Phillips Edison & Company Inc. Watch

from 425 55 pages Agreement and Plan of Merger by and Among Phillips Edison & Company, Inc., Phillips Edison Grocery Center Operating Partnership I, L.P., REIT Merger Sub, LLC, and Phillips Edison Grocery Center REIT III, Inc., Dated as of September 3, 2019

from 10-K 5 pages Whereas, the Parties Hereto Are Parties to That Certain Contribution Agreement Dated as of May 18, 2017, as Amended by That Certain Amendment to Contribution Agreement Dated as of October 4, 2017 (The “Agreement”), Relating, Inter Alia, to the Contribution to the Operating Partnership by the Contributors of Certain Interests and Assets as Set Forth in the Agreement; and Whereas, the Parties Hereto Now Desire to Amend the Agreement in the Manner Hereinafter Set Forth Herein. Now Therefore, in Consideration of the Mutual Promises, Covenants and Agreements Set Forth Herein, and Other Good and Valuable Consideration, the Receipt and Sufficiency of Which Are Hereby Acknowledged, the Parties Hereto Agree as Follows: 1. Amendment of Section 1.06. Section 1.06(a)(ii) of the Agreement Is Hereby Deleted in Its Entirety and Replaced With the Following: “(II) Liquidity Event Earn-Out. (A) the Contributors Shall Earn Contingent Consideration in Connection With the Liquidity Event Earn-Out (The “Liquidity Event Earn-Out Unit Amount”) as Follows: (1) if Pegc I Achieves a Liquidity Event Prior to December 31, 2021, Then the Contributors Shall Earn, Subject to the Contingent Consideration Cap, a Liquidity Event Earn-Out Unit Amount Equal To: A. Five Million (5,000,000) Op Units, if the Liquidity Event Involves a Liquidity Event Price Per Share Greater Than or Equal to Eleven Dollars and Twenty Cents ($11.20);

from 8-K 98 pages Agreement and Plan of Merger by and Among Phillips Edison & Company, Inc., Phillips Edison Grocery Center Operating Partnership I, L.P., REIT Merger Sub, LLC, Op Merger Sub, LLC, Op Merger Sub 2, LLC, Phillips Edison Grocery Center REIT II, Inc., and Phillips Edison Grocery Center Operating Partnership II, L.P. Dated as of July 17, 2018

from 425 98 pages Agreement and Plan of Merger by and Among Phillips Edison & Company, Inc., Phillips Edison Grocery Center Operating Partnership I, L.P., REIT Merger Sub, LLC, Op Merger Sub, LLC, Op Merger Sub 2, LLC, Phillips Edison Grocery Center REIT II, Inc., and Phillips Edison Grocery Center Operating Partnership II, L.P. Dated as of July 17, 2018

from 425 98 pages Agreement and Plan of Merger by and Among Phillips Edison & Company, Inc., Phillips Edison Grocery Center Operating Partnership I, L.P., REIT Merger Sub, LLC, Op Merger Sub, LLC, Op Merger Sub 2, LLC, Phillips Edison Grocery Center REIT II, Inc., and Phillips Edison Grocery Center Operating Partnership II, L.P. Dated as of July 17, 2018

from DEFA14A 325 pages Contribution Agreement by and Among

from 8-K 325 pages Contribution Agreement by and Among