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): November 11, 2014
PLYMOUTH INDUSTRIAL REIT, INC.
(Exact name of registrant as specified in its charter)
Commission File Number: 333-173048
| Maryland | 27-5466153 | |
| (State or other jurisdiction of Incorporation or organization) |
(I.R.S. Employer Identification No.) | |
|
| ||
| 260 Franklin Street, Suite 1900, Boston, MA 02110 |
(617) 340-3814 | |
| (Address of principal executive offices) | (Registrant's telephone number) |
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 (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-I2 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.I4d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement
On November 11, 2014, Plymouth Industrial REIT, Inc. (the “Company”) reinstated the purchase and sale agreement it had previously entered into (as amended, the “Milliken Street Agreement”) with an unrelated third party to purchase one industrial property for a purchase price of $10,657,500. The property consists of approximately 200,625 rentable square feet and is located in Portland, Maine. The acquisition is expected to close on or before November 20, 2014, subject to the satisfaction of certain customary closing conditions. There can be no assurance that these conditions will be satisfied or that the pending acquisition will be consummated on the terms described herein, or at all. The earnest money deposit under the Milliken Street in Agreement is $150,000. The deposit is not refundable unless the closing does not occur as a result of the seller’s failure to satisfy certain conditions under the agreement. The Milliken Street Agreement contains customary representations, warranties and covenants of the parties. During the period of nine (9) months from the date of recordation of the deed, the seller has agreed to indemnify the Company for any breaches of its representations, warranties and covenants under the agreement.
A copy of the Milliken Street Agreement is attached to this current report on Form 8-K as Exhibit 10.1 and is incorporated by reference as though it were fully set forth herein. The foregoing summary description of the Milliken Street Agreement and the transaction contemplated thereby is not intended to be complete and is qualified in its entirety by the complete text of the Milliken Street Agreement.
Item 9.01 Financial Statements is transmitted herewith:
| (d) | The following exhibit is transmitted herewith: |
| 10.1 | Purchase and Sale Agreement and Escrow Instructions, dated as of July 16, 2104, by and between Milliken Portland Partners, LLC and Plymouth Industrial REIT, Inc. |
| 10.2 | Reinstatement and First Amendment to Purchase and Sale Agreement and Escrow Instructions, dated as of November 11, 2014, by and between Milliken Portland Partners, LLC and Plymouth Industrial REIT, Inc. |
SIGNATURE
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.
Date: November 14, 2014
PLYMOUTH INDUSTRIAL REIT, INC.
By: /s/ Jeffrey E. Witherell
Jeffrey E. Witherell
Chief Executive Officer