AFIN / American Fin Tr Inc - Class A - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

American Fin Tr Inc - Class A
US ˙ NASDAQ ˙ US02607T1097
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
LEI 549300GN4H0K3IUS8983
CIK 1568162
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to American Fin Tr Inc - Class A
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
September 22, 2023 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-38597 The Necessity Retail REIT, Inc. (Osmosis Sub I, LLC as successor b

September 12, 2023 POSASR

As filed with the Securities and Exchange Commission on September 12, 2023

As filed with the Securities and Exchange Commission on September 12, 2023 Registration No.

September 12, 2023 S-8 POS

As filed with the Securities and Exchange Commission on September 12, 2023

As filed with the Securities and Exchange Commission on September 12, 2023 No. 333-227189 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-227189 UNDER THE SECURITIES ACT OF 1933 THE NECESSITY RETAIL REIT, INC. (Exact name of registrant as specified in its charter) Maryland 90-0929989 (State or other j

September 12, 2023 POSASR

As filed with the Securities and Exchange Commission on September 12, 2023

As filed with the Securities and Exchange Commission on September 12, 2023 Registration No.

September 12, 2023 EX-99.1

GLOBAL NET LEASE AND THE NECESSITY RETAIL REIT COMPLETE MERGER AND INTERNALIZATION TRANSACTION Establishes Third-Largest Net Lease REIT With Global Presence

Exhibit 99.1 FOR IMMEDIATE RELEASE GLOBAL NET LEASE AND THE NECESSITY RETAIL REIT COMPLETE MERGER AND INTERNALIZATION TRANSACTION Establishes Third-Largest Net Lease REIT With Global Presence NEW YORK, September 12, 2023 – Global Net Lease Inc. (NYSE: GNL) ("Global Net Lease" or "GNL") and The Necessity Retail REIT Inc. (NASDAQ: RTL) ("Necessity Retail REIT" or "RTL") announced today that they hav

September 12, 2023 EX-4.1

NINTH AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF THE NECESSITY RETAIL REIT OPERATING PARTNERSHIP, L.P.

Exhibit 4.1 NINTH AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF THE NECESSITY RETAIL REIT OPERATING PARTNERSHIP, L.P. This Ninth Amendment (this “Amendment”) to the Second Amended and Restated Agreement of Limited Partnership of The Necessity Retail REIT Operating Partnership, L.P., dated July 19, 2018 (the “Partnership Agreement”), is hereby entered into and effecti

September 12, 2023 8-A12B/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A Amendment No. 2 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 THE NECESSITY RETAIL REIT, IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A Amendment No. 2 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 THE NECESSITY RETAIL REIT, INC. (Exact name of registrant as specified in its charter) Maryland 90-0929989 (State or other jurisdiction of incorporation or organization) (I.R.S. E

September 12, 2023 S-3DPOS

As filed with the Securities and Exchange Commission on September 12, 2023

As filed with the Securities and Exchange Commission on September 12, 2023 Registration No.

September 12, 2023 8-K

Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

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): September 12, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Com

September 8, 2023 425

Global Net Lease, Inc. Announces Special Stockholder Meeting Preliminary Results Preliminary Results Indicate Stockholders Approved Proposals Involving Merger and Internalization Transaction Transaction Expected to Close on September 12, 2023

Filed by Global Net Lease, Inc. Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc. Subject Company Commissions File No.: 001-38597 FOR IMMEDIATE RELEASE Global Net Lease, Inc. Announces Special Stockholder Meeting Preliminary Results Preliminary Results Indicate St

September 8, 2023 425

Global Net Lease, Inc. Announces Special Stockholder Meeting Preliminary Results Preliminary Results Indicate Stockholders Approved Proposals Involving Merger and Internalization Transaction Transaction Expected to Close on September 12, 2023

Filed by The Necessity Retail REIT, Inc Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc.

September 8, 2023 8-K

Current Report

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): September 8, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Comm

September 7, 2023 8-K

Other Events

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): September 6, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (

September 7, 2023 425

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): September 6, 2023 The Necessity R

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): September 6, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (

September 5, 2023 EX-10.3

ENVIRONMENTAL INDEMNITY AGREEMENT

Exhibit 10.3 Loan No.: 00022669 ENVIRONMENTAL INDEMNITY AGREEMENT THIS ENVIRONMENTAL INDEMNITY AGREEMENT (this “Agreement”) is made as of August 30, 2023, by THE ENTITIES SET FORTH ON SCHEDULE I attached hereto, each a Delaware limited liability company, each having its principal place of business at 38 Washington Square, Newport, Rhode Island 02840 (hereinafter referred to individually as a “Borr

September 5, 2023 425

GLOBAL NET LEASE TO HOST CONFERENCE CALL AND Q&A TO DISCUSS BENEFITS OF MERGER AND INTERNALIZATION TRANSACTION ISS Acknowledges Error in Their Original Analysis; Issues Corrected Report on the GNL Merger and Internalization

Filed by Global Net Lease, Inc. Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc. Subject Company Commissions File No.: 001-38597 FOR IMMEDIATE RELEASE GLOBAL NET LEASE TO HOST CONFERENCE CALL AND Q&A TO DISCUSS BENEFITS OF MERGER AND INTERNALIZATION TRANSACTION I

September 5, 2023 8-K

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): August 30, 2023 The Necessity Ret

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): August 30, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Co

September 5, 2023 EX-10.1

Loan Agreement, dated as of August 30, 2023, among the borrower entities party thereto, and Barclays Capital Real Estate Inc., Société Générale Financial Corporation, Bank of Montreal, and KeyBank National Association (incorporated by reference to Exhibit 10.1 to The Necessity Retail REIT, Inc.’s Current Report on Form 8-K filed on September 5, 2023 (File No. 001-38597))

Exhibit 10.1 LOAN AGREEMENT Dated as of August 30, 2023 Between THE ENTITIES SET FORTH ON SCHEDULE IV ATTACHED HERETO, collectively, as Borrower and BARCLAYS CAPITAL REAL ESTATE INC., and SOCIÉTÉ GÉNÉRALE FINANCIAL CORPORATION, and KEYBANK NATIONAL ASSOCIATION, and BANK OF MONTREAL individually and/or collectively, as the context may require, as Lender Loan No. 00022669 TABLE OF CONTENTS Page ARTI

September 5, 2023 425

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): August 30, 2023 The Necessity Ret

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): August 30, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Co

September 5, 2023 EX-10.2

GUARANTY AGREEMENT

Exhibit 10.2 Loan No.: 00022669 GUARANTY AGREEMENT THIS GUARANTY AGREEMENT (this “Guaranty”) is made as of August 30, 2023, by THE NECESSITY RETAIL REIT OPERATING PARTNERSHIP, L.P., a Delaware limited partnership, having an address at 650 Fifth Avenue, 30th Floor, New York, New York 10019 (“Guarantor”) in favor of BARCLAYS CAPITAL REAL ESTATE INC., a Delaware corporation, having an address at 745

September 5, 2023 EX-10.2

GUARANTY AGREEMENT

Exhibit 10.2 Loan No.: 00022669 GUARANTY AGREEMENT THIS GUARANTY AGREEMENT (this “Guaranty”) is made as of August 30, 2023, by THE NECESSITY RETAIL REIT OPERATING PARTNERSHIP, L.P., a Delaware limited partnership, having an address at 650 Fifth Avenue, 30th Floor, New York, New York 10019 (“Guarantor”) in favor of BARCLAYS CAPITAL REAL ESTATE INC., a Delaware corporation, having an address at 745

September 5, 2023 EX-10.3

ENVIRONMENTAL INDEMNITY AGREEMENT

Exhibit 10.3 Loan No.: 00022669 ENVIRONMENTAL INDEMNITY AGREEMENT THIS ENVIRONMENTAL INDEMNITY AGREEMENT (this “Agreement”) is made as of August 30, 2023, by THE ENTITIES SET FORTH ON SCHEDULE I attached hereto, each a Delaware limited liability company, each having its principal place of business at 38 Washington Square, Newport, Rhode Island 02840 (hereinafter referred to individually as a “Borr

September 5, 2023 EX-10.1

LOAN AGREEMENT Dated as of August 30, 2023 THE ENTITIES SET FORTH ON SCHEDULE IV ATTACHED HERETO, collectively, as Borrower BARCLAYS CAPITAL REAL ESTATE INC., SOCIÉTÉ GÉNÉRALE FINANCIAL CORPORATION, KEYBANK NATIONAL ASSOCIATION, BANK OF MONTREAL indi

Exhibit 10.1 LOAN AGREEMENT Dated as of August 30, 2023 Between THE ENTITIES SET FORTH ON SCHEDULE IV ATTACHED HERETO, collectively, as Borrower and BARCLAYS CAPITAL REAL ESTATE INC., and SOCIÉTÉ GÉNÉRALE FINANCIAL CORPORATION, and KEYBANK NATIONAL ASSOCIATION, and BANK OF MONTREAL individually and/or collectively, as the context may require, as Lender Loan No. 00022669 TABLE OF CONTENTS Page ARTI

September 1, 2023 425

Global Net Lease, Inc. Announces $500 Million Credit Facility Accordion To be Effective Upon Completion of Merger and Internalization with Necessity Retail REIT, Inc. Increases Credit Facility to $1.95 Billion

Filed by The Necessity Retail REIT, Inc Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc.

