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Form 8-K AGREE REALTY CORP For: May 31

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June 1, 2016 8:59 AM EDT

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): May 31, 2016

 

AGREE REALTY CORPORATION

(Exact name of registrant as specified in its charter)

 

Maryland

(State of other jurisdiction of incorporation)

 

1-12928

(Commission file number)

 38-3148187
(I.R.S. Employer Identification No.)
   

70 E. Long Lake Road

Bloomfield Hills, MI

(Address of principal executive offices)
48304
(Zip code)

 

(Registrant’s telephone number, including area code) (248) 737-4190

 

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 May 31, 2016, Agree Realty Corporation (the “Company”), through its subsidiary, AGREE DEVELOPMENT, LLC, a Delaware limited liability company (“ADC”), completed the acquisition of 11 retail properties net leased to 11 tenants located in California, Florida, Texas, Colorado and Washington (collectively, the “Portfolio”) from ALBERTSONS COMPANIES, LLC; SAFEWAY INC., a Delaware corporation; NEW ALBERTSON’S INC., an Ohio corporation; ABS RM INVESTOR, LLC, a Delaware limited liability company; ALBERTSON’S LLC, a Delaware limited liability company; ABS TX OWNER LP, a Texas limited partnership; ABS FLA INVESTOR LLC, a Delaware limited liability company; ABS CA-O LLC, a Delaware limited liability company; and EXTREME LLC, a Delaware limited liability company (collectively, the “Sellers”) for a total purchase price of $79,500,000.00.

 

The acquisition was effected pursuant to the Purchase and Sale Agreement and First Amendment to the Purchase and Sale Agreement, dated as of May 3, 2016 and May 24, 2016, respectively, by and among ADC and Sellers.

 

The Company's press release, dated June 1, 2016, announcing the acquisition of the Portfolio, is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit Description

 

99.1 Press release, dated June 1, 2016, regarding the portfolio acquisition.

 

 

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. 

 

   
  AGREE REALTY CORPORATION
   
   
  By: /s/ Matthew M. Partridge
    Name: Matthew M. Partridge
    Title: Executive Vice President, Chief Financial Officer and Secretary
     

 

Date: June 1, 2016

 

 

 

 

Exhibit 99.1
 

Agree Realty Announces $79.5 Million Portfolio Acquisition



Over 50% of Net Operating Income from California

BLOOMFIELD HILLS, Mich., June 1, 2016 /PRNewswire/ -- Agree Realty Corporation (NYSE: ADC) (the "Company") announced today that it has closed on the acquisition of a diversified portfolio of 11 high-quality retail net lease properties for a total purchase price of $79.5 million.

The portfolio consists of properties net leased to leading national and super-regional retailers, including Orchard Supply Hardware (Lowe's Companies, Inc.), Hobby Lobby, Smart & Final, Walmart Neighborhood Market, Big Lots and Ross Dress for Less. Nearly 40% of the portfolio's net operating income is derived from investment grade tenants operating in e-commerce resistant sectors, including home improvement, grocery, discount apparel, craft & novelty and specialty retail.

Over 50% of the portfolio's net operating income is attributable to properties near the Los Angeles and San Francisco markets and an additional 30% of the portfolio's net operating income is derived from properties proximate to the Seattle, Denver, Austin and Orlando markets.

The portfolio has a weighted-average remaining lease term of 11.4 years. Over 6% of the portfolio's net operating income is derived from ground leased assets where the Company is the fee simple owner of the land.

With the closing of this portfolio, the state of California is now the Company's 6th largest state by geographic concentration. Additionally, the grocery and home improvement sectors become the Company's 3rd and 9th largest sector exposures, respectively, and Lowe's Companies Inc. (S&P: A-) is now the Company's 3rd largest tenant.

"We are extremely pleased to have acquired this unique collection of retail net lease properties in these high barrier-to-entry markets," said Joey Agree, President and Chief Executive Officer of Agree Realty Corporation. "The opportunity to add significant exposure to the San Francisco and Los Angeles markets, combined with the strength of the tenants and the resiliency of their respective sectors in today's omni-channel retail environment, made this a rare and compelling investment opportunity. We continue to focus on retail net lease investments that we believe create compelling risk-adjusted returns through a combination of stable cash flows from leading tenants and strong underlying real estate fundamentals."

About Agree Realty Corporation

Agree Realty Corporation is a publicly traded real estate investment trust primarily engaged in the acquisition and development of properties net leased to industry-leading retail tenants. The Company currently owns and operates a portfolio of 314 properties, located in 42 states and containing approximately 6.0 million square feet of gross leasable space. The common stock of Agree Realty Corporation is listed on the New York Stock Exchange under the symbol "ADC". For additional information, please visit www.agreerealty.com.



CONTACT: Matthew M. Partridge, Chief Financial Officer, Agree Realty Corporation, (248) 737-4190

 

 


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