NECESSITY RETAIL REIT, INC. : Completion of acquisition or disposal of assets, creation of direct financial obligation or obligation under an off-balance sheet arrangement of a registrant, financial statements and supporting documentation (Form 8-K )

Item 2.01 Completion of Acquisition or Disposal of Assets

On March 18, 2022, The Necessity Retail REIT, Inc., a Maryland corporation (the
"Company"), through wholly owned subsidiaries of The Necessity Retail REIT
Operating Partnership, L.P., the Company's operating partnership (the "Operating
Partnership"), acquired 2 properties (the "Third Closing Properties") from
certain subsidiaries of CIM Real Estate Finance Trust, Inc. (the "Sellers")
pursuant to the previously disclosed purchase and sale agreement among the
Company, the Operating Partnership and the Sellers. The Third Closing Properties
consist of 2 power centers and grocery-anchored multi-tenant retail centers and
represent the third tranche of the Company's previously announced acquisition of
81 properties (together, the "CIM Portfolio") from the Sellers. As of September
30, 2021, those leases had a weighted average remaining lease term of 4.5
years. As previously reported on the Company's Current Reports on Form 8-K filed
with the Securities and Exchange Commission (the "SEC") on February 14, 2022 and
February 28, 2022, the Company has acquired 54 power centers and
grocery-anchored multi-tenant retail centers and a detention pond parcel at an
aggregate purchase price of $768.2 million, excluding closing costs. Neither
the Sellers nor CIM Real Estate Finance Trust have a material relationship with
the Company, the Operating Partnership or any of their respective subsidiaries
and the acquisition was not an affiliated transaction.



The aggregate purchase price of the Third Closing Properties was $33.0 million,
excluding closing costs. The Company funded the purchase price of the Third
Closing Properties from a $33.0 million draw under the Company's credit
facility. The Third Closing Properties contain approximately 326,717 rentable
square feet, where 85% leased to 26 tenants and had a weighted average remaining
lease term of 4.5years as of September 30, 2021.



The following table lists information about the Third closing property:


                                                                          Remaining
                                          Number of        Rentable         Lease          Percentage
Portfolio                                 Properties     Square Feet       Term(1)         Leased(2)
Almeda Crossing

                                              1               223,223        4.0                      80 %
Boston Commons

                                              1               103,494        5.7                      96 %

Total                                         2               326,717        4.5                      85 %


(1) Residual duration of the leases in years at September 30, 2021. Because the wallet

has multiple properties with varying lease expirations, the remaining length of the lease

is calculated as a weighted average based on the annualized rental income over a

linear basis.

(2) Occupancy data at September 30, 2021.

The Company expects to complete the acquisition of the remaining properties in
the CIM Portfolio in the second quarter of 2022. There can be no assurance that
any subsequent closing will occur, or of the timing of any such closing.


Item 2.03 Creation of a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Arrangement of a Registrant.



On March 18, 2022, the Company, through the Operating Partnership, drew $33.0
million from its existing credit facility with BMO Harris Bank, N.A. in
connection with the acquisition of the Third Closing Properties. A description
of the credit facility is included in the Company's Current Report on Form 8-K
filed with the SEC on October 4, 2021. The description is a summary and is
qualified in its entirety by the terms of the credit agreement relating to the
credit facility, which was filed with the SEC as Exhibit 10.1 to the Company's
Current Report on Form 8-K filed with the SEC on October 4, 2021 and is
incorporated by reference herein. In total, the Company has drawn $378.0 million
from its existing credit facility in relation to the acquisition.



