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