New York REIT, Inc. Announces Completion of Conversion to a Limited Liability Company (11/07/18)
New York REIT, Inc. Announces Value of Deemed Distribution
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.