NEW YORK, Nov. 7, 2018 /PRNewswire/ -- New York REIT,
Inc. (the "Company" or "NYRT"), announced today the completion of
the previously announced conversion to New York REIT Liquidating
LLC (the "LLC") pursuant to the previously announced plan of
liquidation. The conversion to the LLC became effective at
5:00 p.m. Eastern on November 7, 2018. As previously reported,
November 2, 2018 was the last day of
trading of the Company's common stock, par value $0.01 per share, ("Common Stock") on the New York
Stock Exchange (the "NYSE") and the Company's stock transfer books
were closed as of 4:00 p.m. Eastern
on such date.
At the effective time of the conversion, holders of the
Company's Common Stock automatically received one unit of
membership interest in the LLC (in book entry form) ("Unit") for
each share of the Company's Common Stock held by such holder.
As previously disclosed, Units in the LLC will not be listed on the
NYSE, or any other exchange, and will not be transferable except by
will, intestate succession or operations of law. This
restriction on transfer will not prohibit the transfer of Units
held, as shares of Common Stock were held, by nominees or brokers
to the beneficial holders of those Units.
Based on the average of the high and low trading prices of the
Common Stock on the last three days on which the shares were traded
on the NYSE, the deemed distribution for tax purposes to holders of
Common Stock as of 5:00 p.m. on
November 7, 2018 is $14.00 per share of Common Stock. For a
detailed description of the federal income tax and investment
considerations relating to the conversion and its effect on your
interests in the Company, reference is made to the proxy
statement/prospectus filed by the Company with the Securities and
Exchange Commission ("SEC") on August 6,
2018, a copy of which is available on the SEC's website,
www.sec.gov, as well as the Company's website, www.nyrt.com, under
the investor relations tab. Stockholders are strongly advised
to contact their investment and tax advisors.
Forward-Looking Statements
"Safe Harbor" Statement under the Private Securities Litigation
Reform Act of 1995. The statements in this release state the
Company's and the LLC's management's hopes, intentions, beliefs,
expectations or projections of the future and are forward-looking
statements for which the Company claims the protections of the safe
harbor for forward-looking statements under the Private Securities
Litigation Reform Act of 1995. It is important to note that
future events and the LLC's actual results could differ materially
from those described in or contemplated by such forward-looking
statements. Such forward looking statements include, but are
not limited to, statements about potential increases in liquidating
distributions if the joint venture is able to complete targeted
capital improvements, critical tenant lease renewals and
repositioning of this asset. Factors that could cause actual
results to differ materially from current expectations include, but
are not limited to, (i) general economic conditions, (ii) the
inability of major tenants to continue paying their rent
obligations due to bankruptcy, insolvency or general downturn in
their business, (iii) local real estate conditions, (iv) increases
in operating costs and real estate taxes, and (v) the timing of
asset sales. The Company refers you to the documents filed by
the Company from time to time with the SEC, particularly in the
"Risk Factors" and "Management's Discussion and Analysis of
Financial Condition and Results of Operations" sections of the
Company's most recent Annual Report on Form 10-K for the year ended
December 31, 2017, filed with the SEC
on March 1, 2018 and the proxy
statement/prospectus filed by the Company with the SEC on
August 6, 2018, as such Risk Factors
may be updated in subsequent reports. The LLC does not assume
any obligation to update any forward-looking statements, whether as
a result of new information, future events, or otherwise, except as
required by law.
Contacts
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Media:
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Investor
Relations:
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Jonathan
Keehner
Mahmoud
Siddig
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John Garilli, Chief
Financial Officer and
Chief Executive
Officer
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Joele Frank,
Wilkinson Brimmer Katcher
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New York REIT,
Inc.
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jkeehner@joelefrank.com
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jgarilli@nyrt.com
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msiddig@joelefrank.com
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(617)
570-4750
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(212)
355-4449
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SOURCE New York REIT, Inc.