EXPLANATORY NOTEMaster Combination Agreement • May 25th, 2016 • New York REIT, Inc. • Real estate investment trusts
On May 25, 2016, New York REIT, Inc. (the “Company”) entered into a Master Combination Agreement (the “Combination Agreement”) pursuant to which affiliated entities of the JBG Companies® will be contribute real estate assets and the strategic capital business assets through a series of transactions (the “Combination Transactions”) to New York Recovery Operating Partnership, L.P. (the “OP”), the Company’s operating partnership, in exchange for units of limited partnership interest in the OP (“OP Units”), shares of our common stock or, in certain circumstances, cash. The material terms of the Combination Agreement and certain related agreements entered into in connection therewith are described in the Current Report on Form 8-K filed by the Company on May 25, 2016 to which this document is attached as an exhibit (the “Form 8-K”).
