New York REIT Liquidating LLC Files 8-K
| Field | Detail |
|---|---|
| Company | New York Reit Liquidating LLC |
| Form Type | 8-K |
| Filed Date | Sep 23, 2025 |
| Risk Level | low |
| Pages | 4 |
| Reading Time | 4 min |
| Key Dollar Amounts | $51,000,000, $6,750,000, $3,393,280 |
| Sentiment | neutral |
Sentiment: neutral
Topics: 8-K, real-estate, corporate-action
TL;DR
NY REIT Liquidating LLC filed an 8-K on 9/17/25 for material agreements & financials.
AI Summary
On September 17, 2025, New York REIT Liquidating LLC filed an 8-K to report the entry into a material definitive agreement and other events. The filing also includes financial statements and exhibits related to the company's operations. The company is incorporated in Delaware and its principal executive offices are located in Boston, Massachusetts.
Why It Matters
This 8-K filing indicates significant corporate activity for New York REIT Liquidating LLC, potentially impacting its stakeholders and future business direction.
Risk Assessment
Risk Level: low — The filing is a standard 8-K reporting routine corporate events and financial statements, not indicating immediate financial distress or significant new risks.
Key Numbers
- 001-36416 — Commission File Number (Identifies the company's SEC filing history.)
- 83-2426528 — IRS Employer Identification No. (Tax identification number for the company.)
Key Players & Entities
- New York REIT Liquidating LLC (company) — Registrant
- Delaware (jurisdiction) — State of Incorporation
- Boston, Massachusetts (location) — Principal Executive Offices
- New York REIT, Inc. (company) — Former Company Name
- AMERICAN REALTY CAPITAL NEW YORK RECOVERY REIT INC (company) — Former Company Name
FAQ
What specific material definitive agreement was entered into by New York REIT Liquidating LLC?
The filing does not specify the details of the material definitive agreement, only that one was entered into on or before September 17, 2025.
What is the primary business of New York REIT Liquidating LLC?
The company is classified under Standard Industrial Classification code 6798, which is for Real Estate Investment Trusts.
When was New York REIT Liquidating LLC incorporated?
The company is incorporated in Delaware.
What are the former names of New York REIT Liquidating LLC?
The company was formerly known as New York REIT, Inc. and AMERICAN REALTY CAPITAL NEW YORK RECOVERY REIT INC.
What is the address of the principal executive offices?
The principal executive offices are located at 2 Liberty Square, Boston, Massachusetts, 02109.
Filing Stats: 1,061 words · 4 min read · ~4 pages · Grade level 13 · Accepted 2025-09-23 16:58:53
Key Financial Figures
- $51,000,000 — al aggregate capital of WWP Holdings is $51,000,000. ARC has the option, but not the obliga
- $6,750,000 — WP Holdings to distribute approximately $6,750,000 pro rata to WWP JV and ARC in accordanc
- $3,393,280 — in WWP Holdings, such that ARC receives $3,393,280.25, which includes payment for the 0.2%
Filing Documents
- ck0001474464-20250917.htm (8-K) — 56KB
- 0001193125-25-213539.txt ( ) — 149KB
- ck0001474464-20250917.xsd (EX-101.SCH) — 22KB
- ck0001474464-20250917_htm.xml (XML) — 4KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. WWP Holdings LLC Agreement On September 17, 2025, ARC NYWWPJV001, LLC ("ARC"), a subsidiary of New York REIT Liquidating LLC ("NYRT"), and WWP JV LLC ("WWP JV") entered into a Fourth Amended and Restated Limited Liability Company Agreement of WWP Holdings, LLC ("WWP Holdings") (the "LLC Agreement"). Changes to the previous agreement include: ARC will transfer a 0.2% interest at par in WWP Holdings to WWP JV, following which ARC will hold a 49.9% interest and WWP JV will hold a 50.1% interest. While WWP JV will act as Managing Member of WWP Holdings, ARC's consent is required for specified fundamental decisions. The initial aggregate capital of WWP Holdings is $51,000,000. ARC has the option, but not the obligation, to fund any additional capital needs. All capital, including future capital contributed by ARC and WWP JV, is pari passu. WWP JV, as Managing Member, may permit contributions of preferred equity or loans so long as (1) ARC's share of the initial aggregate capital of WWP Holdings is treated pari passu relative to the share of WWP JV, and (2) a subordination fee of 1.5% per annum compounded annually of the amount of ARC's initial capital is paid quarterly to ARC in the event that ARC's initial capital is subordinated to new preferred equity or loans provided by parties other than WWP JV and its affiliates. ARC's right to transfer its interest is subject to a right of first offer in favor of WWP JV. WWP JV's ability to transfer its interest is subject to ARC's consent, other than transfers in connection with the admission of additional members as permitted by the terms of the LLC Agreement. ARC has tag-along rights with respect to a sale of any direct or indirect interests by WWP JV other than to specified permitted transferees. WWP JV has the right to call 100% of ARC's interest for a price equal to ARC's total capital plus a specified return compounded annually. ARC has the right to put
01 Other Events
Item 8.01 Other Events. On September 17, 2025, NYRT and ARC entered into a Settlement Agreement (the "Settlement Agreement") with WWP JV to resolve the previously disclosed actions filed in the Delaware Court of Chancery and the Supreme Court of New York, Commercial Division (the "Pending Actions"), as well as any appeals or motions pending in the Supreme Court of New York, Appellate Division, First Department, related to the Third Amended and Restated Limited Liability Company Agreement of WWP Holdings. Under the terms of the Settlement Agreement, ARC, NYRT, and WWP JV have agreed to dismiss the Pending Actions, including any pending appeals or motions, with prejudice within one business day of the execution of the Settlement Agreement and the LLC Agreement. Upon the dismissal of the Pending Actions, NYRT shall be under no obligation to maintain or contribute funds that NYRT has set aside in connection with WWP JV's initial investment in WWP Holdings, nor shall NYRT be subject to any limitation, including, but not limited to, any temporary restraining orders, with respect to the disposition of any such funds, and NYRT may, in its discretion, and without limitation, distribute such funds to its unitholders or use them to pay expenses or for any other purpose. In addition, upon the dismissal of the Pending Actions, WWP JV, as Administrative Member of WWP Holdings, shall cause WWP Holdings to distribute approximately $6,750,000 pro rata to WWP JV and ARC in accordance with their respective percentage interests in WWP Holdings, such that ARC receives $3,393,280.25, which includes payment for the 0.2% interest to be transferred by ARC. The Settlement Agreement contains no admission of liability by NYRT or ARC.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits (d) Exhibits. Exhibit Number Description 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
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. NEW YORK REIT LIQUIDATING LLC Date: September 23, 2025 By: /s/ John A. Garilli John A. Garilli Chief Executive Officer, President, Chief Financial Officer, Treasurer and Secretary (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)