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

 

October 23, 2017

(Date of earliest event reported)

 

GRIFFIN INDUSTRIAL REALTY, INC.

(Exact name of registrant as specified in charter )

 

 

Delaware

06-0868496

(State or other jurisdiction of incorporation or organization)

(IRS Employer Identification Number)

 

 

Commission File Number

1-12879

 

 

641 Lexington Avenue, New York, New York

10022

(Address of principal executive offices)

(Zip Code)

 

 

Registrant’s Telephone Number including Area Code

(212) 218-7910

 

 

________________________________________________________________________________

(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))

 

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. ☐


 

Item 7.01.

Regulation FD Disclosure

 

On October 23, 2017,  Griffin Industrial Realty, Inc. (“Griffin” or “Registrant”) issued a press release announcing that it entered into a full building lease (the “Lease”) for an approximately 234,000 square foot industrial/warehouse building (the “Building”) to be built in New England Tradeport, Griffin’s industrial park in Windsor and East Granby, Connecticut. The tenant is an investment grade company that intends to use the Building for the distribution of automotive parts. The Lease, which would commence upon completion of construction of the Building, has a term of twelve years and six months with the tenant having several five year renewal options. Provided the tenant meets certain conditions, the tenant has an option (the “Expansion Option”) to cause Griffin to construct an approximately 54,000 square foot addition to the Building. If the tenant exercises the Expansion Option, the lease term for the entire building would be extended for at least ten years upon the tenant occupying the additional space. Griffin expects to commence construction of the Building upon receipt of all required governmental approvals and to deliver the completed building in the second half of 2018. There is no guarantee that Griffin will receive the required governmental approvals for construction of the Building.

 

A copy of Griffin’s October 23, 2017 press release is attached as Exhibit 99.1.

                                                                                       

Item 9.01.

Financial Statements and Exhibits

 

Exhibit 99.1:  Registrant’s October 23, 2017 Press Release (attached hereto).

 

Forward-Looking Statements:

 

 This Current Report on Form 8-K includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include statements regarding the tenant’s use of the Building, obtaining governmental approvals for the Building and the timing of the completion of construction of the Building. Although Griffin believes that its plans, intentions and expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such plans, intentions or expectations will be achieved. The projected information disclosed herein is based on assumptions and estimates that, while considered reasonable by Griffin as of the date hereof, are inherently subject to significant business, economic, competitive and regulatory uncertainties and contingencies, many of which are beyond the control of Griffin and which could cause actual results and events to differ materially from those expressed or implied in the forward-looking statements. Other important factors that could affect the outcome of the events set forth in these statements include the risk that Griffin does not obtain governmental approvals for construction of the Building, that construction of the Building may not be completed when expected or at all, and the important factors described in Griffin's Securities and Exchange Commission filings, including the "Business," "Risk Factors" and "Forward-Looking Information" sections in Griffin's Annual Report on Form 10-K for the fiscal year ended November 30, 2016. Griffin disclaims any obligation to update any forward-looking statements as a result of developments occurring after the date of this Current Report on Form 8-K except as required by law.

 


 

 

 

 

 

 

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.

 

 

 

 

GRIFFIN INDUSTRIAL REALTY, INC.

 

 

 

 

 

 

 

By:   

/s/ Anthony J. Galici

 

 

Anthony J. Galici

 

 

Vice President, Chief Financial Officer

 

 

and Secretary

Dated:  October 23, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


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