8-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 18, 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 8.01.  Other Events

Pioneer Plaza

On October 18, 2013, Phillips Edison – ARC Shopping Center REIT Inc. (the “Company”), through a wholly-owned subsidiary, purchased a grocery-anchored shopping center containing 96,027 rentable square feet located on approximately 8.7 acres of land in Springfield, Oregon (“Pioneer Plaza”) for approximately $11.9 million, exclusive of closing costs.  The Company funded the purchase price with proceeds from its ongoing initial public offering.  Pioneer Plaza was purchased from KRC Pioneer Plaza, LLC, a Delaware limited liability company, which is not affiliated with the Company, its advisor or its sub-advisor.

Pioneer Plaza is approximately 85.5% leased to 18 tenants, including a Safeway grocery store, which occupies approximately 49.0% of the total rentable square feet of the shopping center.  Based on the current condition of Pioneer Plaza, the Company’s management does not believe that it will be necessary to make significant renovations to the property. The Company’s management believes Pioneer Plaza is adequately insured.

Fresh Market

On October 22, 2013, the Company, through a wholly-owned subsidiary, purchased a grocery-anchored shopping center containing 76,017 rentable square feet located on approximately 5.9 acres of land in Normal, Illinois (“Fresh Market”) for approximately $11.8 million, exclusive of closing costs.  A portion of the purchase price consisted of the assumption of a $6.0 million mortgage loan. The Company funded the remainder of the purchase price with proceeds from its ongoing initial public offering.  Fresh Market was purchased from Wisnor, LLC, a Wisconsin limited liability company, which is not affiliated with the Company, its advisor or its sub-advisor.

             Fresh Market is 100% leased to four tenants, including a Fresh Market grocery store, which occupies approximately 22.4% of the total rentable square feet of the shopping center.  Fresh Market also includes a Dick’s Sporting Goods and a Michael’s, which occupy approximately 39.6% and 31.6%, respectively, of the total rentable square feet of the shopping center.  Based on the current condition of Fresh Market, the Company’s management does not believe that it will be necessary to make significant renovations to the property. The Company’s management believes Fresh Market is adequately insured.

Courthouse Marketplace

On October 25, 2013, the Company, through a wholly-owned subsidiary, purchased a grocery-anchored shopping center containing 106,863 rentable square feet located on approximately 13.6 acres of land in Virginia Beach, Virginia (“Courthouse Marketplace”) for approximately $16.1 million, exclusive of closing costs.  The Company funded the purchase price with proceeds from its ongoing initial public offering.  Courthouse Marketplace was purchased from WBCMT 2007-C31 NIMMO RETAIL, LLC, a Virginia limited liability company, which is not affiliated with the Company, its advisor or its sub-advisor.

Courthouse Marketplace is approximately 82.9% leased to 15 tenants, including a Harris Teeter grocery store, which occupies approximately 45.6% of the total rentable square feet of the shopping center.  Based on the current condition of Courthouse Marketplace, the Company’s management does not believe that it will be necessary to make significant renovations to the property. The Company’s management believes Courthouse Marketplace is adequately insured.

Press Release

On October 30, 2013, the Company issued a press release announcing its acquisition of Pioneer Plaza, Fresh Market and Courthouse Marketplace.

Item 9.01.  Financial Statements and Exhibits

(d)          Exhibits

99.1       Press Release dated October 30, 2013.

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: October 30, 2013	By:	/s/ R. Mark Addy____________________
			R. Mark Addy
			Co-President and Chief Operating Officer

EX-99.1

 

EXHIBIT 99.1

 

CONTACTS           From: Morgan Dub Karpo	For: Emily Leverone Director of Investor Relations
DDCworks	Phillips Edison – ARC Shopping Center REIT Inc.
mdubkarpo@ddcworks.com	eleverone@phillipsedison.com
Ph: (484) 342-3600	Ph: (513) 746-2595

FOR IMMEDIATE RELEASE

Phillips Edison–ARC Shopping Center REIT Inc. Acquires Three Grocery-Anchored Shopping Centers, Expands Presence in Three States

CINCINNATI, OH, October 30, 2013 — Phillips Edison–ARC Shopping Center REIT Inc. (the “Company”) today announced the acquisition of three grocery-anchored shopping centers: Courthouse Marketplace, The Fresh Market Shopping Center, and Pioneer Plaza. These acquisitions expand the Company’s presence in Virginia, Illinois, and Oregon, and add the first Fresh Market grocery-anchored property to its portfolio.

Courthouse Marketplace is a 106,863 square foot grocery store-anchored shopping center located in Virginia Beach, Virginia. Harris Teeter anchors Courthouse Marketplace and is a leading grocer in the Mid-Atlantic region. Other national tenants include The UPS Store, Great Clips and Wendy’s. The shopping center serves as a hub for more than 7,000 city employees working in the Municipal Center and Courthouse Complex across the street.

The Fresh Market Shopping Center in Normal, Illinois, home of Illinois State University, is anchored by a Fresh Market grocery store. The Fresh Market is a leading grocer in the high growth fresh format category. This is the first Fresh Market grocery store anchored shopping center in the Company’s portfolio. Other national tenants at the 76,017 square foot center include Dick’s Sporting Goods and Marshalls.

Pioneer Plaza is a 96,027 square foot shopping center located in Springfield, Oregon, part of the Eugene, Oregon metropolitan statistical area, which includes the University of Oregon. Pioneer Plaza is anchored by a Safeway grocery store. Safeway is the leading grocer by market share in the greater Eugene area. The center also includes national tenants such as Bank of America, Edwards Jones, Sprint, and Payless Shoes.

“We are excited about these acquisitions because we believe they support our objectives of creating a diversified and balanced portfolio, and partnering with our tenants to deliver a great shopping experience to their customers,” said Jeff Edison, CEO of the Company.  

With the acquisitions of Courthouse Marketplace, The Fresh Marketing Shopping Center, and Pioneer Plaza, the Company’s current portfolio is comprised of interests in 64 properties anchored by 27 leading grocers in 21 states, with an aggregate portfolio purchase price of approximately $925 million.

About Phillips Edison – ARC Shopping Center REIT Inc.

Phillips Edison-ARC Shopping Center REIT Inc. is a public non-traded REIT that seeks to acquire and manage well-occupied grocery-anchored neighborhood shopping centers having a mix of national and regional retailers selling necessity-based goods and services, in strong demographic markets throughout the United States.  The Company is co-sponsored by two industry leaders: Phillips Edison & Company, who has acquired over $2.3 billion in shopping centers throughout the United States, and AR Capital, LLC, a real estate investment program sponsor dedicated to governance best practices.  As of October 30, 2013, the Company owned, directly or indirectly through a joint venture in which it has a controlling interest, and managed an institutional quality retail portfolio consisting of 64 grocery-anchored shopping centers totaling approximately 6.6 million square feet.  For more information on the Company, please visit the website at www.phillipsedison-arc.com.

###