0001144204-18-039417.txt : 20180723
0001144204-18-039417.hdr.sgml : 20180723
20180723210120
ACCESSION NUMBER: 0001144204-18-039417
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180719
FILED AS OF DATE: 20180723
DATE AS OF CHANGE: 20180723
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Weil Edward M Jr.
CENTRAL INDEX KEY: 0001490448
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38597
FILM NUMBER: 18965495
MAIL ADDRESS:
STREET 1: C/O AMERICAN REALTY CAPITAL 405 PARK AVE
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: American Finance Trust, Inc
CENTRAL INDEX KEY: 0001568162
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 900929989
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 405 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-415-6500
MAIL ADDRESS:
STREET 1: 405 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER COMPANY:
FORMER CONFORMED NAME: American Realty Capital Trust V, Inc.
DATE OF NAME CHANGE: 20130129
4
1
tv499056_4.xml
OWNERSHIP DOCUMENT
X0306
4
2018-07-19
0
0001568162
American Finance Trust, Inc
AFIN
0001490448
Weil Edward M Jr.
405 PARK AVE
NEW YORK
NY
10022
1
1
0
0
CEO and President
Class A Common Stock
2018-07-19
4
C
0
1052420
A
1061308
I
See footnote
Class A Common Stock
2018-07-20
4
C
0
30690.5
A
1091998.5
I
See footnote
Class A Units
0
2018-07-19
4
A
0
1052420
0
A
Class A Common Stock
1052420
1083110.5
I
See footnote
Class A Units
0
2018-07-19
4
C
0
1052420
0
D
Class A Common Stock
1052420
30690.5
I
See footnote
Class A Units
0
2018-07-20
4
C
0
30690.5
0
D
Class A Common Stock
30690.5
0
I
See footnote
American Finance Advisors, LLC (the "Advisor"), the external advisor of American Finance Trust, Inc. (the "Registrant"), was entitled to a "profits interest" in the form of units of limited partnership designated as "Class B Units" ("Class B Units") of American Finance Operating Partnership, L.P. (the "OP") in connection with its asset management services.
Effective at the listing of the Registrant's Class A common stock on The Nasdaq Global Select Market under the symbol "AFIN" on July 19, 2018 (the "Listing"), 1,052,420 Class B Units, all of which were owned by the Advisor, were converted into an equal number of units of limited partnership of the OP designated as "Class A Units" ("Class A Units") in accordance with the terms of the agreement of limited partnership of the OP. Following this conversion, the Registrant, as the General Partner of the OP, redeemed these Class A Units for an equal number of shares of the Registrant's newly issued Class A common stock consistent with the redemption provisions contained in the agreement of limited partnership of the OP.
Pursuant to the redemption provisions contained in the agreement of limited partnership of the OP, a holder of Class A Units that (subject to certain exceptions) have been outstanding for at least one year may redeem all or a portion of his, her or its Class A Units for, at the Registrant's election, either shares of Class A common stock or the cash equivalent thereof.
Following the Listing, 30,690.5 Class A Units held by affiliates of the Advisor, American Realty Capital Retail Advisor, LLC and American Finance Special Limited Partner, LLC (collectively, the "Advisor Parties"), were redeemed by the Registrant, as the General Partner of the OP, for an equal number of shares of the Registrant's newly issued Class A common stock consistent with the redemption provisions contained in the agreement of limited partnership of the OP.
Prior to the Listing, the Special Limited partner owned 8,888 shares of common stock which, following a series of corporate actions prior to the Listing described in the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on July 9, 2018, became 4,444 shares of Class A common stock, 2,222 shares of the Registrant's Class B-1 common stock and 2,222 shares of the Registrant's Class B-2 common stock.
The reporting person is the chief executive officer, and also holds a non-controlling equity interest in, the entities that own and control the Advisor and the Advisor Parties, which own the reported securities. The reporting person disclaims beneficial ownership of the securities reported on this Form 4 except to the extent of his pecuniary interest therein.
The shares of Class A common stock were subsequently distributed pro rata to the equity owners of the Advisor and the Advisor Parties and a portion of the shares which the reporting person reported herein except to the extent of his pecuniary interest are now held directly by the reporting person. The number of shares of Class A common stock beneficially owned by the reporting person following this distribution is 38,173.
/s/ Edward M. Weil, Jr.
2018-07-23