September 1, 2023 425

Global Net Lease, Inc. Announces $500 Million Credit Facility Accordion To be Effective Upon Completion of Merger and Internalization with Necessity Retail REIT, Inc. Increases Credit Facility to $1.95 Billion

Filed by Global Net Lease, Inc. Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc. Subject Company Commissions File No.: 001-38597 FOR IMMEDIATE RELEASE Global Net Lease, Inc. Announces $500 Million Credit Facility Accordion To be Effective Upon Completion of Merge

August 31, 2023 425

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): August 31, 2023 The Necessity Ret

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): August 31, 2023 The Necessity Retail REIT, Inc. (Exact name of registrant as specified in its charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Co

August 31, 2023 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES $260 MILLION CMBS FINANCING

Exhibit 99.1 THE NECESSITY RETAIL REIT ANNOUNCES $260 MILLION CMBS FINANCING NEW YORK – August 31, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or the “Company”) announced today that, through its subsidiaries, the Company completed a $260 million commercial mortgage-backed security loan (the “Loan”) encumbered by 29 multi-tenant properties the Company owns across the

August 31, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): August 31, 2023 The Necessity Retail REIT, Inc. (Exact name of registrant as specified in its charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Co

August 31, 2023 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES $260 MILLION CMBS FINANCING

Exhibit 99.1 THE NECESSITY RETAIL REIT ANNOUNCES $260 MILLION CMBS FINANCING NEW YORK – August 31, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or the “Company”) announced today that, through its subsidiaries, the Company completed a $260 million commercial mortgage-backed security loan (the “Loan”) encumbered by 29 multi-tenant properties the Company owns across the

August 28, 2023 425

Global Net Lease and Necessity Retail REIT Release Presentation Detailing Benefits of Merger Highlights Efficiencies, Scale and Significant Governance Overhauls Nominated Directors of GNL and RTL Were Re-Elected by Shareholders Following the Merger A

Filed by The Necessity Retail REIT, Inc Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc.

August 28, 2023 425

Global Net Lease and Necessity Retail REIT Release Presentation Detailing Benefits of Merger Highlights Efficiencies, Scale and Significant Governance Overhauls Nominated Directors of GNL and RTL Were Re-Elected by Shareholders Following the Merger A

Filed by Global Net Lease, Inc. Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc. Subject Company Commissions File No.: 001-38597 Global Net Lease and Necessity Retail REIT Release Presentation Detailing Benefits of Merger Highlights Efficiencies, Scale and Signif

August 23, 2023 425

Filed by Global Net Lease, Inc.

Filed by Global Net Lease, Inc. Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc. Subject Company Commissions File No.: 001-38597 INTERNALIZATION OF MANAGEMENT & ENHANCED CORPORATE GOVERNANCE KEY BENEFITS OF THE MERGER OF GLOBAL NET LEASE AND THE NECESSITY RETAIL

August 23, 2023 425

Filed by The Necessity Retail REIT, Inc

Filed by The Necessity Retail REIT, Inc Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc.

August 14, 2023 425

Filed by Global Net Lease, Inc.

Filed by Global Net Lease, Inc. Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc. Subject Company Commissions File No.: 001-38597 Global Net Lease to Merge with The Necessity Retail REIT Internalize Management Enhances Corporate Governance August 14, 2023 Pictured

August 14, 2023 425

Filed by The Necessity Retail REIT, Inc

Filed by The Necessity Retail REIT, Inc Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc.

August 9, 2023 EX-99.2

THE INTERNALIZED PARTIES (Global Net Lease Advisors LLC, Necessity Retail Advisors, LLC, Global Net Lease Properties, LLC, and Necessity Retail Properties, LLC) Combined Financial Statements for the Three and Six Months Ended June 30, 2022 and 2023

Exhibit 99.2 THE INTERNALIZED PARTIES (Global Net Lease Advisors LLC, Necessity Retail Advisors, LLC, Global Net Lease Properties, LLC, and Necessity Retail Properties, LLC) Combined Financial Statements for the Three and Six Months Ended June 30, 2022 and 2023 THE INTERNALIZED PARTIES CONTENTS OF COMBINED FINANCIAL STATEMENTS Three and Six Months Ended June 30, 2022 and 2023 Page Unaudited Combin

August 9, 2023 EX-99.2

THE INTERNALIZED PARTIES (Global Net Lease Advisors LLC, Necessity Retail Advisors, LLC, Global Net Lease Properties, LLC, and Necessity Retail Properties, LLC) Combined Financial Statements for the Three and Six Months Ended June 30, 2022 and 2023

Exhibit 99.2 THE INTERNALIZED PARTIES (Global Net Lease Advisors LLC, Necessity Retail Advisors, LLC, Global Net Lease Properties, LLC, and Necessity Retail Properties, LLC) Combined Financial Statements for the Three and Six Months Ended June 30, 2022 and 2023 THE INTERNALIZED PARTIES CONTENTS OF COMBINED FINANCIAL STATEMENTS Three and Six Months Ended June 30, 2022 and 2023 Page Unaudited Combin

August 9, 2023 8-K

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): August 9, 2023 The Necessity Reta

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): August 9, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Com

August 9, 2023 425

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): August 9, 2023 The Necessity Reta

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): August 9, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Com

August 9, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

August 9, 2023 EX-99.1

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION On May 23, 2023, Global Net lease, Inc. (“GNL” or the “Company”), Global Net Lease Operating Partnership, L.P. (the “OP”), The Necessity Retail REIT, Inc., a Maryland corporation (“RTL”), The Necessity Retail REIT Operating Partnership, L.P., a Delaware limited partnership (“RTL OP”), Osmosis Sub I, LLC, a Maryland limited l

August 9, 2023 EX-99.1

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION On May 23, 2023, Global Net lease, Inc. (“GNL” or the “Company”), Global Net Lease Operating Partnership, L.P. (the “OP”), The Necessity Retail REIT, Inc., a Maryland corporation (“RTL”), The Necessity Retail REIT Operating Partnership, L.P., a Delaware limited partnership (“RTL OP”), Osmosis Sub I, LLC, a Maryland limited l

August 3, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00

August 3, 2023 425

2

Filed by Global Net Lease, Inc. Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc. Subject Company Commissions File No.: 001-38597 On August 3, 2023, Global Net Lease, Inc. (“GNL” or the “Company”) hosted a conference call to review its earnings for the three month

August 3, 2023 425

2

Filed by The Necessity Retail REIT, Inc Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc.

August 3, 2023 EX-99.1

The Necessity Retail REIT, Inc. (NASDAQ:RTL) Q2 2023 Earnings Conference Call

Exhibit 99.1 The Necessity Retail REIT, Inc. (NASDAQ:RTL) Q2 2023 Earnings Conference Call Executives Michael Weil - President & CEO Jason Doyle - CFO Curtis Parker - Senior Vice President Operator Good morning and welcome to the Necessity Retail REIT, Inc. Second Quarter 2023 Earnings Call. [Operator Instructions]. I would now like to turn the conference over to Curtis Parker, Senior Vice Preside

August 3, 2023 425

Filed by Global Net Lease, Inc.

Filed by Global Net Lease, Inc. Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc. Subject Company Commissions File No.: 001-38597 On August 3, 2023, Global Net Lease, Inc. (“GNL” or the “Company”) hosted a conference call to review its earnings for the three month

August 3, 2023 8-K

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): August 3, 2023 The Necessity Reta

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): August 3, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Com

August 2, 2023 EX-99.1

The Necessity Retail REIT Second Quarter 2023 Investor Presentation August 2023 The Necessity Retail REIT 1 ® Where America Shops | www.necessityretailreit.com Merger and Internalization Update 1. For more information, refer to the Registration State

Exhibit 99.1 The Necessity Retail REIT Second Quarter 2023 Investor Presentation August 2023 The Necessity Retail REIT 1 ® Where America Shops | www.necessityretailreit.com Merger and Internalization Update 1. For more information, refer to the Registration Statement on Form S-4 that GNL filed with the Securities and Exchange Commission (“SEC”) on July 6, 2023, as amended on July 17, 2023. 2. Mark

August 2, 2023 8-K

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): August 2, 2023 The Necessity Reta

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): August 2, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Com

August 2, 2023 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES SECOND QUARTER 2023 RESULTS Company to Host Investor Webcast and Conference Call at 11:00 AM ET Today

EXHIBIT 99.1 FOR IMMEDIATE RELEASE THE NECESSITY RETAIL REIT ANNOUNCES SECOND QUARTER 2023 RESULTS Company to Host Investor Webcast and Conference Call at 11:00 AM ET Today New York, August 2, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL) (“RTL” or the “Company”), a real estate investment trust focused on acquiring and managing a diversified portfolio of primarily service-oriented and tradi

August 2, 2023 EX-99.2

The Necessity Retail REIT, Inc. Supplemental Information Quarter ended June 30, 2023 (Unaudited)

EXHIBIT 99.2 The Necessity Retail REIT, Inc. Supplemental Information Quarter ended June 30, 2023 (unaudited) The Necessity Retail REIT, Inc. Supplemental Information Quarter ended June 30, 2023 (Unaudited) Table of Contents Item Page Non-GAAP Definitions 4 Key Metrics 7 Consolidated Balance Sheets 9 Consolidated Statements of Operations 10 Non-GAAP Measures 11 Debt Overview 13 Future Minimum Leas

August 2, 2023 8-K

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): August 2, 2023 The Necessity Reta

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): August 2, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Com

August 2, 2023 425

2

Filed by The Necessity Retail REIT, Inc Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc.

July 19, 2023 425

Global Net Lease, Inc. and The Necessity Retail REIT, Inc. Announce Effectiveness of Registration Statement Special Meetings Scheduled for September 8, 2023 Merger Expected to Close in September 2023

Filed by The Necessity Retail REIT, Inc Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc.

