Current Report Filing (8-k)
24 November 2020 - 8:26AM
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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 23, 2020
MONMOUTH
REAL ESTATE INVESTMENT CORPORATION
(Exact
name of registrant as specified in its charter)
Maryland
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001-33177
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22-1897375
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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101
Crawfords Corner Road, Suite 1405, Holmdel, NJ
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07733
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (732) 577-9996
(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 (see General Instructions A.2. below):
☐
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Written
communications pursuant to Rule 425 under Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock
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MNR
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New
York Stock Exchange
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6.125%
Series C Cumulative Redeemable Preferred Stock
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MNR-PC
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New
York Stock Exchange
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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
2.02 Results of Operations and Financial Condition.
Item
7.01 Regulation FD Disclosure.
On
November 23, 2020, Monmouth Real Estate Investment Corporation issued a press release announcing the results for the fourth quarter
and fiscal year ended September 30, 2020 and disclosed a supplemental information package in connection with its earnings conference
call for the fourth quarter and fiscal year ended September 30, 2020. A copy of the supplemental information package and press
release is furnished with this report as Exhibit 99 and is incorporated herein by reference.
The
information in this report and the exhibit attached hereto is being furnished, not filed, for the purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, and pursuant to Item 2.02 and Item 7.01 of Form 8-K will not be incorporated by reference
into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein
by reference.
Forward-Looking
Statements
Statements
contained in this report, including the documents that are incorporated by reference, that are not historical facts are forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and
Section 21E of the Securities Exchange Act of 1934, as amended and the Private Securities Litigation Reform Act of 1995 (the “Exchange
Act”). All statements, other than statements of historical facts that address activities, events or developments where the
Company uses any of the words “anticipates,” “assumes,” “believes,” “estimates,”
“expects,” “intends,” or similar expressions, are forward-looking statements. These forward-looking statements
are not guaranteed and are based on the Company’s current intentions and on the Company’s current expectations and
assumptions. These statements, intentions, expectations and assumptions involve risks and uncertainties, some of which are beyond
the Company’s control that could cause actual results or events to differ materially from those that the Company anticipates
or projects, such as:
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the
ability of our tenants to make payments under their respective leases;
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our
reliance on certain major tenants;
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our
ability to re-lease properties that are currently vacant or that become vacant;
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our
ability to obtain suitable tenants for our properties;
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changes
in real estate market conditions, economic conditions in the industrial sector, the markets in which our properties are located
and general economic conditions;
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the
inherent risks associated with owning real estate, including local real estate market conditions, governing laws and regulations
and illiquidity of real estate investments;
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our
ability to acquire, finance and sell properties on attractive terms;
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our
ability to repay debt financing obligations;
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our
ability to refinance amounts outstanding under our debt obligations at maturity on terms favorable to us, or at all;
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the
loss of any member of our management team;
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our
ability to comply with debt covenants;
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our
ability to integrate acquired properties and operations into existing operations;
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continued
availability of proceeds from issuances of our debt or equity securities;
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the
availability of other debt and equity financing alternatives;
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changes
in interest rates, including the replacement of the LIBOR reference rate, under our current credit facility and under any
additional variable rate debt arrangements that we may enter into in the future;
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our
ability to successfully implement our selective acquisition strategy;
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our
ability to maintain internal controls and procedures to ensure all transactions are accounted for properly, all relevant disclosures
and filings are timely made in accordance with all rules and regulations, and any potential fraud or embezzlement is thwarted
or detected;
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changes
in federal or state tax rules or regulations that could have adverse tax consequences;
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declines
in the market prices of our investment securities;
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the
effect of COVID-19 on our business and general economic conditions; and
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our
ability to qualify as a REIT for federal income tax purposes.
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Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
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.
MONMOUTH
REAL ESTATE INVESTMENT CORPORATION
/s/
Kevin S. Miller
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KEVIN
S. MILLER
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Chief
Financial and Accounting Officer
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Date
November 23, 2020
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