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): July 31, 2014 (July 29, 2014)
New York REIT, Inc.
(Exact Name of Registrant as Specified in Charter)
| Maryland | | 000-54689 | | 27-1065431 |
| (State or other jurisdiction | | (Commission File Number) | | (I.R.S. Employer |
| of incorporation) | | | | 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
245-249 West 17th Street
On July 29, 2014, New York REIT, Inc. (the “Company”), through its operating partnership, entered into a purchase and sale agreement to acquire the fee simple interest in two contiguous institutional-quality office buildings located at 245-249 West 17th Street in the Chelsea neighborhood of Manhattan. The sellers of the property are 245 West 17th Street Property Investors II, LLC and 249 West 17th Street Property Investors II, LLC. The sellers have no material relationship with the Company and the acquisition will not be 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 buyer and sellers.
The contract purchase price of the property is $335.0 million, exclusive of closing costs. The Company was required to make a $33.5 million nonrefundable deposit upon the execution of the purchase and sale agreement. The Company intends to fund the purchase of the property through available cash on hand and borrowings under the Company’s revolving credit facility.
The property contains approximately 282,000 rentable square feet and is 99% leased. The property’s largest tenant is Twitter, Inc., which represents 75% of annualized cash rental income. The remaining two tenants are Room & Board, Inc., which represents 23% of annualized cash rental income, and Flywheel Sports, Inc., which represents 2% of annualized cash rental income.
The following table provides information relating to lease commencement and termination dates, rentable square feet, rental escalations, renewal options and annualized cash rental income for each of such three tenants:
| Tenant | Lease
Commencement
Date | Lease
Termination
Date |
Rentable
Square
Feet | Annualized
Cash
Rental
Income
(in thousands) | Rental
Escalations | Renewal
Options |
| Twitter, Inc. | January 2014 | April 2025 | 214,765 | $14.7 million(1) | 2% annually and 10% in April 2020 | Two five-year options |
| Room & Board, Inc. | January 2014 | October 2034 | 60,062 | $4.7 million(2) | 9% every three years and 15% in 2026 | One five-year option |
| Flywheel Sports, Inc. | November 2013 | May 2024 | 3,656 | $0.3 million | 3% annually | One five-year option |
(1) Rent commences between April and August 2015.
(2) Rent commences in October 2014.
A copy of the press release announcing the Company’s entry into the purchase and sale agreement to acquire the property is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01.Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | | Description |
| 99.1 | | Press Release dated July 31, 2014 |
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.
| | NEW YORK REIT, INC. |
| | | |
| Date: July 31, 2014 | By: | /s/ Nicholas S. Schorsch |
| | Nicholas S. Schorsch |
| | Chief Executive Officer and |
| | Chairman of the Board of Directors |
