0001476204-13-000075.txt : 20130830 0001476204-13-000075.hdr.sgml : 20130830 20130830104500 ACCESSION NUMBER: 0001476204-13-000075 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130624 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130830 DATE AS OF CHANGE: 20130830 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Phillips Edison - ARC Shopping Center REIT Inc. CENTRAL INDEX KEY: 0001476204 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 271106076 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-54691 FILM NUMBER: 131071246 BUSINESS ADDRESS: STREET 1: 11501 NORTHLAKE DRIVE CITY: CINCINNATI STATE: OH ZIP: 45249 BUSINESS PHONE: 513-554-1110 MAIL ADDRESS: STREET 1: 11501 NORTHLAKE DRIVE CITY: CINCINNATI STATE: OH ZIP: 45249 8-K/A 1 8K_ANorthcross.htm 8-K/A  

 

 

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

_____________

 

FORM 8-K/A

_____________

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):  June 24, 2013

______________

 

PHILLIPS EDISON – ARC SHOPPING CENTER REIT INC.

(Exact name of registrant specified in its charter)

______________

 

Maryland

000-54691

27-1106076

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

IRS Employer

Identification No.

 

11501 Northlake Drive

Cincinnati, Ohio 45249

(Address of principal executive offices)

 

Registrant’s telephone number, including area code:  (513) 554-1110

 

Not Applicable

(Former name or former address, if changed since last report)

 

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))

 

 

 

 

 

 

 

 

 

Item 2.01.  Completion of Acquisition or Disposition of Assets

 

On June 28, 2013, Phillips Edison – ARC Shopping Center REIT Inc. (the “Company”) filed a Current Report on Form 8-K (the “Form 8-K”) to disclose its acquisition of Northcross, a grocery-anchored shopping center located in Austin, Texas on June 24, 2013.  The Company included in the Form 8-K an undertaking to file financial statements for Northcross on or before September 7, 2013 by amendment to the Form 8-K.  Subsequent to the filing of the Form 8-K, the Securities and Exchange Commission’s Division of Corporation Finance released an updated Financial Reporting Manual that changed the financial statement requirements with respect to the acquisition of real estate operations.  Based on this change in financial statement requirements, the Company determined that it is not required to provide financial statements for Northcross.  As a result, the Company will not file an amendment to the Form 8-K that contains such financial statements.

 

Item 9.01.  Financial Statements and Exhibits

 

(a) Financial Statements and Businesses Acquired

 

The information required in Item 9.01 is included in Item 2.01 above and is incorporated by reference herein.

 

(b) Pro Forma Financial Information

 

See paragraph (a) above

 

 

 

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.

 

 

 

 

 

 

 

PHILLIPS EDISON – ARC SHOPPING CENTER REIT INC.

 

 

 


Dated: August 30, 2013

By:

 

  /s/ R. Mark Addy____________________ 

 

 

 

 

R. Mark Addy

 

 

 

 

Co-President & Chief Operating Officer