July 19, 2023 425

Global Net Lease, Inc. and The Necessity Retail REIT, Inc. Announce Effectiveness of Registration Statement Special Meetings Scheduled for September 8, 2023 Merger Expected to Close in September 2023

Filed by Global Net Lease, Inc. Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: The Necessity Retail REIT, Inc. Subject Company Commissions File No.: 001-38597 FOR IMMEDIATE RELEASE Global Net Lease, Inc. and The Necessity Retail REIT, Inc. Announce Effectiveness of Registration Statement Spec

July 18, 2023 DEFM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

July 13, 2023 8-K

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): July 13, 2023 The Necessity Retai

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): July 13, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissi

July 13, 2023 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES RELEASE DATE FOR SECOND QUARTER 2023 RESULTS

Exhibit 99.1 THE NECESSITY RETAIL REIT ANNOUNCES RELEASE DATE FOR SECOND QUARTER 2023 RESULTS NEW YORK – July 13, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or the “Company”) announced today it will release its financial results for the second quarter ended June 30, 2023 on Wednesday, August 2, 2023 after the close of trading on the Nasdaq. The Company will host a c

July 6, 2023 EX-99.1

The Necessity Retail REIT Completes Over 685,000 Square Feet, $9 Million of Leasing in Second Quarter

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Completes Over 685,000 Square Feet, $9 Million of Leasing in Second Quarter NEW YORK – July 6, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or “the Company”) announced today that it completed approximately 686,000 square feet of new and renewal leases (the “2Q Leases”) with 57 tenants during the quarter ende

July 6, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): July 6, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

July 5, 2023 8-K

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): July 5, 2023 The Necessity Retail

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): July 5, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

July 5, 2023 EX-99.1

The Necessity Retail REIT Completes $93 Million Bob Evans Disposition

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Completes $93 Million Bob Evans Disposition NEW YORK – July 5, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or “the Company”) announced today that it closed on the sale of 44 properties leased to Bob Evans restaurants for a total of $93 million. The properties sold are in Kentucky, Indiana, Ohio, Michigan, D

July 3, 2023 EX-99.1

The Necessity Retail REIT Announces Common Stock Dividend

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Common Stock Dividend NEW YORK –July 3, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL”) announced today that it declared quarterly dividends on its outstanding common stock. Specifically, RTL declared a dividend of $0.2125 per share of Class A common stock payable on July 17, 2023, to common stockhol

July 3, 2023 8-K

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): July 3, 2023 The Necessity Retail

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): July 3, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

June 30, 2023 EX-99.1

The Necessity Retail REIT Announces 2023 Annual Shareholder Meeting Preliminary Results

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces 2023 Annual Shareholder Meeting Preliminary Results NEW YORK –June 29, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or “the Company”) announced today that it held its Annual Meeting of shareholders. Preliminary results indicate that shareholders reelected Edward M. Weil, Jr. and Lisa Kabnick to the

June 30, 2023 EX-99.1

The Necessity Retail REIT Announces 2023 Annual Shareholder Meeting Preliminary Results

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces 2023 Annual Shareholder Meeting Preliminary Results NEW YORK –June 29, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or “the Company”) announced today that it held its Annual Meeting of shareholders. Preliminary results indicate that shareholders reelected Edward M. Weil, Jr. and Lisa Kabnick to the

June 30, 2023 425

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): June 29, 2023 The Necessity Retai

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): June 29, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissi

June 30, 2023 8-K

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): June 29, 2023 The Necessity Retai

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): June 29, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissi

June 23, 2023 EX-99.1

The Necessity Retail REIT Announces Expiration of “Go-Shop” Period For Proposed Merger with Global Net Lease

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Expiration of “Go-Shop” Period For Proposed Merger with Global Net Lease NEW YORK – June 23, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or “the Company”) announced today the expiration of the 30-day “Go-Shop” period (the “Go-Shop”) set forth in the previously announced definitive merger agreement

June 23, 2023 425

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): June 23, 2023 The Necessity Retai

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): June 23, 2023 The Necessity Retail REIT, Inc. (Exact name of registrant as specified in its charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Comm

June 23, 2023 8-K

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): June 23, 2023 The Necessity Retai

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): June 23, 2023 The Necessity Retail REIT, Inc. (Exact name of registrant as specified in its charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Comm

June 23, 2023 EX-99.1

The Necessity Retail REIT Announces Expiration of “Go-Shop” Period For Proposed Merger with Global Net Lease

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Expiration of “Go-Shop” Period For Proposed Merger with Global Net Lease NEW YORK – June 23, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or “the Company”) announced today the expiration of the 30-day “Go-Shop” period (the “Go-Shop”) set forth in the previously announced definitive merger agreement

June 16, 2023 EX-99.1

The Necessity Retail REIT Announces Series A Preferred Stock Dividends

EX-99.1 2 tm2318978d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Series A Preferred Stock Dividends NEW YORK – June 16, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL”) announced today that it declared quarterly dividends on its outstanding preferred stock. Specifically, RTL declared a dividend of $0.46875 per share on i

June 16, 2023 8-K

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): June 16, 2023 The Necessity Retai

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): June 16, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissi

June 16, 2023 EX-99.2

The Necessity Retail REIT Announces Series C Preferred Stock Dividends

Exhibit 99.2 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Series C Preferred Stock Dividends NEW YORK – June 16, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL”) announced today that it declared quarterly dividends on its outstanding preferred stock. Specifically, RTL declared a dividend of $0.4609375 per share on its 7.375% Series C Cumulative Redeemable Pe

June 6, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

June 6, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

June 5, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

June 5, 2023 EX-10.1

Cooperation Agreement and Release dated as of June 4, 2023, by and among Global Net Lease, Inc., The Necessity Retail REIT, Inc., Global Net Lease Advisors, LLC, Global Net Lease Properties, LLC, Necessity Retail Advisors, LLC, Necessity Retail Properties, LLC, AR Global Investments, LLC, Blackwells Capital LLC, Blackwells Onshore I LLC, Jason Aintabi, Related Fund Management, LLC, Jim Lozier, and Richard O’Toole.

Exhibit 10.1 EXECUTION VERSION COOPERATION AGREEMENT AND RELEASE This COOPERATION AGREEMENT (this “Agreement”) is made and entered into as of June 4, 2023 by and among Global Net Lease, Inc., a Maryland corporation (“GNL”), The Necessity Retail REIT, Inc., a Maryland corporation (“RTL”, and together with GNL, the “Companies”), Global Net Lease Advisors, LLC (“GNL Advisor”), Global Net Lease Proper

June 5, 2023 EX-99.1

Global Net Lease, The Necessity Retail REIT and AR Global Enter into Cooperation Agreement with Blackwells Capital Agreement Follows Substantial Governance Changes at GNL and RTL That Will Ensure Combined Company Operates with Best in Class Practices

Exhibit 99.1 Global Net Lease, The Necessity Retail REIT and AR Global Enter into Cooperation Agreement with Blackwells Capital Agreement Follows Substantial Governance Changes at GNL and RTL That Will Ensure Combined Company Operates with Best in Class Practices Blackwells to Vote in Favor of Merger and Internalization Transactions at the GNL Special Meeting; Settles All Previous Proxy Contests a

June 5, 2023 8-K

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): June 4, 2023 The Necessity Retail

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): June 4, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commi

June 5, 2023 EX-99.1

Global Net Lease, The Necessity Retail REIT and AR Global Enter into Cooperation Agreement with Blackwells Capital Agreement Follows Substantial Governance Changes at GNL and RTL That Will Ensure Combined Company Operates with Best in Class Practices

Exhibit 99.1 Global Net Lease, The Necessity Retail REIT and AR Global Enter into Cooperation Agreement with Blackwells Capital Agreement Follows Substantial Governance Changes at GNL and RTL That Will Ensure Combined Company Operates with Best in Class Practices Blackwells to Vote in Favor of Merger and Internalization Transactions at the GNL Special Meeting; Settles All Previous Proxy Contests a

June 5, 2023 EX-10.1

Cooperation Agreement and Release dated as of June 4, 2023, by and among Global Net Lease, Inc., The Necessity Retail REIT, Inc., Global Net Lease Advisors, LLC, Global Net Lease Properties, LLC, Necessity Retail Advisors, LLC, Necessity Retail Properties, LLC, AR Global Investments, LLC, Blackwells Capital LLC, Blackwells Onshore I LLC, Jason Aintabi, Related Fund Management, LLC, Jim Lozier, and Richard O’Toole.

Exhibit 10.1 EXECUTION VERSION COOPERATION AGREEMENT AND RELEASE This COOPERATION AGREEMENT (this “Agreement”) is made and entered into as of June 4, 2023 by and among Global Net Lease, Inc., a Maryland corporation (“GNL”), The Necessity Retail REIT, Inc., a Maryland corporation (“RTL”, and together with GNL, the “Companies”), Global Net Lease Advisors, LLC (“GNL Advisor”), Global Net Lease Proper

June 5, 2023 425

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): June 4, 2023 The Necessity Retail

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): June 4, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commi

May 26, 2023 EX-2.1

Agreement and Plan of Merger, dated as of May 23, 2023, by and among Global Net Lease, Inc., Global Net Lease Operating Partnership, L.P., Osmosis Sub I, LLC, Osmosis Sub II, LLC, The Necessity Retail REIT, Inc., and The Necessity Retail REIT Operating Partnership, L.P.

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among GLOBAL NET LEASE, INC. GLOBAL NET LEASE OPERATING PARTNERSHIP, L.P. OSMOSIS SUB I, LLC OSMOSIS SUB II, LLC THE NECESSITY RETAIL REIT, INC. and THE NECESSITY RETAIL REIT OPERATING PARTNERSHIP, L.P. Dated as of May 23, 2023 TABLE OF CONTENTS Article I. Definitions 3 Section 1.1 Definitions 3 Article II. The Mergers 15 Section 2.

