Current Report Filing (8-k)
October 03 2022 - 7:19AM
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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):
October 3, 2022
Global
Net Lease, Inc.
(Exact Name of Registrant as Specified in Charter)
Maryland |
|
001-37390 |
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45-2771978 |
(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 Symbols |
|
Name of each exchange on
which
registered |
Common Stock, $0.01 par value per share |
|
GNL |
|
New
York Stock Exchange |
7.25%
Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share |
|
GNL
PR A |
|
New
York Stock Exchange |
6.875%
Series B Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share |
|
GNL
PR B |
|
New
York Stock Exchange |
Preferred
Stock Purchase Rights |
|
|
|
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.
Common Stock Dividend
On October 3, 2022, Global Net Lease, Inc. (the
“Company”) issued a press release announcing the declaration of a dividend of $0.40 per share payable on October 17, 2022
to holders of record of shares of the Company’s common stock at the close of business on October 13, 2022.
A copy of the press release is attached as Exhibit
99.1 to this Current Report on Form 8-K. Such press release shall not be deemed “filed” for any purpose, including for the
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 in Item 7.01, 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. The words such as “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 (a) the potential adverse effects of
(i) the ongoing global COVID-19 pandemic, including actions taken to contain or treat COVID-19, and (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 (b)
that any potential future acquisition is subject to market conditions and capital availability and may not be identified or completed
on favorable terms, or at all, 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, 2021 filed on February 24, 2022, and all other filings with the Securities and Exchange Commission
after that date. 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.
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: October 3, 2022 |
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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