Bellevue Capital Partners Files 13D Amendment for American Strategic Investment Co.

TL;DR

Bellevue Capital Partners just updated their stake in American Strategic Investment Co. (formerly NYC REIT) - watch this space.

AI Summary

On April 3, 2024, Bellevue Capital Partners, LLC filed an amendment (Amendment No. 16) to its Schedule 13D for American Strategic Investment Co. (formerly New York City REIT, Inc.). The filing indicates a change in beneficial ownership, with Bellevue Capital Partners, LLC now holding a significant stake in the company. The filing also lists other group members involved in this beneficial ownership.

Why It Matters

This filing signals a potential shift in control or influence over American Strategic Investment Co. by Bellevue Capital Partners, LLC, which could impact the company's strategic direction and shareholder value.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings like this can precede significant corporate actions, introducing uncertainty and potential volatility.

Key Players & Entities

• Bellevue Capital Partners, LLC (company) — Filing entity and group member
• American Strategic Investment Co. (company) — Subject company
• New York City REIT, Inc. (company) — Former name of subject company
• Edward M. Weil, Jr. (person) — Group member
• Nicholas S. Schorsch (person) — Group member
• American Realty Capital III, LLC (company) — Group member
• AR Global Investments, LLC (company) — Group member
• New York City Advisors, LLC (company) — Group member
• New York City Special Ltd Partnership, LLC (company) — Group member

FAQ

Key Financial Figures

• $0.01 — Name of Issuer) Class A common stock, $0.01 par value per share (Title of Class o
• $435,000 — A Common Stock in lieu of approximately $435,000 due to New York City Advisors pursuant
• $152,000 — A Common Stock in lieu of approximately $152,000 of fees payable on such date to the Pro

Filing Documents

• eh240464930_13da16-nycreit.htm (SC 13D/A) — 118KB
• 0000950142-24-000902.txt ( ) — 120KB

Security and Issuer

Item 1. Security and Issuer. Unless indicated otherwise, all items left blank remain unchanged and any items which are reported are deemed to amend and supplement the existing items in the Schedule 13D. Capitalized terms used herein without definition shall have the meaning set forth in the Original Schedule 13D.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration.

of the Schedule 13D is amended and supplemented by inserting the

Item 3 of the Schedule 13D is amended and supplemented by inserting the following information: Bellevue Capital Partners On April 1, 2024, New York City Advisors received from the Issuer 68,308 shares of fully vested Class A Common Stock in lieu of approximately $435,000 due to New York City Advisors pursuant to the Advisory Agreement. Additionally, on April 1, 2024, New York City Advisors received from the Issuer 22,857 shares of fully vested Class A Common Stock in lieu of approximately $152,000 of fees payable on such date to the Property Manager, as the external property manager of the Issuer, and which shares were assigned by the Property Manager to New York City Advisors. All shares described in this paragraph were issued by the Issuer pursuant to the 2020 Advisor Omnibus Incentive Compensation Plan of the Issuer. CUSIP No. 649439205 SCHEDULE 13D Page 10 of 12

Purpose of Transaction

Item 4. Purpose of Transaction.

of the Schedule 13D is amended and supplemented by incorporating

Item 4 of the Schedule 13D is amended and supplemented by incorporating by reference the information set forth in Item 3 above.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer.

of the Schedule 13D is amended and supplemented by incorporating

Item 5 of the Schedule 13D is amended and supplemented by incorporating by reference the information set forth in boxes (11) and (13) of the cover pages to this Amendment for each of the Reporting Persons, and such information is incorporated herein by reference. The percentages reported herein are calculated based upon 2,496,112 outstanding shares of Class A Common Stock as of April 1, 2024.

Contracts, Arrangements, Understandings or Relationships with

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

of the Schedule 13D is amended and supplemented by inserting the

Item 6 of the Schedule 13D is amended and supplemented by inserting the following information: On April 24, 2014, the Issuer, the Operating Partnership and New York City Properties, LLC (the “Property Manager”) entered into that certain Property Management and Leasing Agreement (as previously amended, the “PMA”). Pursuant to the PMA, the Issuer pays the Property Manager a property management fee, which varies depending on the gross revenues and the types of the properties managed, as well as certain commissions and reimbursements for property-level expenses, which may include reasonable salaries, bonuses, and benefits of certain individuals employed by the Property Manager. On March 29, 2024, the PMA was amended (the “PMA Amendment”) to allow the Property Manager to elect to receive any fees payable in cash, Class A Units, shares of Class A Common Stock, or any combination thereof. The PMA and the PMA Amendment are attached hereto as Exhibits 99.15 and 99.16, respectively.

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits. Exhibit Name 99.15 Property Management and Leasing Agreement, dated as of April 24, 2014, by and among American Realty Capital New York City REIT, Inc., New York City Operating Partnership, L.P. and New York City Properties, LLC (incorporated by reference to Exhibit 10.3 to the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on August 14, 2014) 99.16 Third Amendment to Property Management and Lease Agreement, dated March 29, 2024, by and among American Strategic Investment Co., New York City Operating Partnership, L.P. and New York City Advisors, LLC (incorporated by reference to Exhibit 10.48 to the Issuer’s Annual Report on Form 10-K filed with the SEC on April 1, 2024) 99.17 Second Amendment to Second Amended and Restated Advisory Agreement, dated March 29, 2024, by and among American Strategic Investment Co., New York City Operating Partnership, L.P. and New York City Advisors, LLC (incorporated by reference to Exhibit 10.47 to the Issuer's Annual Report on Form 10-K filed with the SEC on April 1, 2024) CUSIP No. 649439205 SCHEDULE 13D Page 11 of 12

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: April 3, 2024 BELLEVUE CAPITAL PARTNERS, LLC By: /s/ Michael R. Anderson Name: Michael R. Anderson Title: General Counsel Dated: April 3, 2024 AR GLOBAL INVESTMENTS, LLC By: /s/ Michael R. Anderson Name: Michael R. Anderson Title: General Counsel Dated: April 3, 2024 AMERICAN REALTY CAPITAL III, LLC By: AR GLOBAL INVESTMENTS, LLC , its sole member By: /s/ Michael R. Anderson Name: Michael R. Anderson Title: General Counsel Dated: April 3, 2024 NEW YORK CITY SPECIAL LIMITED PARTNERSHIP, LLC By: AMERICAN REALTY CAPITAL III, LLC , its sole member By: AR GLOBAL INVESTMENTS, LLC , its sole member By: /s/ Michael R. Anderson Name: Michael R. Anderson Title: General Counsel CUSIP No. 649439205 SCHEDULE 13D Page 12 of 12 Dated: April 3, 2024 NEW YORK CITY ADVISORS, LLC By: /s/ Michael R. Anderson Name: Michael R. Anderson Title: Chief Executive Officer Dated: April 3, 2024 NICHOLAS S. SCHORSCH By: /s/ Michael R. Anderson Name: Michael R. Anderson, as Attorney-in-Fact Dated: April 3, 2024 EDWARD M. WEIL, JR. By: /s/ Michael R. Anderson Name: Michael R. Anderson, as Attorney-in-Fact

View Full Filing

View this SC 13D/A filing on SEC EDGAR