May 26, 2023 EX-2.2

Internalization Agreement, dated as of May 23, 2023, by and among GNL Advisor Merger Sub LLC, GNL PM Merger Sub LLC, RTL Advisor Merger Sub LLC, RTL PM Merger Sub LLC, Global Net Lease, Inc., Global Net Lease Operating Partnership, L.P., the Necessity Retail REIT, Inc., The Necessity Retail REIT Operating, L.P., on the one hand, and AR Global Investments, LLC, Global Net Lease Special Limited Partnership, LLC, Necessity Retail Space Limited Partner, LLC, Global Net Leaser Advisors, LLC, Global Net Lease Properties, LLC, Necessity Retail Advisors, LLC, Necessity Retail Properties, LLC, on the other hand.

Exhibit 2.2 Execution Version AGREEMENT AND PLAN OF MERGER BY AND AMONG GNL Advisor Merger Sub LLC GNL PM Merger Sub LLC RTL Advisor Merger Sub LLC RTL PM Merger Sub LLC Global Net Lease, Inc. Global Net Lease Operating Partnership, L.P. The Necessity Retail REIT, Inc. The Necessity Retail REIT Operating Partnership, L.P. AND AR Global Investments, LLC Global Net Lease Special Limited Partnership,

May 26, 2023 425

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): May 23, 2023 The Necessity Retail

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): May 23, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commi

May 26, 2023 EX-2.1

Agreement and Plan of Merger, dated as of May 23, 2023, by and among Global Net Lease, Inc., Global Net Lease Operating Partnership, L.P., Osmosis Sub I, LLC, Osmosis Sub II, LLC, The Necessity Retail REIT, Inc., and The Necessity Retail REIT Operating Partnership, L.P.

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among GLOBAL NET LEASE, INC. GLOBAL NET LEASE OPERATING PARTNERSHIP, L.P. OSMOSIS SUB I, LLC OSMOSIS SUB II, LLC THE NECESSITY RETAIL REIT, INC. and THE NECESSITY RETAIL REIT OPERATING PARTNERSHIP, L.P. Dated as of May 23, 2023 TABLE OF CONTENTS Article I. Definitions 3 Section 1.1 Definitions 3 Article II. The Mergers 15 Section 2.

May 26, 2023 8-K

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): May 23, 2023 The Necessity Retail

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): May 23, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commi

May 26, 2023 EX-2.2

Internalization Agreement, dated as of May 23, 2023, by and among GNL Advisor Merger Sub LLC, GNL PM Merger Sub LLC, RTL Advisor Merger Sub LLC, RTL PM Merger Sub LLC, Global Net Lease, Inc., Global Net Lease Operating Partnership, L.P., the Necessity Retail REIT, Inc., The Necessity Retail REIT Operating, L.P., on the one hand, and AR Global Investments, LLC, Global Net Lease Special Limited Partnership, LLC, Necessity Retail Space Limited Partner, LLC, Global Net Leaser Advisors, LLC, Global Net Lease Properties, LLC, Necessity Retail Advisors, LLC, Necessity Retail Properties, LLC, on the other hand.

Exhibit 2.2 Execution Version AGREEMENT AND PLAN OF MERGER BY AND AMONG GNL Advisor Merger Sub LLC GNL PM Merger Sub LLC RTL Advisor Merger Sub LLC RTL PM Merger Sub LLC Global Net Lease, Inc. Global Net Lease Operating Partnership, L.P. The Necessity Retail REIT, Inc. The Necessity Retail REIT Operating Partnership, L.P. AND AR Global Investments, LLC Global Net Lease Special Limited Partnership,

May 25, 2023 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

May 24, 2023 EX-99.1

Global Net Lease and The Necessity Retail REIT to Merge, Creating Sector-Leading Diversified Net Lease REIT GNL Post-closing Will Be Third Largest Publicly Traded Net Lease REIT with a Global Presence Adopts Enhanced Corporate Governance Practices; I

Exhibit 99.1 Global Net Lease and The Necessity Retail REIT to Merge, Creating Sector-Leading Diversified Net Lease REIT GNL Post-closing Will Be Third Largest Publicly Traded Net Lease REIT with a Global Presence Adopts Enhanced Corporate Governance Practices; Internalization of Management to Support Scaled Platform Approximately $75 Million in Expected Cost Synergies and Internalization Savings

May 24, 2023 EX-99.2

Global Net Lease to Merge with The Necessity Retail REIT Internalize Management Enhances Corporate Governance May 23, 2023 Pictured – McLaren Campus in Woking, U.K.

Exhibit 99.2 Global Net Lease to Merge with The Necessity Retail REIT Internalize Management Enhances Corporate Governance May 23, 2023 Pictured – McLaren Campus in Woking, U.K. FORWARD LOOKING STATEMENTS 1 The statements in this presentation that are not historical facts may be forward - looking statements. These forward - looking statements involve risks and uncertainties that could cause actual

May 24, 2023 425

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): May 23, 2023 The Necessity Retail

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): May 23, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commi

May 24, 2023 EX-99.2

Global Net Lease to Merge with The Necessity Retail REIT Internalize Management Enhances Corporate Governance May 23, 2023 Pictured – McLaren Campus in Woking, U.K.

Exhibit 99.2 Global Net Lease to Merge with The Necessity Retail REIT Internalize Management Enhances Corporate Governance May 23, 2023 Pictured – McLaren Campus in Woking, U.K. FORWARD LOOKING STATEMENTS 1 The statements in this presentation that are not historical facts may be forward - looking statements. These forward - looking statements involve risks and uncertainties that could cause actual

May 24, 2023 EX-99.1

Global Net Lease and The Necessity Retail REIT to Merge, Creating Sector-Leading Diversified Net Lease REIT GNL Post-closing Will Be Third Largest Publicly Traded Net Lease REIT with a Global Presence Adopts Enhanced Corporate Governance Practices; I

Exhibit 99.1 Global Net Lease and The Necessity Retail REIT to Merge, Creating Sector-Leading Diversified Net Lease REIT GNL Post-closing Will Be Third Largest Publicly Traded Net Lease REIT with a Global Presence Adopts Enhanced Corporate Governance Practices; Internalization of Management to Support Scaled Platform Approximately $75 Million in Expected Cost Synergies and Internalization Savings

May 24, 2023 8-K

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): May 23, 2023 The Necessity Retail

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): May 23, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commi

May 24, 2023 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

May 22, 2023 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

May 12, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

May 12, 2023 8-K

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): May 12, 2023 The Necessity Retail

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): May 12, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commi

May 11, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

May 10, 2023 EX-10.1

First Amendment to Amended and Restated Credit Agreement

EX-10.1 2 ex101-firstamendmenttoarcr.htm EX-10.1 FIRST AMENDMENT TO A&R CREDIT FACILITY EXHIBIT 10.1 First Amendment to Amended and Restated Credit Agreement This First Amendment to Amended and Restated Credit Agreement (this “Amendment”) is entered into as of April 17, 2023 (the “First Amendment Effective Date”) among The Necessity Retail REIT Operating Partnership, L.P., a Delaware limited partn

May 10, 2023 8-K

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): May 10, 2023 The Necessity Retail

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): May 10, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commi

May 10, 2023 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

May 10, 2023 8-K

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): May 10, 2023 The Necessity Retail

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): May 10, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commi

May 10, 2023 EX-99.2

The Necessity Retail REIT, Inc. Supplemental Information Quarter ended March 31, 2023 (Unaudited)

EXHIBIT 99.2 The Necessity Retail REIT, Inc. Supplemental Information Quarter ended March 31, 2023 (unaudited) The Necessity Retail REIT, Inc. Supplemental Information Quarter ended March 31, 2023 (Unaudited) Table of Contents Item Page Non-GAAP Definitions 3 Key Metrics 6 Consolidated Balance Sheets 8 Consolidated Statements of Operations 9 Non-GAAP Measures 10 Debt Overview 12 Future Minimum Lea

May 10, 2023 EX-99.1

The Necessity Retail REIT, Inc. (NASDAQ:RTL) Q1 2023 Earnings Conference Call

Exhibit 99.1 The Necessity Retail REIT, Inc. (NASDAQ:RTL) Q1 2023 Earnings Conference Call Executives Michael Weil - President & CEO Jason Doyle - CFO Curtis Parker - Senior Vice President Operator Good morning and welcome to the Necessity Retail REIT, Inc. First Quarter 2023 Earnings Call. [Operator Instructions]. I would now like to turn the conference over to Curtis Parker, Senior Vice Presiden

May 10, 2023 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES FIRST QUARTER 2023 RESULTS Company to Host Investor Webcast and Conference Call at 11:00 AM ET Today

EXHIBIT 99.1 FOR IMMEDIATE RELEASE THE NECESSITY RETAIL REIT ANNOUNCES FIRST QUARTER 2023 RESULTS Company to Host Investor Webcast and Conference Call at 11:00 AM ET Today New York, May 10, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL) (“RTL” or the “Company”), a real estate investment trust focused on acquiring and managing a diversified portfolio of primarily service-oriented and traditio

May 10, 2023 8-K

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): May 10, 2023 The Necessity Retail

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): May 10, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commi

May 10, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0

May 10, 2023 EX-99.1

The Necessity Retail REIT First Quarter 2023 Investor Presentation May 2023

Exhibit 99.1 The Necessity Retail REIT First Quarter 2023 Investor Presentation May 2023 First Quarter 2023 Overview Portfolio Information: (1) Real Estate Investments, at cost $5.0 billion # of Properties 1,039 States (including District of Columbia) 48 Portfolio Occupancy (1) 92.6% Portfolio Executed Plus Leasing Pipeline Occupancy (1) 94.5% (4) Q1’23 Annualized Straight - line Rent (“SLR”) (2)

May 4, 2023 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

May 4, 2023 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

April 26, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

April 26, 2023 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DFAN14A 1 ea177446-dfan14ablackwells.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commissio

April 25, 2023 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DFAN14A 1 ea177212-dfan14ablackwells.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commissio

