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): August 25, 2010
PHILLIPS EDISON – ARC SHOPPING CENTER REIT INC.
(Exact name of registrant specified in its charter)
| Maryland | 333-164313 | 27-1106076 | ||
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | IRS Employer Identification No. |
11501 Northlake Drive
Cincinnati, Ohio 45249
(Address of principal executive offices)
Registrant’s telephone number, including area code: (513) 554-1110
Not Applicable
(Former name or former address, if changed since last report)
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 |
On August 25, 2010, Phillips Edison – ARC Shopping Center REIT Inc. (the “Company”) issued a press release announcing that its advisor, American Realty Capital II Advisors, LLC (the “Advisor”), and its sub-advisor, Phillips Edison NTR, LLC (the “Sub-Advisor”), have undertaken that in the event the Company’s Board of Directors decides to internalize any management services provided by the Advisor or Sub-Advisor to the Company, neither the Advisor nor the Sub-Advisor nor any of their affiliates will accept any consideration as part of a business combination transaction designed to effect such internalization.
| Item 9.01. | Financial Statements and Exhibits |
| 99.1 | Press Release dated August 25, 2010 |
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.
| PHILLIPS EDISON – ARC SHOPPING CENTER REIT INC. | ||||||
| Dated: August 25, 2010 | By: | /s/ John Bessey | ||||
| John Bessey | ||||||
| President | ||||||
EXHIBIT INDEX
Exhibit No. | Description | |
Ex. 99.1 | Press Release dated August 25, 2010. | |
