Current Report Filing (8-k)
April 17 2023 - 6:26AM
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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):
April 17, 2023
Global Net Lease, Inc.
(Exact Name of Registrant as Specified in
Charter)
Maryland |
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001-37390 |
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45-2771978 |
(State or other jurisdiction
of incorporation) |
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(Commission File Number) |
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(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) |
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¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 |
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Trading
Symbols |
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Name of each
exchange on which
registered |
Common Stock, $0.01 par value per share |
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GNL |
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New York Stock Exchange |
7.25% Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share |
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GNL PR A |
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New York Stock Exchange |
6.875%
Series B Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share |
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GNL PR B |
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New York Stock Exchange |
Preferred Stock Purchase Rights |
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New York Stock Exchange |
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.
On April 17, 2023, Global
Net Lease, Inc. (the “Company”) issued a press release, a copy of which is attached hereto as Exhibit 99.1. 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 actual results or events to be materially different. The words “may,” “will,”
“seeks,” “anticipates,” “believes,” “expects,” “estimates,” “projects,”
“plans,” “intends,” “should” 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 a number
of 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 (i) the global COVID-19 pandemic, including actions taken to contain or treat COVID-19, (ii) the geopolitical instability
due to the ongoing military conflict between Russia and Ukraine, including related sanctions and other penalties imposed by the U.S. and
European Union, and the related impact on the Company, the Company’s tenants and the global economy and financial markets, and (iii)
inflationary conditions and higher interest rate environments, as well as those risks and uncertainties set forth in the Risk Factors
section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 filed on February 23, 2023 and all other
filings with the Securities and Exchange Commission 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 to do so by law.
Item 9.01. Financial Statements and Exhibits.
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.
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GLOBAL NET LEASE, INC. |
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Date: April 17, 2023 |
By: |
/s/ James L. Nelson |
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Name: |
James L. Nelson |
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Title: |
Chief Executive Officer and President |
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