April 25, 2023 EX-99.1

The Necessity Retail REIT ANNOUNCES OVER $180 MILLION OF COMBINED YEAR-TO-DATE PROPERTY SALES AND DISPOSITION PIPELINE1

Exhibit 99.1 The Necessity Retail REIT ANNOUNCES OVER $180 MILLION OF COMBINED YEAR-TO-DATE PROPERTY SALES AND DISPOSITION PIPELINE1 NEW YORK – April 25, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or the “Company”) announced today that it has completed six property sales for a total of $72.4 million since the beginning of the year, including sales previously announc

April 25, 2023 8-K

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): April 25, 2023 The Necessity Reta

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): April 25, 2023 The Necessity Retail REIT, Inc. (Exact name of registrant as specified in its charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Com

April 24, 2023 EX-99.1

THE NECESSITY RETAIL REIT TO PRESENT AT NAREIT’S REITWEEK 2023

Exhibit 99.1 THE NECESSITY RETAIL REIT TO PRESENT AT NAREIT’S REITWEEK 2023 NEW YORK – April 24, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or the “Company”) announced today that Michael Weil, CEO of RTL, will participate in a fireside chat presentation, moderated by Bryan Maher, Managing Director, B Riley Financial, Inc., at Nareit's REITweek 2023 Investor Conferen

April 24, 2023 8-K

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): April 24, 2023 The Necessity Reta

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): April 24, 2023 The Necessity Retail REIT, Inc. (Exact name of registrant as specified in its charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Com

April 21, 2023 8-K

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): April 21, 2023 The Necessity Reta

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): April 21, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commiss

April 21, 2023 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES NEARLY 1 MILLION SQUARE FEET OF MULTI-TENANT LEASING IN FIRST QUARTER

Exhibit 99.1 THE NECESSITY RETAIL REIT ANNOUNCES NEARLY 1 MILLION SQUARE FEET OF MULTI-TENANT LEASING IN FIRST QUARTER NEW YORK – April 21, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or the “Company”) announced today that it completed 996,000 square feet of multi-tenant leasing activity during the quarter ended March 31, 2023. The Company signed 26 new leases totali

April 20, 2023 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES RELEASE DATE FOR FIRST QUARTER 2023 RESULTS

Exhibit 99.1 THE NECESSITY RETAIL REIT ANNOUNCES RELEASE DATE FOR FIRST QUARTER 2023 RESULTS NEW YORK – April 20, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or the “Company”) announced today it will release its financial results for the first quarter ended March 31, 2023, on Wednesday, May 10, 2023, before the start of trading on the Nasdaq. The Company will host a

April 20, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): April 20, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commiss

April 19, 2023 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

April 19, 2023 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

April 17, 2023 DFRN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

April 10, 2023 DEFA14A

RTL’s Definitive Proxy Statement on Schedule 14A filed with the SEC on April 10, 2023.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

April 10, 2023 DEFC14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ☒ Defi

April 7, 2023 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ☐ Defi

April 7, 2023 DEFC14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A ________________ Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

April 5, 2023 PRRN14A

PRELIMINARY PROXY STATEMENT — SUBJECT TO COMPLETION DATED APRIL 4, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A ________________ Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of

PRELIMINARY PROXY STATEMENT — SUBJECT TO COMPLETION DATED APRIL 4, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 3, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): April 3, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissi

April 3, 2023 EX-99.1

The Necessity Retail REIT Announces Common Stock Dividend

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Common Stock Dividend NEW YORK –April 3, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL”) announced today that it declared quarterly dividends on its outstanding common stock. Specifically, RTL declared a dividend of $0.2125 per share of Class A common stock payable on April 17, 2023, to common stockh

March 27, 2023 8-K

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): March 27, 2023 The Necessity Reta

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): March 27, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commiss

March 27, 2023 EX-99.1

The Necessity Retail REIT Announces Preferred Stock Dividends

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Preferred Stock Dividends NEW YORK – March 27, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL”) announced today that it declared quarterly dividends on its outstanding preferred stock. Specifically, RTL declared a dividend of $0.46875 per share on its 7.50% Series A Cumulative Redeemable Perpetual Pre

March 22, 2023 PREC14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ☐ Defi

February 28, 2023 EX-99.1

The Necessity Retail REIT COMPLETES $70 MILLION Stop & shop disposition

Exhibit 99.1 The Necessity Retail REIT COMPLETES $70 MILLION Stop & shop disposition NEW YORK – February 28, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or the “Company”) announced today that it closed on the sale of four properties leased to Stop & Shop in Massachusetts and Rhode Island for a total of $70 million. “The sale of this portfolio is an example of our com

February 28, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): February 28, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Comm

February 27, 2023 8-K

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): February 27, 2023 The Necessity R

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): February 27, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Comm

February 27, 2023 EX-99.1

THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS

EXHIBIT 99.1 THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS On December 17, 2021, The Necessity Retail REIT, Inc., a Maryland corporation ("RTL" or the "Company”) and its subsidiary, Necessity Retail REIT Partnership, a Delaware limited partnership (the “Operating Partnership”), entered into a definitive purchase and sale agreement (the “PSA”) to acquire, in

February 23, 2023 EX-99.1

The Necessity Retail REIT. (NASDAQ:RTL) Year End & Q4 2022 Earnings Conference Call

Exhibit 99.1 The Necessity Retail REIT. (NASDAQ:RTL) Year End & Q4 2022 Earnings Conference Call Executives Michael Weil - President & CEO Jason Doyle - CFO Curtis Parker - Senior Vice President Operator Good morning and welcome to the Necessity Retail REIT Fourth Quarter and Year-End 2022 Earnings Call. [Operator Instructions]. I would now like to turn the conference over to Curtis Parker, Senior

February 23, 2023 EX-4.14

DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

EX-4.14 2 ex414descriptionofsecuriti.htm EX-4.14 DESCRIPTION OF SECURITIES EXHIBIT 4.14 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a description of securities of The Necessity Retail REIT, Inc. (formerly known as American Finance Trust, Inc.) registered under Section 12 of the Securities Exchange Act of 1934, as

February 23, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUA

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38

February 23, 2023 8-K

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): February 23, 2023 The Necessity R

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): February 23, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (

February 23, 2023 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

February 23, 2023 EX-21.1

Subsidiaries of The Necessity Retail REIT, Inc.

EXHIBIT 21.1 Subsidiaries of The Necessity Retail REIT, Inc. Name Jurisdiction of Formation/Incorporation The Necessity Retail REIT Operating Partnership, L.P. Delaware ARC Retail TRS Holdco, LLC Delaware AFN ABSPROP001, LLC Delaware AFN ABSPROP001-A, LLC Delaware AFN ABSPROP001-B, LLC Delaware AFN ABSPROP002, LLC Delaware AFN ABSPROP002-A, LLC (Formerly ARG BJMBOH001, LLC) Delaware AFN ABSPROP002

February 22, 2023 8-K

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): February 22, 2023 The Necessity R

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): February 22, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (

February 22, 2023 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES FOURTH QUARTER AND FULL YEAR 2022 RESULTS

EX-99.1 2 ex991-rtlearningsrelease12.htm EX-99.1 RTL EARNINGS RELEASE EXHIBIT 99.1 FOR IMMEDIATE RELEASE THE NECESSITY RETAIL REIT ANNOUNCES FOURTH QUARTER AND FULL YEAR 2022 RESULTS New York, February 22, 2023 - The Necessity Retail REIT, Inc.. (Nasdaq: RTL) (“RTL” or the “Company”), a real estate investment trust focused on acquiring and managing a diversified portfolio of primarily service-orie

February 22, 2023 8-K

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): February 22, 2023 The Necessity R

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): February 22, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Comm

February 22, 2023 EX-99.2

The Necessity Retail REIT, Inc. Supplemental Information Quarter Ended December 31, 2022 (Unaudited)

EX-99.2 3 ex992-rtlsupplementalinfor.htm EX-99.2 RTL SUPPLEMENTAL EXHIBIT 99.2 The Necessity Retail REIT, Inc. Supplemental Information Quarter ended December 31, 2022 (unaudited) 1 The Necessity Retail REIT, Inc. Supplemental Information Quarter Ended December 31, 2022 (Unaudited) Table of Contents Item Page Non-GAAP Definitions 3 Key Metrics 6 Consolidated Balance Sheets 8 Consolidated Statement

February 22, 2023 EX-99.1

The Necessity Retail REIT Fourth Quarter 2022 Investor Presentation February 2023

Exhibit 99.1 The Necessity Retail REIT Fourth Quarter 2022 Investor Presentation February 2023 1 The Necessity Retail REIT ® Where America Shops | www.necessityretailreit.com Fourth Quarter 2022 Overview Necessity - Based Retail Focus 54% of portfolio SLR is derived from Necessity - Based retail tenants, which RTL believes are more resilient to e - commerce and economic cycles than Traditional Ret

February 9, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): February 9, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commi

February 9, 2023 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES RELEASE DATE FOR FOURTH QUARTER AND FULL YEAR 2022 RESULTS

Exhibit 99.1 THE NECESSITY RETAIL REIT ANNOUNCES RELEASE DATE FOR FOURTH QUARTER AND FULL YEAR 2022 RESULTS NEW YORK – February 9, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL” or the “Company”) announced today it will release its financial results for the fourth quarter and year ended December 31, 2022 on Wednesday, February 22, 2023 after the close of trading on the

February 9, 2023 SC 13G/A

AFIN / American Finance Trust Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01493-necessityretailreiti.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Necessity Retail REIT Inc. Title of Class of Securities: REIT CUSIP Number: 02607T109 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to desi

