In the Matter of Vereit, Inc.
Admin. Proc. File No. 3-19831
On June 23, 2020, the Commission instituted and simultaneously settled a cease-and-desist proceeding (the “Order”) against Vereit, Inc. (f/k/a American Realty Capital Properties, Inc.) (the “Company” or the “Respondent”). In the Order, the Commission found that from at least May 2014 until the Company’s initial disclosure on October 29, 2014, the Company, acting through its then Chief Financial Officer, Brian S. Block, and its then Chief Accounting Officer, Lisa McAlister, falsely reported and manipulated the Company’s Adjusted Funds from Operations, a key non-GAAP performance metric relied on by management, investors, and analysts to assess the Company’s financial performance. In the Order, the Commission ordered the Respondent to pay an $8,000,000 civil money penalty to the Commission. The Commission also created a Fair Fund (the “Fair Fund”), pursuant to Section 308(a) of the Sarbanes-Oxley Act of 2002, so the penalty collected could be distributed to investors harmed by the Respondent’s conduct described in the Order. See the Commission’s Order: Release No. 33-10793.
The Fair Fund is comprised of the $8,000,000 paid by the Respondent and has been deposited into an interest-bearing account at the U.S. Treasury’s Bureau of Fiscal Service. All interest will accrue for the benefit of the Fair Fund.
On August 28, 2020, the Commission appointed Miller Kaplan Arase LLP as the Tax Administrator to fulfil the tax obligations of the Fair Fund.
On September 4, 2020, the Commission issued an order extending the time for the Division of Enforcement to propose a plan of distribution for the Fair Fund until March 31, 2021.
For more information, please contact the Commission:
Office of Distributions