8-K
Inland Real Estate Income Trust, Inc. (INRE)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549
FORM8-K****CURRENT REPORT
Pursuant to Section 13 or 15(d) of theSecurities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 22, 2020
INLANDREAL ESTATE INCOME TRUST, INC.(Exact Name of Registrant as Specified in its Charter)
| Maryland<br><br>(State or Other Jurisdiction of Incorporation) | 000-55146<br><br>(Commission File Number) | 45-3079597<br><br>(IRS Employer Identification No.) |
|---|---|---|
| 2901 Butterfield Road, Oak Brook, Illinois 60523(Address of Principal Executive Offices) | ||
| (630) 218-8000<br><br>(Registrant’s Telephone Number, Including Area Code) | ||
| N/A<br><br>(Former Name or Former Address, if Changed Since Last Report) |
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:
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange<br><br> <br>on which registered |
|---|---|---|
| None | None | None |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
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| Item 8.01 | Other Events. |
|---|
Operational Update Regardingthe COVID-19 Pandemic
Filed as Exhibit 99.1 to this Current Report and incorporated by reference in this Item 8.01 is information from Inland Real Estate Income Trust, Inc. (“we” or the “Company”) regarding some measures being taken by the Company to deal with the effects of the COVID-19 pandemic, which information will be posted to the Company’s website (https://inland-investments.com/inland-income-trust) and provided to financial advisors.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
| Exhibit<br> No. | Description |
|---|---|
| 99.1 | Operational<br> Update Regarding COVID-19 |
Forward-LookingStatements
This Current Report on Form 8-K contains “forward-looking statements,” which are not historical facts, within the meaning of the Private Securities Litigation Reform Act of 1995. The statements may be identified by terminology such as “hope,“ may,” “can,” “would,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “plan,” “seek,” “appear,” or “believe.” Such statements reflect the current view of the Company with respect to future events and are subject to certain risks, uncertainties and assumptions related to certain factors including, without limitation, the uncertainties related to general economic conditions, the COVID-19 pandemic, unforeseen events affecting the real estate industry or particular markets, and other factors detailed under Risk Factors in our most recent Form 10-K as of December 31, 2019 filed on March 18, 2020, and subsequent Form 10-Qs and Form 8-Ks on file with the SEC and available online through www.sec.gov or our website at https://inland-investments.com/inland-income-trust/sec-filings. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. You should exercise caution when considering forward-looking statements and not place undue reliance on them. Based upon changing conditions, should any one or more of these risks or uncertainties materialize, or should any underlying assumptions prove incorrect, actual results may vary materially from those described herein. Except as required by federal securities laws, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances or any other reason after the date of this Current Report on Form 8-K.
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SIGNATURES
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.
| INLAND REAL ESTATE INCOME TRUST, INC. | |||
|---|---|---|---|
| Date: | April 22, 2020 | By: | /s/ Catherine L. Lynch |
| Name: | Catherine L. Lynch | ||
| Title | Chief Financial Officer and Treasurer |
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ExhibitIndex
| Exhibit<br> No. | Description |
|---|---|
| 99.1 | Operational<br> Update Regarding COVID-19 |
Exhibit 99.1
Inland Real EstateIncome Trust, Inc.
April 22, 2020
COVID-19 Operational Update
The health and safety of Inland Real Estate Income Trust, Inc.’s team, tenants and communities are of the utmost importance during this COVID-19 global health and economic crisis. Our thoughts are with all those affected by this pandemic, and we are thankful for the extraordinary heroes providing healthcare as well as goods and services in our everyday lives, including first responders, healthcare professionals, restaurant workers, grocery store clerks and more.
During this rapidly evolving situation, we anticipate continued disruption in the retail real estate sector. We want to ensure our stockholders, financial advisors and valued partners that we are responding accordingly to be fiscally responsible and to protect investors’ capital.
The grocers in our primarily grocery-anchored portfolio are experiencing strong sales as neighbors, friends and relatives stock up on necessities, but many other large and small tenants are suffering due to the measures taken to avoid further spread of this disease. Our goal is to support our tenants to the extent we are able in this difficult economic environment with the hope that, when conditions improve, they will be in a position to resume normal operations. We have implemented key initiatives to try to minimize the financial and operational impact of COVID-19, including:
| · | employing health<br> and safety measures at each property in our portfolio and following recommendations of<br> the Centers for Disease Control (CDC) and the World Health Organization (WHO), including<br> increased sanitization, restriction of access to common areas, social distancing, and<br> remote work for our employees wherever it is possible; |
|---|---|
| · | proactively<br> contacting our lenders, tenants, and service providers and maintaining ongoing dialogues<br> with each of these valued partners to try to find optimal solutions for dealing with<br> the difficulties arising from the pandemic; |
| --- | --- |
| · | leaning<br> on our longstanding tenant relationships and working with them, where appropriate, to restructure<br> rental payment obligations to try to provide interim relief, such as deferring some rent<br> that we expect will be paid at a later date, while still retaining the right to collect<br> some rent to provide revenue to the REIT now; |
| --- | --- |
| · | arming<br> our smaller tenants with information regarding the government assistance programs for<br> small businesses and helping these tenants apply for aid; |
| --- | --- |
| · | reducing<br> our corporate overhead expenses and through our property management team decreasing<br> property-level expenses, including delaying capital expense projects where possible; |
| --- | --- |
| · | reaching<br> out to our vendors to request invoice payment term extensions; and |
| --- | --- |
| · | continuing to<br> make normal draws on our revolving line of credit and maintaining open conversations<br> with our lenders regarding the performance of our tenants. |
| --- | --- |
While no decisions have been made regarding the authorization of any additional distributions, we will continue to keep our business partners and investors apprised. It is simply too early to assess and analyze the full economic impact of COVID-19 and the shelter-at-home and social distancing requirements on the REIT and its properties and operations.
Inland has weathered many storms throughout its 52 years of business. Inland Income Trust remains focused on long-term stockholder value, and we hope to achieve our goals by leveraging the full breadth and depth of resources throughout the entire Inland organization.