January 3, 2023 EX-99.1

The Necessity Retail REIT Announces Common Stock Dividend for First Quarter 2023

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Common Stock Dividend for First Quarter 2023 NEW YORK ? January 3, 2023 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (?RTL?) announced today that it intends to continue to pay dividends on its shares of Class A common stock at an annualized rate of $0.85 per share or $0.2125 per share on a quarterly basis. RTL

January 3, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): January 3, 2023 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commis

December 23, 2022 PRRN14A

PRELIMINARY PROXY STATEMENT — SUBJECT TO COMPLETION DATED DECEMBER 23, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A ________________ Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act

PRELIMINARY PROXY STATEMENT ? SUBJECT TO COMPLETION DATED DECEMBER 23, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 22, 2022 8-K

Other Events

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): December 21, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Comm

December 21, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): December 21, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Comm

December 21, 2022 EX-99.2

The Necessity Retail REIT Announces Series C Preferred Stock Dividends

Exhibit 99.2 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Series C Preferred Stock Dividends NEW YORK ? December 21, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (?RTL?) announced today that it intends to continue to pay dividends on a quarterly basis on its 7.375% Series C Cumulative Redeemable Perpetual Preferred Stock (the ?Series C Preferred Stock?) at an an

December 21, 2022 EX-99.1

The Necessity Retail REIT Expected to COMPLETE OVER $400 MILLION DISPOSITIONS IN 2022, INCLUDING $74 MILLION IN FOURTH QUARTER Leases Over Two Million Square Feet in 2022

Exhibit 99.1 The Necessity Retail REIT Expected to COMPLETE OVER $400 MILLION DISPOSITIONS IN 2022, INCLUDING $74 MILLION IN FOURTH QUARTER Leases Over Two Million Square Feet in 2022 NEW YORK ? December 21, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (?RTL? or the ?Company?) announced today that it has closed on four property sales for $1.6 million and it expects to close

December 21, 2022 EX-99.1

The Necessity Retail REIT Announces Series A Preferred Stock Dividends

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Series A Preferred Stock Dividends NEW YORK ? December 21, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (?RTL?) announced today that it intends to continue to pay dividends on a quarterly basis on its 7.50% Series A Cumulative Redeemable Perpetual Preferred Stock (the ?Series A Preferred Stock?) at an ann

December 21, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): December 21, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Comm

December 19, 2022 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission

December 9, 2022 PREC14A

PRELIMINARY PROXY STATEMENT — SUBJECT TO COMPLETION DATED DECEMBER 9, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A ________________ Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act

PRELIMINARY PROXY STATEMENT ? SUBJECT TO COMPLETION DATED DECEMBER 9, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 8, 2022 EX-99.1

THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS

EXHIBIT 99.1 THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS On December 17, 2021, The Necessity Retail REIT, Inc., a Maryland corporation ("RTL" or the "Company”) and its subsidiary, Necessity Retail REIT Partnership, a Delaware limited partnership (the “Operating Partnership”), entered into a definitive purchase and sale agreement (the “PSA”) to acquire, in

November 8, 2022 8-K

Financial Statements and Exhibits, Other Events

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 7, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (C

November 3, 2022 EX-99.1

The Necessity Retail REIT, Inc. (NASDAQ:RTL) Q3 2022 Earnings Conference Call

Exhibit 99.1 The Necessity Retail REIT, Inc. (NASDAQ:RTL) Q3 2022 Earnings Conference Call Executives Michael Weil - President & CEO Jason Doyle - CFO Curtis Parker - Senior Vice President Operator Good morning and welcome to the Necessity Retail REIT, Inc. Third Quarter 2022 Earnings Call. [Operator Instructions]. I would now like to turn the conference over to Curtis Parker, Senior Vice Presiden

November 3, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 3, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (C

November 3, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

November 2, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 2, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (C

November 2, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 2, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (C

November 2, 2022 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES THIRD QUARTER 2022 RESULTS Leased Over One Million Square Feet in Third Quarter Company to Host Investor Webcast and Conference Call at 11:00 AM ET Tomorrow

EXHIBIT 99.1 FOR IMMEDIATE RELEASE THE NECESSITY RETAIL REIT ANNOUNCES THIRD QUARTER 2022 RESULTS Leased Over One Million Square Feet in Third Quarter Company to Host Investor Webcast and Conference Call at 11:00 AM ET Tomorrow New York, November 2, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL) (?RTL? or the ?Company?), a real estate investment trust focused on acquiring and managing a dive

November 2, 2022 EX-99.1

The Necessity Retail REIT Third Quarter 2022 Investor Presentation November 2022

EX-99.1 2 tm2229316d2ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 The Necessity Retail REIT Third Quarter 2022 Investor Presentation November 2022 1 The Necessity Retail REIT ® Where America Shops | www.necessityretailreit.com Third Quarter 2022 Overview Necessity - Based Retail Focus 55% of portfolio Annualized Straight - Line Rent is derived from Necessity - Based retail tenants that RTL believes to be

November 2, 2022 EX-99.2

The Necessity Retail REIT, Inc. Supplemental Information Quarter ended September 30, 2022 (Unaudited)

EXHIBIT 99.2 The Necessity Retail REIT, Inc. Supplemental Information Quarter ended September 30, 2022 (unaudited) The Necessity Retail REIT, Inc. Supplemental Information Quarter ended September 30, 2022 (Unaudited) Table of Contents Item Page Non-GAAP Definitions 3 Key Metrics 6 Consolidated Balance Sheets 8 Consolidated Statements of Operations 9 Non-GAAP Measures 10 Debt Overview 13 Future Min

October 25, 2022 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

October 6, 2022 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES RELEASE DATE FOR THIRD QUARTER 2022 RESULTS

Exhibit 99.1 THE NECESSITY RETAIL REIT ANNOUNCES RELEASE DATE FOR THIRD QUARTER 2022 RESULTS NEW YORK ? October 6, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (?RTL? or the ?Company?) announced today it will release its financial results for the third quarter ended September 30, 2022 on Wednesday, November 2, 2022 after the close of trading on the Nasdaq. The Company will h

October 6, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): October 6, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commis

October 3, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): October 3, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commis

October 3, 2022 EX-99.1

The Necessity Retail REIT Announces Common Stock Dividend for Fourth Quarter 2022

Exhibit 99.1 The Necessity Retail REIT Announces Common Stock Dividend for Fourth Quarter 2022 NEW YORK, October 3, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) ("RTL") announced today that it intends to continue to pay dividends on its shares of Class A common stock at an annualized rate of $0.85 per share or $0.2125 per share on a quarterly basis. RTL anticipates paying di

September 23, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): September 23, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Com

September 23, 2022 EX-99.1

The Necessity Retail REIT Announces Preferred Stock Dividends

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Preferred Stock Dividends NEW YORK ? September 23, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (?RTL?) announced today that it intends to continue to pay dividends on a quarterly basis on its 7.50% Series A Cumulative Redeemable Perpetual Preferred Stock (the ?Series A Preferred Stock?) at an annualized

August 9, 2022 EX-99.1

CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES

EXHIBIT 99.1 CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES 1 CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES (In thousands) Six Months Ended June 30, 2022 Acquired Properties (1) Total (Unaudited) (Unaudited) Revenues: Revenue from tenants $ 31,998 $ 31,998 Other income 95 95 Total revenues 32,093 32,093 Certain expenses: Property operating expense 11,342 11,3

August 9, 2022 EX-99.2

THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS

EXHIBIT 99.2 THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS On December 17, 2021, The Necessity Retail REIT, Inc., a Maryland corporation ("RTL" or the "Company?) and its subsidiary, Necessity Retail REIT Partnership, a Delaware limited partnership (the ?Operating Partnership?), entered into a definitive purchase and sale agreement (the ?PSA?) to acquire, in

August 9, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): August 9, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commiss

August 9, 2022 8-K

Financial Statements and Exhibits, Other Events

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): August 9, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commiss

August 9, 2022 EX-99.1

The Necessity Retail REIT CEO Michael Weil to Present on Tuesday August 9, 2022 at 3:55p.m. Eastern during the August 9 – 11, 2022 MoneyShow Accredited Investors Virtual Expo

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT CEO Michael Weil to Present on Tuesday August 9, 2022 at 3:55p.m. Eastern during the August 9 ? 11, 2022 MoneyShow Accredited Investors Virtual Expo NEW YORK ? August 9, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (?RTL?) announced today that its CEO Michael Weil will discuss How The Retail Renaissance and The Nec

August 8, 2022 EX-1.1

Amendment No. 3, dated as of August 8, 2022, by and among The Necessity Retail REIT, Inc., The Necessity Retail REIT Operating Partnership, L.P. and BMO Capital Markets Corp., B. Riley Securities, Inc., Capital One Securities, Inc., Comerica Securities, Inc., Credit Suisse Securities (USA) LLC, JMP Securities LLC, KeyBanc Capital Markets Inc., Ladenburg Thalmann & Co. Inc., SG Americas Securities, LLC , Synovus Securities, Inc. and Truist Securities, Inc. (Class A Common Stock)

EX-1.1 2 tm2222363d3ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 THE NECESSITY RETAIL REIT, INC. AMENDMENT NO. 3 TO EQUITY DISTRIBUTION AGREEMENT August 8, 2022 BMO Capital Markets Corp. JMP Securities LLC 3 Times Square 600 Montgomery Street, Suite 1100 New York, New York 10036 San Francisco, California 94111 B. Riley Securities, Inc. 299 Park Avenue, 21st Floor New York, New York 10171 KeyBanc Capital Mark

August 8, 2022 424B3

The Necessity Retail REIT, Inc. Up to $450,000,000 of Shares of Class A Common Stock

?Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-258562 Supplement dated August 8, 2022 (To Prospectus Supplement dated August 6, 2021 To Prospectus dated August 6, 2021) The Necessity Retail REIT, Inc. Up to $450,000,000 of Shares of Class A Common Stock This supplement (this ?Supplement?) supplements the prospectus supplement, dated August 6, 2021 (the ?Prospectus Supplement?), providing

August 8, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): August 8, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commiss

August 4, 2022 EX-10.3

Ninth Amendment to Agreement of Purchase and Sale, dated July 26, 2022, by and between the Sellers identified therein and The Necessity Retail REIT Operating Partnership, L.P. (incorporated herein by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 filed on August 4, 2022).

