriptions that the Company is unable to accept will be promptly returned.

 

The Company’s dealer manager will continue to provide regular updates regarding the Offering to provide for an orderly close.

 

The text of the email is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Email dated December 10, 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: December 10, 2013 By: /s/ Nicholas S. Schorsch
    Name: Nicholas S. Schorsch
    Title:

Chief Executive Officer and

Chairman of the Board of Directors