New York REIT,Inc. (NYSE:NYRT) Files An 8-K Entry into a Material Definitive Agreement

Item1.01. Entry into a Material Definitive Agreement.

The information set forth under Item 2.03 of this Current Report
on Form 8-K is hereby incorporated by reference into this Item
1.01.

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

New Mortgage Loan

On December 20, 2016, New York REIT, Inc. (the Company), through
indirect wholly owned subsidiaries of its operating partnership
(collectively referred to as the Borrowers), entered into a loan
agreement (the Mortgage Loan) with Column Financial, Inc. (the
Column), as agent and initial lender, and other lenders thereto
from time to time for a mortgage loan in the aggregate amount of
$500.0 million and a mezzanine loan agreement with Column, as
agent and initial lender, and other lenders thereto from time to
time for a mezzanine loan agreement (the Mezzanine Loan and,
together with the Mortgage Loan, the Loans) in the aggregate
amount of $260.0 million. Borrowings under the Mortgage Loan are
secured by a mortgage on the real properties (or ground lease or
master lease) located in New York, New York at 245-249 West 17th
Street, 333 West 34th Street, 216-218 West 18th Street, 50 Varick
Street, 229 West 36th Street, 122 Greenwich Street, 350 West 42nd
Street, 382-384 Bleecker Street, 350 Bleecker Street, 416-425
Washington Street, 33 West 56th Street and 120 West 57th Street
(the Properties) and the Mezzanine Loan is secured by a pledge of
indirect equity interests in the Borrowers under the Mortgage
Loan to customary pledge and security agreements (the Security
Agreements).

At the closing of the Loans, a portion of the net proceeds after
closing costs was used: (i) to repay the $485.0 million principal
amount then outstanding under the Companys revolving credit and
term loan facility with Capital One, National Association (the
Credit Facility); and (ii) to deposit $260.0 million in an
operating account that may be used by the Company to purchase the
additional equity interests in WWP Holdings, LLC, the joint
venture that holds the property known as Worldwide Plaza. Prior
to the repayment in full of the Credit Facility, all of the
Properties were included as part of the borrowing base
thereunder.

The Mortgage Loan requires monthly interest payments at an
initial weighted average interest rate of LIBOR plus 2.38% and
the Mezzanine Loan requires monthly interest payments at an
initial weighted average interest rate of LIBOR plus 5.65% for a
blended weighted average interest rate of LIBOR plus 3.50%. The
LIBOR portions of the interest rates due under the Loans are
capped at 3.0% to interest rate cap agreements.

The principal balance of the Loans is due on the maturity date in
January 2018. The Loans include one option to extend the maturity
date for one year, if certain conditions are met including a debt
yield test, and subject to a 0.25% increase in the applicable
monthly interest rate payable.

The Loans are recourse to the Company and may be accelerated only
in the event of a default. The Loans may be prepaid, in whole or
in part, without payment of any prepayment premium or spread
maintenance premium or any other fee or penalty.

In connection with a sale or disposition of an individual
Property to a third party, such Property may be released from the
Mortgage Loan, subject to certain conditions, by prepayment of a
portion of the Mortgage Loan in an amount (the Release Amount)
equal to 100% of the allocated amount under the Loans for such
Property up to the first 20% of the amount outstanding under the
Loans prepaid and 110% of the allocated amount under the Loans
for such Property for the remaining amount outstanding under the
Loans prepaid. Concurrently with the payment of the Release
Amount, the Mezzanine Borrower is obligated to prepay a
corresponding portion of the Mezzanine Loan, in accordance with
the terms of the Mezzanine Loan, for which it will receive a
release of a corresponding portion of the collateral under the
Mezzanine Loan.

Concurrently with the Loans, the Company entered into guaranty
agreements with respect to the Loans (the Guaranties) that
requires the Company to maintain, on a consolidated basis, (i) a
minimum net worth of $300.0 million, which minimum net worth will
be reduced pro rata with any prepayment of the Loans once the
outstanding principal amount of the Loans is less than $300.0
million, but in no event will the minimum net worth be reduced
below $150.0 million, and (ii) liquid assets having a market
value of at least $25.0 million, which minimum market value of
liquid assets may be reduced to $15.0 million in the event the
outstanding amount under the Loans is equal to or less than
$100.0 million.

Other than with respect to the Mortgage Loan and the Mezzanine
Loan, there are no material relationships between Column, on the
one hand, and the Company, on the other hand.

The descriptions of the Mortgage Loan, the Mezzanine Loan, the
Security Agreements and the Guaranties in this Current Report on
Form 8-K are summaries and are qualified in their entirety by the
complete terms of the Mortgage Loan, Mezzanine Loan, the Security
Agreements and the Guaranties. Copies of the Mortgage Loan, the
Mezzanine Loan, the Security Agreements and the Guaranties are
attached as Exhibits 10.1-10.7 to this Current Report on Form 8-K
and incorporated by reference herein.

Item8.01. Other Events

Press Release

On December 21, 2016, the Company issued a press release with
respect to the Loans, a copy of which is attached hereto as
Exhibit 99.1 and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

About New York REIT, Inc. (NYSE:NYRT)

New York REIT, Inc. is a real estate investment trust. The Company focuses on acquiring and owning office and retail properties in Manhattan. The Company’s business is primarily conducted through New York Recovery Operating Partnership, L.P. The Company owns approximately 20 properties in New York City, which aggregate approximately 3.4 million rentable square feet. The Company holds interests in properties of various types, such as office, retail, hotel, parking and storage. The Company’s properties include Design Center, 416 Washington Street, 50 Varick Street, 1440 Broadway, One Worldwide Plaza, 256 West 38th Street, 229 West 36th Street, 333 West 34th Street, 367-387 Bleecker Street, 33 West 56th Street (garage), 350 West 42nd Street, Foot Locker, Duane Reade and 1100 Kings Highway.

New York REIT, Inc. (NYSE:NYRT) Recent Trading Information

New York REIT, Inc. (NYSE:NYRT) closed its last trading session up +0.08 at 10.08 with 1,073,632 shares trading hands.