0000950142-22-001391.txt : 20220413 0000950142-22-001391.hdr.sgml : 20220413 20220413200243 ACCESSION NUMBER: 0000950142-22-001391 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20220413 FILED AS OF DATE: 20220413 DATE AS OF CHANGE: 20220413 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHORSCH NICHOLAS S CENTRAL INDEX KEY: 0001248577 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39448 FILM NUMBER: 22825741 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New York City Special Ltd. Partnership, LLC CENTRAL INDEX KEY: 0001920245 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39448 FILM NUMBER: 22825737 BUSINESS ADDRESS: STREET 1: 222 BELLEVUE AVENUE CITY: NEWPORT STATE: RI ZIP: 02840 BUSINESS PHONE: 212-415-6500 MAIL ADDRESS: STREET 1: 222 BELLEVUE AVENUE CITY: NEWPORT STATE: RI ZIP: 02840 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bellevue Capital Partners, LLC CENTRAL INDEX KEY: 0001907225 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39448 FILM NUMBER: 22825740 BUSINESS ADDRESS: STREET 1: 222 BELLEVUE AVENUE CITY: NEWPORT STATE: RI ZIP: 02840 BUSINESS PHONE: 212-415-6500 MAIL ADDRESS: STREET 1: 222 BELLEVUE AVENUE CITY: NEWPORT STATE: RI ZIP: 02840 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: American Realty Capital III, LLC CENTRAL INDEX KEY: 0001920248 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39448 FILM NUMBER: 22825738 BUSINESS ADDRESS: STREET 1: 222 BELLEVUE AVENUE CITY: NEWPORT STATE: RI ZIP: 02840 BUSINESS PHONE: 212-415-6500 MAIL ADDRESS: STREET 1: 222 BELLEVUE AVENUE CITY: NEWPORT STATE: RI ZIP: 02840 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New York City Advisors, LLC CENTRAL INDEX KEY: 0001920246 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39448 FILM NUMBER: 22825736 BUSINESS ADDRESS: STREET 1: 222 BELLEVUE AVENUE CITY: NEWPORT STATE: RI ZIP: 02840 BUSINESS PHONE: 212-415-6500 MAIL ADDRESS: STREET 1: 222 BELLEVUE AVENUE CITY: NEWPORT STATE: RI ZIP: 02840 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AR Global Investments, LLC CENTRAL INDEX KEY: 0001920247 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39448 FILM NUMBER: 22825739 BUSINESS ADDRESS: STREET 1: 222 BELLEVUE AVENUE CITY: NEWPORT STATE: RI ZIP: 02840 BUSINESS PHONE: 212-415-6500 MAIL ADDRESS: STREET 1: 222 BELLEVUE AVENUE CITY: NEWPORT STATE: RI ZIP: 02840 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: New York City REIT, Inc. CENTRAL INDEX KEY: 0001595527 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 464380248 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 650 FIFTH AVE STREET 2: 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2124156500 MAIL ADDRESS: STREET 1: 650 FIFTH AVE STREET 2: 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: American Realty Capital New York City REIT, Inc. DATE OF NAME CHANGE: 20140226 FORMER COMPANY: FORMER CONFORMED NAME: American Realty Captal New York City REIT, Inc. DATE OF NAME CHANGE: 20131230 3 1 es220239530_3-arnyc.xml OWNERSHIP DOCUMENT X0206 3 2022-04-13 0 0001595527 New York City REIT, Inc. NYC 0001248577 SCHORSCH NICHOLAS S C/O BELLEVUE CAPITAL PARTNERS, LLC 222 BELLEVUE AVENUE NEWPORT RI 02840 0 0 1 0 0001907225 Bellevue Capital Partners, LLC 222 BELLEVUE AVENUE NEWPORT RI 02840 0 0 1 0 0001920247 AR Global Investments, LLC C/O BELLEVUE CAPITAL PARTNERS, LLC 222 BELLEVUE AVENUE NEWPORT RI 02840 0 0 1 0 0001920248 American Realty Capital III, LLC C/O BELLEVUE CAPITAL PARTNERS, LLC 222 BELLEVUE AVENUE NEWPORT RI 02840 0 0 1 0 0001920245 New York City Special Ltd. Partnership, LLC C/O BELLEVUE CAPITAL PARTNERS, LLC 222 BELLEVUE AVENUE NEWPORT RI 02840 0 0 1 0 0001920246 New York City Advisors, LLC C/O BELLEVUE CAPITAL PARTNERS, LLC 222 BELLEVUE AVENUE NEWPORT RI 02840 0 0 1 0 Class A common stock 119904 D Class A common stock 1093591 I See footnote Class A common stock 127666 I See footnote Represents shares of Class A common stock owned solely by Mr. Nicholas S. Schorsch. Represents shares of Class A common stock owned solely by Bellevue Capital Partners ("BCP"). Mr. Nicholas S. Schorsch is the sole managing member of BCP, and has voting and investment discretion with respect to the securities held of record by BCP. Mr. Nicholas S. Schorsch is the sole managing member of BCP, who is the ultimate controlling person of New York City Advisors, LLC, and has voting and investment discretion with respect to the securities held of record by New York City Advisors, LLC. BCP is the sole member of AR Global Investments, LLC, who is the sole member of American Realty Capital III, LLC ("ARC III"). ARC III is the sole member of New York City Special Limited Partnership, LLC, who is the sole member of New York City Advisors, LLC, the record holder of the securities reported herein. Exhibit 24.1 - Power of Attorney // Exhibit 99.1 - Joint Filer Information, which is incorporated herein by reference and describes in further detail the relationships of the Reporting Persons to the Issuer. // The Reporting Persons are filing this Form 3 because they may be deemed to be members of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding common stock. The Reporting Persons expressly disclaim beneficial ownership of the securities beneficially owned by the other group members. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 3 except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. /s/ See signatures attached as Exhibit 99.1 2022-04-13 EX-24.1 2 es220239530_ex2401.htm EXHIBIT 24.1