The statements contained in this Current Report on Form 8-K that are not
historical facts may be forward-looking statements. These forward-looking
statements involve risks and uncertainties that could cause the outcome to be
materially different. In addition, words such as "anticipates," "believes,"
"expects," "estimates," "projects," "plans," "intends," "seek," "may," "would"
and similar expressions are intended to identify forward-looking statements,
although not all forward-looking statements contain these identifying words.
These forward-looking statements are subject to risks, uncertainties and other
factors, many of which are outside of the Company's control, which could cause
actual results to differ materially from the results contemplated by the
forward-looking statements. These risks and uncertainties include the potential
adverse effects of the ongoing global COVID-19 pandemic, including actions taken
to contain or treat COVID-19, on the Company, the Company's tenants and the
global economy and financial markets as well as those set forth in the Company's
Current Reports on Form 8-K dated December 20, 2021, February 14, 2022 and
February 28, 2022 describing additional facts and risk factors relating to the
transaction described in this filing and the Risk Factors section of the
Company's most recent Annual Report on Form 10-K for the year ended December 31,
2021 filed on February 24, 2022 and all other filings with the SEC after that
date, as such risks, uncertainties and other important factors may be updated
from time to time in the Company's subsequent reports. In particular, the
transactions described are subject to closing conditions, including conditions
that are outside of the Company's control, and the transactions described may
not be completed on the contemplated terms, or at all, or they may be delayed.
The Company may not be able to obtain financing to acquire the remaining
properties. Forward looking statements speak only as of the date they are made,
and the Company undertakes no obligation to update or revise any forward-looking
statement to reflect changed assumptions, the occurrence of unanticipated events
or changes to future operating results, unless required to do so by law.


Item 9.01 Financial statements and supporting documents

(a) Financial statements of acquired properties.



The financial statements required to be filed under Item 9.01(a) of this Current
Report on Form 8-K will be filed by amendment to this Current Report on Form 8-K
no later than 71 days after the date the initial report on Form 8-K is required
to be filed.


(b) Pro forma financial information.

The pro forma financial information required to be filed under Item 9.01(b) of
this Current Report on Form 8-K will be filed by amendment to this Current
Report on Form 8-K no later than 71 days after the date the initial report on
Form 8-K is required to be filed.



(d) Exhibits.



Exhibit
Number     Description
  10.1       Agreement of Purchase and Sale, dated as of December 17, 2021, by and
           between the Sellers identified therein and American Finance

Operating

           Partnership, L.P. (incorporated herein by reference to Exhibit 

10.1 to

           the Current Report on Form 8-K filed on December 20, 2021).

10.2 First amendment to the purchase and sale contract, dated January 3,

           2022, by and between the Sellers identified therein and American
           Finance Operating Partnership (incorporated herein by reference to
           Exhibit 10.45 to the Annual Report on Form 10-K for the year ended
           December 31, 2021 filed on February 24, 2022).

10.3 Second amendment to the contract of purchase and sale, dated January 10,

           2022, by and between the Sellers identified therein and American
           Finance Operating Partnership (incorporated herein by reference to
           Exhibit 10.46 to the Annual Report on Form 10-K for the year ended
           December 31, 2021 filed on February 24, 2022).

10.4 Third amendment to the contract of purchase and sale, dated January 14,

           2022, by and between the Sellers identified therein and American
           Finance Operating Partnership (incorporated herein by reference to
           Exhibit 10.47 to the Annual Report on Form 10-K for the year ended
           December 31, 2021 filed on February 24, 2022).

10.5 Fourth Amendment to the Contract of Purchase and Sale, dated January 19,

           2022, by and between the Sellers identified therein and American
           Finance Operating Partnership (incorporated herein by reference to
           Exhibit 10.48 to the Annual Report on Form 10-K for the year ended
           December 31, 2021 filed on February 24, 2022).

10.6 Fifth amendment to the contract of purchase and sale, dated January the 21st,

           2022, by and between the Sellers identified therein and American
           Finance Operating Partnership (incorporated herein by reference to
           Exhibit 10.49 to the Annual Report on Form 10-K for the year ended
           December 31, 2021 filed on February 24, 2022).

  10.7       Leasing Earnout Side Letter Agreement, dated February 9, 2022, by and
           between the Sellers identified therein and American Finance Operating
           Partnership (incorporated herein by reference to Exhibit 10.50 to the
           Annual Report on Form 10-K for the year ended December 31, 2021 filed
           on February 24, 2022).

10.8 Sixth amendment to the contract of purchase and sale, dated February 10,

           2022, by and between the Sellers identified therein and American
           Finance Operating Partnership (incorporated herein by reference to
           Exhibit 10.51 to the Annual Report on Form 10-K for the year ended
           December 31, 2021 filed on February 24, 2022).

  10.9       Seventh Amendment to Agreement of Purchase and Sale, dated February
           11, 2022, by and between the Sellers identified therein and American
           Finance Operating Partnership (incorporated herein by reference to
           Exhibit 10.52 to the Annual Report on Form 10-K for the year ended
           December 31, 2021 filed on February 24, 2022).

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