UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
Information to be Included in Statements Filed Pursuant
to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed
Pursuant to § 240.13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)*
New York REIT Liquidating LLC**
(Name of Issuer)
Units of Common Membership Interest**
(Title of Class of Securities)
64ESC1997**
(CUSIP Number)
December 31, 2020
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| ** | The Issuer referred to above is the successor issuer to New York REIT, Inc. (the “Predecessor”). The Predecessor converted from a Maryland corporation to a Delaware limited liability company effective November 7, 2018, at which time each share of the Predecessor’s common stock was converted into one unit of common membership interest in the Issuer. |
The following is the Predecessor’s information that was referred to in the initial Schedule 13G of the Reporting Person as of December 31, 2017 that was filed with the United States Securities and Exchange Commission on February 15, 2018:
Name of Issuer: New York REIT, Inc.
Title of Class of Securities: Common Stock
CUSIP Number: 64976L109
| CUSIP No. 64ESC1997 | Schedule 13G | Page 1 of 5 |
| 1 | Names of Reporting Persons
Pacific Investment Management Company LLC | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a)
(a) ☐ (b) ☒ | |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizen or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
| 5 | Sole Voting Power
1,645,000 | ||||
| 6 | Shared Voting Power
0 | |||||
| 7 | Sole Dispositive Power
1,645,000 | |||||
| 8 | Shared Dispositive Power
0 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,645,000 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of a Class Represented by Amount in Row 9
9.8% | |||||
| 12 | Type of Reporting Person
IA, OO | |||||
| CUSIP No. 64ESC1997 | Schedule 13G | Page 2 of 5 |
| ITEM 1. | (a) | Name of Issuer: |
New York REIT Liquidating LLC (the “Issuer”).
| (b) | Address of Issuer’s Principal Executive Offices: |
7 Bulfinch Place, Suite 500
Boston, MA 02114
| ITEM 2. | (a) | Name of Person Filing: |
Pacific Investment Management Company LLC (“PIMCO”).
| (b) | Address or Principal Business Office: |
650 Newport Center Drive,
Newport Beach, CA 92660
| (c) | Citizenship: |
PIMCO is organized under the laws of the state of Delaware.
| (d) | Title of Class of Securities: |
Units of Common Membership Interest (“Units”).
| (e) | CUSIP Number: |
64ESC1997
| ITEM 3. |
Not applicable.
| ITEM 4. | Ownership. |
The ownership information below represents beneficial ownership of Units as of the date hereof, based upon 16,791,769 Units outstanding as of November 1, 2020 based on the Issuer’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission on November 4, 2020.
| (a) | Amount beneficially owned: |
1,645,000
| (b) | Percent of Class: |
9.8%
| CUSIP No. 64ESC1997 | Schedule 13G | Page 3 of 5 |
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote: 1,645,000 |
| (ii) | Shared power to vote or to direct the vote: 0 |
| (iii) | Sole power to dispose or to direct the disposition of: 1,645,000 |
| (iv) | Shared power to dispose or to direct the disposition of: 0 |
The securities reported in this Schedule 13G are held by investment advisory clients or discretionary accounts of which PIMCO is the investment manager. When an investment management contract (including a sub-advisory agreement) delegates to PIMCO investment discretion or voting power over the securities held in the investment advisory accounts that are subject to that agreement, PIMCO considers the agreement to grant it sole investment discretion or voting authority, as the case may be, unless the agreement specifies otherwise. Accordingly, PIMCO reports on Schedule 13G that it has sole investment discretion and voting authority over the securities covered by any such investment management agreement and may be deemed to beneficially own the securities held by its clients or accounts within the meaning of rule 13d-3 under the Act.
In accordance with SEC Release No. 34-39538 (January 12, 1998), this Schedule 13G reports the securities beneficially owned or deemed to be beneficially owned by PIMCO. It does not include securities, if any, beneficially owned by PIMCO’s affiliates, whose ownership of securities is disaggregated from that of PIMCO in accordance with that release. PIMCO also disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein.
| ITEM 5. | Ownership of Five Percent or Less of a Class. |
Not applicable.
| ITEM 6. | Ownership of More than Five Percent on Behalf of Another Person. |
TOBI XXX LLC, a private investment vehicle for which PIMCO is the investment manager, has an interest in 929,779 Units of these securities, which represents 5.5% of the class, and holds such securities for the benefit of its investors. TOBI XXX LLC holds these securities in its investment advisory account managed by PIMCO and has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the securities reported herein.
| ITEM 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. |
Not applicable.
| ITEM 8. | Identification and Classification of Members of the Group. |
Not applicable.
| CUSIP No. 64ESC1997 | Schedule 13G | Page 4 of 5 |
| ITEM 9. | Notice of Dissolution of Group. |
Not applicable.
| ITEM 10. | Certification. |
Not applicable.
| CUSIP No. 64ESC1997 | Schedule 13G | Page 5 of 5 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 11, 2021
| Pacific Investment Management Company LLC | ||
| By: | /s/ Jason Nagler | |
| Name: | Jason Nagler | |
| Title: | Senior Vice President | |
