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American Realty Capital Global Trust, Inc. – ‘SC TO-C’ on 4/22/15 re: American Realty Capital Global Trust, Inc.

On:  Wednesday, 4/22/15, at 7:01pm ET   ·   As of:  4/23/15   ·   Accession #:  1144204-15-24405   ·   File #:  5-88785

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 4/23/15  American Realty Cap Global Tr Inc SC TO-C     4/22/15    2:2.3M American Realty Cap Global Tr Inc Vintage/FA

Tender-Offer Statement — Preliminary Communication   —   Schedule TO
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC TO-C     8-K                                                 HTML     14K 
 2: EX-99.1     Frequently Asked Questions April 2015               HTML     18K 


SC TO-C   —   8-K


This is an HTML Document rendered as filed.  [ Alternative Formats ]



 

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): April 22, 2015

 

American Realty Capital Global Trust, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Maryland   000-55202   45-2771978

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

405 Park Avenue, 14th Floor

New York, New York 10022

(Address, including zip code, of Principal Executive Offices)

 

Registrant's telephone number, including area code: (212) 415-6500

 

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))

 

þ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 

 

Item 8.01. Other Events

 

 

In connection with the recent reaffirmation by American Realty Capital Global Trust, Inc. (the “Company”) of its intention to list its common stock on the New York Stock Exchange (the “Listing”) and its intention to commence an offer to purchase up to $125.0 million of shares of its common stock from its stockholders at a price equal to $10.50 per share in connection with the Listing, the Company prepared a set of Frequently Asked Questions, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

This Current Report on Form 8-K is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any securities of the Company. The tender offer will be made only pursuant to an offer to purchase, letter of transmittal and related materials the Company intends to distribute to its stockholders and filed with the Securities and Exchange Commission (the “SEC”). The full details of the tender offer, including complete instructions on how to tender shares, will be included in the offer to purchase, the letter of transmittal and related materials, which will become available to stockholders promptly following commencement of the offer. Stockholders should read carefully the offer to purchase, the letter of transmittal and other related materials when they are available because they will contain important information. Stockholders may obtain free copies, when available, of the offer to purchase and other related materials that will be filed by the Company by visiting EDGAR on the SEC website at www.sec.gov. Stockholders also may obtain a copy of these documents, free of charge, from the Company when the materials become available.

 

The statements in this Current Report on Form 8-K include statements regarding the intent, belief or current expectations of the Company and members of its management team, as well as the assumptions on which such statements are based, and generally are identified by the use of words such as “may,” “will,” “seeks,” “strives,” “anticipates,” “believes,” “estimates,” “expects,” “plans,” “intends,” “should” or similar expressions. Actual results may differ materially from those contemplated by such forward-looking statements, including as a result of those factors set forth in the Risk Factors section of the Company’s most recent annual report on Form 10-K. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless required by law.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)           Exhibits

 

 Exhibit No.   Description
99.1   Frequently Asked Questions April 2015

 

 
 

 

 

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.

 

  American Realty Capital Global Trust, Inc.
     
Date: April 22, 2015 By: /s/ Scott J. Bowman
    Scott J. Bowman
    Chief Executive Officer

 

 
 

 

 

 


Dates Referenced Herein

This ‘SC TO-C’ Filing    Date    Other Filings
Filed as of:4/23/15None on these Dates
Filed on:4/22/15
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Filing Submission 0001144204-15-024405   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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