EXHIBIT 24.1

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Michael R. Anderson, signing SINGLY, the undersigned’s true and lawful attorney-in-fact to:

(1)          execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director or holder of 10% or more of the registered class of securities of New York City REIT, Inc (the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

(2)          do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendment or amendments thereto and timely file such forms or amendments with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3)          take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in- fact, serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

* * * * *

 

   

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 13th day of April 2022.

 

  /s/ Nicholas S. Schorsch  
  NICHOLAS S. SCHORSCH  

 

 

 2 
 EX-99.1 3 es220239530_ex9901.htm EXHIBIT 99.1

 

EXHIBIT 99.1

 

This Statement on Form 3 is filed jointly by the Reporting Persons listed below. The principal business address of each of these Reporting Persons can be found on the Form 3 filed herewith.

 

Name of Designated Filer: Nicholas S. Schorsch

 

Date of Event Requiring Statement: April 13, 2022

 

Issuer Name and Ticker or Trading Symbol: New York City REIT, Inc. [NYC]

 

 

  /s/ Nicholas S. Schorsch  
  NICHOLAS S. SCHORSCH  
       

 

  BELLEVUE CAPITAL PARTNERS, LLC  
       
  By:  /s/ Michael R. Anderson    
   

Name:  Michael R. Anderson

Title:  General Counsel

  

 

  AR GLOBAL INVESTMENTS, LLC  
     
  By:  /s/ Michael R. Anderson    
   

Name:  Michael R. Anderson

Title:  General Counsel

  

 

  AMERICAN REALTY CAPITAL III, LLC  
     
  By: AR GLOBAL INVESTMENTS, LLC, its sole member  
       
  By:  /s/ Michael R. Anderson    
   

Name:  Michael R. Anderson

Title:  General Counsel

  

 

  NEW YORK CITY SPECIAL LIMITED PARTNERSHIP, LLC  
     
  By: AMERICAN REALTY CAPITAL III, LLC, its sole member  
       
  By: AR GLOBAL INVESTMENTS, LLC, its sole member  
       
  By:  /s/ Michael R. Anderson    
   

Name:  Michael R. Anderson

Title:  General Counsel

  

 

  NEW YORK CITY ADVISORS, LLC  
       
  By: NEW YORK CITY SPECIAL LIMITED PARTNERSHIP, LLC its sole member  
       
  By: AMERICAN REALTY CAPITAL III, LLC, its sole member  
       
  By: AR GLOBAL INVESTMENTS, LLC, its sole member  
       
  By:  /s/ Michael R. Anderson  
    Name: Michael R. Anderson  
    Title: General Counsel