EXHIBIT 10.3 NINTH AMENDMENT TO AGREEMENT OF PURCHASE AND SALE This Ninth Amendment to Agreement of Purchase and Sale dated July , 2022 (this ?Amendment?) amends that certain Agreement of Purchase and Sale dated December 17, 2021, as amended by that certain First Amendment to Agreement of Purchase and Sale dated January 3, 2022, as further amended by that certain Second Amendment to Agreement of P

August 4, 2022 EX-10.2

Eighth Amendment to Agreement of Purchase and Sale, dated March 9, 2022, by and between the Sellers identified therein and The Necessity Retail REIT Operating Partnership, L.P. (incorporated herein by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 filed on Augus 4, 2022).

EXHIBIT 10.2 EIGHTH AMENDMENT TO AGREEMENT OF PURCHASE AND SALE This Eighth Amendment to Agreement of Purchase and Sale dated March 9, 2022 (this ?Amendment?) amends that certain Agreement of Purchase and Sale dated December 17, 2021, as amended by that certain First Amendment to Agreement of Purchase and Sale dated January 3, 2022, as further amended by that certain Second Amendment to Agreement

August 4, 2022 EX-99.1

The Necessity Retail REIT, Inc. (NASDAQ:RTL) Q2 2022 Earnings Conference Call

Exhibit 99.1 The Necessity Retail REIT, Inc. (NASDAQ:RTL) Q2 2022 Earnings Conference Call Executives Michael Weil - President & CEO Jason Doyle - CFO Louisa Quarto - Executive Vice President Operator Good morning and welcome to the Necessity Retail REIT, Inc. Second Quarter 2022 Earnings Call. [Operator Instructions]. I would now like to turn the conference over to Louisa Quarto, Executive Vice P

August 4, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): August 4, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commiss

August 4, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00

August 3, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): August 3, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commiss

August 3, 2022 EX-99.1

The Necessity Retail REIT Second Quarter 2022 Investor Presentation August 2022

Exhibit 99.1 The Necessity Retail REIT Second Quarter 2022 Investor Presentation August 2022 1 The Necessity Retail REIT ? Where America Shops | www.necessityretailreit.com RTL Q2?22 Overview ( Necessity Based Retail Focus 55% of portfolio Annualized Straight Line Rent is derived from Necessity Based retail tenants that RTL believes to be more resilient to e commerce and economic cycles than Tradi

August 3, 2022 EX-99.2

The Necessity Retail REIT, Inc. Supplemental Information Quarter ended June 30, 2022 (Unaudited)

EXHIBIT 99.2 The Necessity Retail REIT, Inc. Supplemental Information Quarter ended June 30, 2022 (unaudited) The Necessity Retail REIT, Inc. Supplemental Information Quarter ended June 30, 2022 (Unaudited) Table of Contents Item Page Non-GAAP Definitions 3 Key Metrics 6 Consolidated Balance Sheets 8 Consolidated Statements of Operations 9 Non-GAAP Measures 10 Debt Overview 13 Future Minimum Lease

August 3, 2022 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES SECOND QUARTER 2022 RESULTS Company to Host Investor Webcast and Conference Call at 11:00 AM ET Tomorrow

EXHIBIT 99.1 FOR IMMEDIATE RELEASE THE NECESSITY RETAIL REIT ANNOUNCES SECOND QUARTER 2022 RESULTS Company to Host Investor Webcast and Conference Call at 11:00 AM ET Tomorrow New York, August 3, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL) (?RTL? or the ?Company?), a real estate investment trust focused on acquiring and managing a diversified portfolio of primarily service-oriented and tr

August 3, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 3, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Com

July 19, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): July 18, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissi

July 19, 2022 EX-3.1

Amendment to Fifth Amended and Restated Bylaws of The Necessity Retail REIT, Inc.

Exhibit 3.1 THE NECESSITY RETAIL REIT, INC. AMENDMENT NO. 1 TO FIFTH AMENDED AND RESTATED BYLAWS The Fifth Amended and Restated Bylaws (the ?Bylaws?), of The Necessity Retail REIT, Inc. a Maryland corporation, are hereby amended as follows: 1. ARTICLE III, Section 2. is deleted in its entirety and replaced with the following: Section 2. NUMBER, TENURE, QUALIFICATION AND RESIGNATION. A majority of

July 13, 2022 EX-99.1

The Necessity Retail REIT CEO Michael Weil Participates in Video Interview and Fireside Chat Presentation during Nareit’s REITweek 2022 Investor Conference

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT CEO Michael Weil Participates in Video Interview and Fireside Chat Presentation during Nareit’s REITweek 2022 Investor Conference NEW YORK – July 13, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL”) announced today that Michael Weil, its CEO, was featured in a video interview conducted during Nareit’s REITweek

July 13, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): July 13, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissi

July 11, 2022 EX-99.2

THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS

EXHIBIT 99.2 THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS On December 17, 2021, The Necessity Retail REIT, Inc., a Maryland corporation ("RTL" or the "Company?) and its subsidiary, Necessity Retail REIT Partnership, a Delaware limited partnership (the ?Operating Partnership?), entered into a definitive purchase and sale agreement (the ?PSA?) to acquire, in

July 11, 2022 EX-99.3

THE NECESSITY RETAIL REIT completes $1.3 BILLION OPEN-AIR SHOPPING CENTER ACQUISITION, CREATING PURE-PLAY RETAIL FOCUSED PORTFOLIO 93 Properties Closed Year-to-Date, Growing Necessity Retail Portfolio to $5.3 Billion of Real Estate Grocery-Anchored C

Exhibit 99.3 THE NECESSITY RETAIL REIT completes $1.3 BILLION OPEN-AIR SHOPPING CENTER ACQUISITION, CREATING PURE-PLAY RETAIL FOCUSED PORTFOLIO 93 Properties Closed Year-to-Date, Growing Necessity Retail Portfolio to $5.3 Billion of Real Estate Grocery-Anchored Centers Grow to 22%1 of Multi-Tenant Portfolio, 57% of Straight-Line Rent1 Derived From Properties in Sunbelt States NEW YORK ? July 11, 2

July 11, 2022 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events

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): July 7, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

July 11, 2022 EX-99.1

CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES (In thousands)

EXHIBIT 99.1 CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES (In thousands) Three Months Ended March 31, 2022 Acquired Properties (1) Total (Unaudited) (Unaudited) Revenues: Revenue from tenants $ 25,513 $ 25,513 Other income 51 51 Total revenues 25,564 25,564 Certain expenses: Property operating expense 9,639 9,63

July 7, 2022 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES RELEASE DATE FOR SECOND QUARTER 2022 RESULTS

Exhibit 99.1 THE NECESSITY RETAIL REIT ANNOUNCES RELEASE DATE FOR SECOND QUARTER 2022 RESULTS NEW YORK ? July 7, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (?RTL? or the ?Company?) announced today it will release its financial results for the second quarter ended June 30, 2022 on Wednesday, August 3, 2022 after the close of trading on the Nasdaq. The Company will host a co

July 7, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): July 7, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

July 1, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): July 1, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

July 1, 2022 EX-99.1

The Necessity Retail REIT Announces Common Stock Dividend for Third Quarter 2022

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Common Stock Dividend for Third Quarter 2022 NEW YORK ? July 1, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (?RTL?) announced today that it intends to continue to pay dividends on its shares of Class A common stock at an annualized rate of $0.85 per share or $0.2125 per share on a quarterly basis. RTL an

June 24, 2022 8-K/A

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 25, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commi

June 24, 2022 EX-99.2

THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS

EXHIBIT 99.2 THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS On December 17, 2021, The Necessity Retail REIT, Inc., a Maryland corporation ("RTL" or the "Company?) and its subsidiary, Necessity Retail REIT Partnership, a Delaware limited partnership (the ?Operating Partnership?), entered into a definitive purchase and sale agreement (the ?PSA?) to acquire, in

June 24, 2022 EX-99.1

CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES (In thousands)

EX-99.1 3 tm2219004d1ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 INDEPENDENT AUDITORS’ REPORT To the Board of Directors and Stockholders of The Necessity Retail REIT, Inc.: Opinion We have audited the accompanying Combined Statement of Revenues and Certain Expenses of the portfolio of 81 properties (the “CIM Portfolio”) for the year ended December 31, 2021, and the related notes (the “Combined Statement

June 23, 2022 EX-99.1

The Necessity Retail REIT Announces Preferred Stock Dividends

EX-99.1 2 tm2218584d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT Announces Preferred Stock Dividends NEW YORK – June 23, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL”) announced today that it intends to continue to pay dividends on a quarterly basis on its 7.50% Series A Cumulative Redeemable Perpetual Preferred Stock (the “Seri

June 23, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): June 23, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissi

June 21, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): June 20, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissi

June 21, 2022 EX-99.1

The Necessity Retail REIT CEO Michael Weil to Present on Wednesday June 22, 2022 at 2:40p.m. eastern during the March 22nd – 24th MoneyShow Virtual Expo

EX-99.1 2 tm2218833d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT CEO Michael Weil to Present on Wednesday June 22, 2022 at 2:40p.m. eastern during the March 22nd – 24th MoneyShow Virtual Expo NEW YORK – June 20, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL”) announced today that its CEO, Michael Weil will discuss The Retail Rena

