Current Report Filing (8-k)
February 23 2022 - 4:35PM
Edgar (US Regulatory)
0001568162
false
true
0001568162
2022-02-23
2022-02-23
0001568162
us-gaap:CommonStockMember
2022-02-23
2022-02-23
0001568162
us-gaap:SeriesAPreferredStockMember
2022-02-23
2022-02-23
0001568162
us-gaap:SeriesCPreferredStockMember
2022-02-23
2022-02-23
0001568162
RTL:PreferredStockPurchaseRightsMember
2022-02-23
2022-02-23
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
February 23, 2022
The Necessity Retail REIT, Inc.
(Exact Name of Registrant as Specified in
Charter)
Maryland |
|
001-38597 |
|
90-0929989 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
650 Fifth Avenue, 30th Floor
New York, New York 10019 |
(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)) |
Securities registered pursuant to section 12(b) of the Act:
Title of each class: |
|
Trading
Symbol(s) |
|
Name of each exchange on which registered: |
Class
A Common Stock, $0.01 par value per share |
|
RTL |
|
The Nasdaq Global Select Market |
7.50% Series A Cumulative Redeemable
Perpetual Preferred Stock, $0.01 par value per share |
|
RTLPP |
|
The Nasdaq Global Select Market |
7.375% Series C Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share |
|
RTLPO |
|
The Nasdaq Global Select Market |
Preferred Stock Purchase Rights |
|
|
|
The Nasdaq Global Select Market |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 7.01. Regulation FD Disclosure.
Investor Presentation
On
February 23, 2022, The Necessity Retail REIT, Inc. (the “Company”) prepared an investor presentation that officers and other
representatives of the Company intend to present at conferences and meetings. A copy of the investor presentation is furnished as Exhibit 99.1
of this Current Report on Form 8-K. The information set forth in Item 7.01 of this Current Report on Form 8-K and in the
attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that
Section. The information set forth in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed incorporated
by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation
language in such filing.
The statements in this Current Report on Form
8-K that are not historical facts may be forward-looking statements. These forward-looking statements involve risks and uncertainties
that could cause the outcome to be materially different. In addition, words such as “anticipates,” “believes,”
“expects,” “estimates,” “projects,” “plans,” “intends,” “may,”
“would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements
contain these identifying words. These forward-looking statements are subject to risks, uncertainties and other factors, many of which
are outside of the Company’s control, which could cause actual results to differ materially from the results contemplated by the
forward-looking statements. These risks and uncertainties include the potential adverse effects of the ongoing global COVID-19 pandemic,
including actions taken to contain or treat COVID-19, on the Company, the Company’s tenants and the global economy and financial
markets and that the information about rent collections may not be indicative of any future period, as well as those set forth in the
Risk Factors section of the Company’s most recent Annual Report on Form 10-K for the year ended December 31, 2020 filed on February
25, 2021, and all other filings with the SEC after that date, as such risks, uncertainties and other important factors may be updated
from time to time in the Company’s subsequent reports. Further, forward-looking statements speak only as of the date they are made,
and the Company undertakes no obligation to update or revise any forward-looking statement to reflect changed assumptions, the occurrence
of unanticipated events or changes to future operating results over time, unless required by law.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No |
|
Description |
99.1 |
|
|
Investor Presentation |
104 |
|
|
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
|
THE NECESSITY RETAIL REIT, INC. |
|
|
|
|
By: |
/s/ Edward M. Weil, Jr. |
|
|
Edward M. Weil, Jr. |
|
|
Chief Executive Officer and President
(Principal Executive Officer) |
Dated: February 23, 2022
Necessity Retail REIT (NASDAQ:RTLPO)
Historical Stock Chart
From Jul 2024 to Aug 2024
Necessity Retail REIT (NASDAQ:RTLPO)
Historical Stock Chart
From Aug 2023 to Aug 2024