Phillips Edison-ARC Grocery Center REIT II, Inc. ("Grocery Center REIT II") is a publicly registered non-traded real estate investment trust* which seeks to invest primarily in grocery-anchored neighborhood shopping centers with the following characteristics:
The REIT is co-sponsored by two industry leaders:
* We expect to elect to be taxed as a real estate investment trust ("REIT") beginning in the taxable year ending December 31, 2013. Once we qualify as a REIT, our failure to remain qualified as a REIT would result in higher taxes, may adversely affect our operations, would reduce the amount of income available for distribution and would limit our ability to make distributions to our shareholders.
THIS WEBSITE DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITIES DESCRIBED HEREIN. ONLY THE PROSPECTUS MAKES SUCH AN OFFER. THE USE OF THIS MATERIAL IS AUTHORIZED ONLY WHEN IT IS ACCOMPANIED BY, AND SHOULD BE READ IN CONJUNCTION WITH, A PHILLIPS EDISON-ARC GROCERY CENTER REIT II ("GROCERY CENTER REIT II") PROSPECTUS, WHICH MORE FULLY EXPLAINS THE RISKS AND IMPLICATIONS OF AN INVESTMENT IN GROCERY CENTER REIT II. No offering is made except by a prospectus filed with the department of law of the state of New York. Neither the Securities and Exchange Commission, the attorney general of the state of New York, nor any state securities regulator has passed on or endorsed the merits of this offering.
An investment in the securities of Grocery Center REIT II is subject to substantial risks. Grocery Center REIT II has no operating history and does not currently own any investments. No public market for our common stock currently exists and one may never exist. Our stock price was set arbitrarily. We depend on our advisor and our sub-advisor, which have no operating history, to conduct our operations. We will face significant conflicts of interest and risks of loss created by the substantial fees and expenses we pay our advisor, sub-advisor and their respective affiliates and broker-dealers. We may be unable to create a diverse portfolio. We may pay distributions from any source without limit, including from our offering proceeds, which may be deemed a return of capital. There are limits on the transferability and ownership of our common stock. With approval from our conflicts committee comprised of the independent directors of Grocery Center REIT II's Board of Directors, we may incur indebtedness in excess of 75% of the cost of our tangible assets. Our performance will rely on retail tenants and the market for retail space. An investment in our common stock is not suitable for all investors. Refer to the "Risk Factors" section of the prospectus for more detail or click here: Risk Factors.
INVESTOR & BROKER DEALER INQUIRIES
Realty Capital Securities, LLC, One Beacon Street, Boston, MA, 02108, 877-373-2522
ALL OTHER INQUIRIES
Phillips Edison & Company, 11501 Northlake Drive, Cincinnati, OH 45249, 513-554-1110
AR Capital, LLC, 405 Park Avenue, 15th Floor, New York, NY 10022, 212-415-6500
Realty Capital Securities, LLC (Member FINRA/SIPC) is the dealer-manager for Grocery Center REIT II. Investors should consider the company's investment objectives, risks, charges and expenses before investing. The Prospectus contains this as well as other important information. Carefully read and consider the information contained in the Prospectus before you invest or send money. The information on this site must be read in conjunction with the Prospectus in order to fully understand all the implications and risks of the offering of securities to which it relates. A copy of the Prospectus must be made available to you in connection with this offering.
Phillips Edison-ARC Grocery Center REIT II, Inc. does not currently own any properties.
The properties pictured herein are representative of the types of properties in which we may invest and are owned by an investment program or similar fund managed by the co-sponsor Phillips Edison Limited Partnership.
PLEASE REVIEW THE BELOW RISKS BEFORE PROCEEDING
THIS WEBSITE DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITIES DESCRIBED HEREIN. ONLY THE PROSPECTUS MAKES SUCH AN OFFER. THE USE OF THIS MATERIAL IS AUTHORIZED ONLY WHEN IT IS ACOMPANIED BY, AND SHOULD BE READ IN CONJUNCTION WITH, A PHILLIPS EDISON-ARC GROCERY CENTER REIT II ("GROCERY CENTER REIT II") PROSPECTUS, WHICH MORE FULLY EXPLAINS THE RISKS AND IMPLICATIONS OF AN INVESTMENT IN GROCERY CENTER REIT II. NO OFFERING IS MADE EXCEPT BY A PROSPECTUS FILED WITH THE DEPARTMENT OF LAW OF THE STATE OF NEW YORK. NEITHER THE SECURITIES AND EXCHANGE COMMISSION, THE ATTORNEY GENERAL OF THE STATE OF NEW YORK, NOR ANY STATE SECURITIES REGULATOR HAS PASSED ON OR ENDORSED THE MERITS OF THIS OFFERING. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. IF YOU HAVE NOT PREVIOUSLY REVIEWED THE PHILLIPS EDISON-ARC GROCERY CENTER REIT II, INC. PROSPECTUS, PLEASE CLICK ON THE BELOW LINK LABELED PROSPECTUS AND SUPPLEMENTS.
Realty Capital Securities, LLC (Member FINRA/SIPC) is the dealer manager for Phillips Edison-ARC Grocery Center REIT II, Inc.
Prospectus and Supplements, Click Here
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Investing in our common stock involves a high degree of risk. You should purchase these securities only if you can afford a complete loss of your investment. See the section entitled "Risk Factors" in the current prospectus for a discussion of the risks which should be considered in connection with your investment in our common stock, including: (1) Phillips Edison- ARC Grocery Center REIT II Inc. has no operating history or established financing sources.
(2) If distributions are declared and paid, the amount of the distributions paid may decrease or distributions may be eliminated at any time. Due to the risks involved in the ownership of real estate, there is no guarantee of any return on your investment, and you may lose all or a portion of your investment.
(3) We are a "blind pool" offering because we currently do not own any properties and we have not identified any properties to acquire. Since we have neither identified nor acquired any investments, you will not have the opportunity to evaluate the merits and/or demerits of such investments.
(4) No public market exists for our shares of common stock, nor may a public market ever exist and our shares are and may continue to be illiquid.
(5) We established the offering price on an arbitrary basis; as a result, the actual value of your investment may be substantially less than what you pay.
(6) There are substantial conflicts among the interests of our investors, our interests and the interests of our advisor, sub-advisor, sponsors, dealer manager and our and their respective affiliates, which could result in decisions that are not in the best interests of our stockholders.
(7) Our investment objectives and strategies may be changed without stockholder consent.
(8) Our organizational documents permit us to pay distributions from any source, including from offering proceeds. Any of these distributions may reduce the amount of capital we ultimately invest in properties and other permitted investments and negatively impact the value of your investment, especially if a substantial portion of our distributions are paid from offering proceeds.
(9) Our failure to qualify or remain qualified as a REIT would result in higher taxes, may adversely affect our operations, would reduce the amount of income available for distribution and would limit our ability to make distributions to our stockholders.
(10) There are limitations on ownership and transferability of our shares. Please see "Description of Securities – Restrictions on Ownership and Transfer" in the prospectus.
(11) Distributions are not guaranteed, we may not be able to pay distributions and they are subject to change at any time.
By clicking "I Accept," you represent that you have been provided with the Issuer's prospectus and have reviewed the Terms and Conditions and risk factors.