June 9, 2022 EX-99.1

Jason Slear, EVP of The Necessity Retail, Discusses the Value of Resilient Retail in Interviews with GlobeSt and Shopping Center Business during ICSC Las Vegas 2022

Exhibit 99.1 FOR IMMEDIATE RELEASE Jason Slear, EVP of The Necessity Retail, Discusses the Value of Resilient Retail in Interviews with GlobeSt and Shopping Center Business during ICSC Las Vegas 2022 NEW YORK ? June 9, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (?RTL?) announced today that Jason Slear, Executive Vice President of Acquisitions and Dispositions, was featured

June 9, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): June 9, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

June 2, 2022 EX-99.1

THE NECESSITY RETAIL REIT TO PRESENT AT NAREIT’S REITWEEK 2022

Exhibit 99.1 THE NECESSITY RETAIL REIT TO PRESENT AT NAREIT?S REITWEEK 2022 NEW YORK ? June 2, 2022 ? The Necessity Retail REIT, Inc. (Nasdaq: RTL) (?RTL? or the ?Company?) announced today that Michael Weil, CEO of RTL, will participate in a fireside chat presentation, moderated by Bryan Maher, Managing Director, B Riley Financial, Inc., at Nareit?s REITweek 2022 Investor Conference on Wednesday,

June 2, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): June 2, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

May 31, 2022 EX-99.1

THE NECESSITY RETAIL REIT CLOSES ON THE PLANT IN SAN JOSE, CA FOR $175 MILLION AS PART OF THE PREVIOUSLY ANNOUNCED $1.3 BILLION OPEN-AIR SHOPPING CENTER ACQUISITION - 80 Properties Closed Year-to-Date for $1.2 Billion - - Final $65 Million Property E

EX-99.1 2 tm2216843d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 THE NECESSITY RETAIL REIT CLOSES ON THE PLANT IN SAN JOSE, CA FOR $175 MILLION AS PART OF THE PREVIOUSLY ANNOUNCED $1.3 BILLION OPEN-AIR SHOPPING CENTER ACQUISITION - 80 Properties Closed Year-to-Date for $1.2 Billion - - Final $65 Million Property Expected to Close Upon Completion of Loan Assumption - NEW YORK – May 31, 2022 – The Necessit

May 31, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 31, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

May 27, 2022 EX-99.1

CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES

EXHIBIT 99.1 CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES 1 CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES (In thousands) Three Months Ended March 31, 2022 Acquired Properties (1) Property To Be Acquired (2) Total (Unaudited) (Unaudited) (Unaudited) Revenues: Revenue from tenants $ 23,922 $ 1,591 $ 25,513 Other income 5 46 51 Total revenues 23,927 1,637 25,5

May 27, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events

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): May 26, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

May 27, 2022 EX-99.2

THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS

EXHIBIT 99.2 THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS On December 17, 2021, The Necessity Retail REIT, Inc., a Maryland corporation ("RTL" or the "Company?) and its subsidiary, Necessity Retail REIT Partnership, a Delaware limited partnership (the ?Operating Partnership?), entered into a definitive purchase and sale agreement (the ?PSA?) to acquire, in

May 24, 2022 EX-99.2

THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS

EXHIBIT 99.2 THE NECESSITY RETAIL REIT, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS On December 17, 2021, The Necessity Retail REIT, Inc., a Maryland corporation ("RTL" or the "Company?) and its subsidiary, Necessity Retail REIT Partnership, a Delaware limited partnership (the ?Operating Partnership?), entered into a definitive purchase and sale agreement (the ?PSA?) to acquire, in

May 24, 2022 EX-99.1

CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES

EX-99.1 2 tm2216133d1ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES 1 CIM PORTFOLIO COMBINED STATEMENT OF REVENUES AND CERTAIN EXPENSES (In thousands) Three Months Ended March 31, 2022 Acquired Properties(1) Properties To Be Acquired(2) Total (Unaudited) (Unaudited) (Unaudited) Revenues: Revenue from tenants $ 19,417 $ 6,096 $ 25,513 Other in

May 24, 2022 8-K

Financial Statements and Exhibits, Other Events

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): May 23, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

May 12, 2022 EX-99.1

The Necessity Retail REIT CEO Michael Weil Discusses the Retail Renaissance with GlobeSt

EX-99.1 2 tm2215086d2ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT CEO Michael Weil Discusses the Retail Renaissance with GlobeSt NEW YORK – May 12, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (“RTL”) announced today that Michael Weil, its CEO, was featured in a GlobeSt article focused on the current state of the retail real estate mar

May 12, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 12, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

May 10, 2022 EX-99.1

The Necessity Retail REIT CEO Michael Weil Discusses with Shopping Center Business how RTL’s Retail Portfolio Meets the Needs of Today’s Consumer

Exhibit 99.1 FOR IMMEDIATE RELEASE The Necessity Retail REIT CEO Michael Weil Discusses with Shopping Center Business how RTL?s Retail Portfolio Meets the Needs of Today?s Consumer NEW YORK ? May 10, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL/ RTLPP / RTLPO) (?RTL?) announced today that Michael Weil, its CEO, was featured in a Shopping Center Business article focused on the shopping habit

May 10, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 10, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commissio

May 5, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0

May 5, 2022 EX-99.1

1

Exhibit 99.1 The Necessity Retail REIT, Inc. (NASDAQ:RTL) Q1 2022 Earnings Conference Call Executives Michael Weil - President & CEO Jason Doyle - CFO Louisa Quarto - Executive Vice President Operator Good morning and welcome to the Necessity Retail REIT, Inc. First Quarter 2022 Earnings Call. [Operator Instructions]. I would now like to turn the conference over to Louisa Quarto, Executive Vice Pr

May 5, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 5, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commission

May 4, 2022 EX-99.1

THE NECESSITY RETAIL REIT ANNOUNCES FIRST QUARTER 2022 RESULTS Company to Host Investor Conference Call at 11:00 AM ET Tomorrow

EXHIBIT 99.1 FOR IMMEDIATE RELEASE THE NECESSITY RETAIL REIT ANNOUNCES FIRST QUARTER 2022 RESULTS Company to Host Investor Conference Call at 11:00 AM ET Tomorrow New York, May 4, 2022 - The Necessity Retail REIT, Inc. (Nasdaq: RTL) (?RTL? or the ?Company?), a real estate investment trust focused on acquiring and managing a diversified portfolio of primarily service-oriented and traditional retail

May 4, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 4, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commission

May 4, 2022 EX-99.2

The Necessity Retail REIT, Inc. Supplemental Information Quarter ended March 31, 2022 (Unaudited)

EXHIBIT 99.2 The Necessity Retail REIT, Inc. Supplemental Information Quarter ended March 31, 2022 (unaudited) The Necessity Retail REIT, Inc. Supplemental Information Quarter ended March 31, 2022 (Unaudited) Table of Contents Item Page Non-GAAP Definitions 3 Key Metrics 6 Consolidated Balance Sheets 8 Consolidated Statements of Operations 9 Non-GAAP Measures 10 Debt Overview 12 Future Minimum Lea

May 4, 2022 EX-99.1

The Necessity Retail REIT First Quarter 2022 Investor Presentation May 2022

EX-99.1 2 tm2214328d199-1.htm EXHIBIT 99.1 Exhibit 99.1 The Necessity Retail REIT First Quarter 2022 Investor Presentation May 2022 1 The Necessity Retail REIT ® Where America Shops | www.necessityretailreit.com RTL Q1’22 Overview Necessity - Based Retail Focus 63% of portfolio Annualized Straight - Line Rent is derived from Necessity - Based retail tenants that RTL believes to be more resilient t

May 4, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 4, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commission

May 2, 2022 EX-99.1

THE NECESSITY RETAIL REIT CLOSES ON 23 PROPERTIES, REPRESENTING $278 MILLION OF THE PREVIOUSLY ANNOUNCED $1.3 BILLION OPEN-AIR SHOPPING CENTER ACQUISITION - 79 Properties Acquired Year-to-Date for $1.1 Billion - - Two Properties Representing Approxim

EX-99.1 2 tm2214145d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 THE NECESSITY RETAIL REIT CLOSES ON 23 PROPERTIES, REPRESENTING $278 MILLION OF THE PREVIOUSLY ANNOUNCED $1.3 BILLION OPEN-AIR SHOPPING CENTER ACQUISITION - 79 Properties Acquired Year-to-Date for $1.1 Billion - - Two Properties Representing Approximately $200 Million Expected to Close Upon Completion of Loan Assumptions by End of Second Qu

May 2, 2022 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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): April 29, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commiss

April 25, 2022 EX-10.10

Form of Property Management Agreement by and between Necessity Retail Properties, LLC and certain subsidiaries of The Necessity Retail REIT Operating Partnership, L.P. (incorporated herein by reference to Exhibit 10.10 to the Current Report on Form 8-K filed on April 25, 2022).

PROPERTY MANAGEMENT AGREEMENT by and between NECESSITY RETAIL PROPERTIES, LLC (f/k/a AMERICAN FINANCE PROPERTIES, LLC) and [REPLACEMENT BORROWER NAME] PROPERTY MANAGEMENT AGREEMENT THIS PROPERTY MANAGEMENT AGREEMENT is made as of [ , 2022] (the ?Property Management Agreement?) by and between [REPLACEMENT BORROWER NAME], a Delaware limited liability company (the ?Company?) and NECESSITY RETAIL PROPERTIES, LLC (f/k/a American Finance Properties, LLC), a Delaware limited liability company (the ?Property Manager?).

April 25, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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): April 22, 2022 The Necessity Retail REIT, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 001-38597 90-0929989 (State or other jurisdiction of incorporation) (Commiss

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