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FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the - PDF document

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 November 6, 2018 (Date of earliest event reported) GRIFFIN INDUSTRIAL


  1. 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 November 6, 2018 (Date of earliest event reported) GRIFFIN INDUSTRIAL REALTY, INC. (Exact name of registrant as specified in charter) Delaware 1-12879 06-0868496 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 641 Lexington Avenue, New York, New York 10022 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code (212) 218-7910 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-49(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

  2. Item 7.01 Regulation FD Disclosure On November 6 , 2018, Griffin Industrial Realty, Inc. (“Griffin” or the “Registrant”) updated its investor presentation (“Investor Presentation as of November 2018”) that was previously provided at its Annual Meeting of Stockholders on May 15, 2018. A copy of the Investor Presentation as of November 2018 is furnished as Exhibit 99.1 to this Current Report on Form 8 K. Item 9.01. Financial Statements and Exhibits Exhibit 99.1: Griffin’s Investor Presentation as of November 2018 (attached hereto). SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GRIFFIN INDUSTRIAL REALTY, INC. By: /s/Anthony J. Galici Anthony J. Galici Vice President, Chief Financial Officer and Secretary Dated: November 6, 2018

  3. Exhibit 99.1 INVESTOR PRESENTATION NOVEMBER 2018 1

  4. Forward-Looking Statements This presentation (the “Presentation”) contains forward -looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. For this purpose, any statements contained in this Presentation that relate to future events or conditions including, without limitation, the statements regarding site work for and construction of additional buildings, Griffin’s plan not to add to its office/flex portfolio, closing of land transactions currently under ag reement, acquisition and growth strategy as disclosed herein, growing cash flow and increasing stockholder value, approvals for future developments on Gr iffin’s land, monetization of land holdings, anticipated impact of the U.S. tax reform, changes in certain expenses, potential impact of increased interest rates on future borrowings, industry prospects, offerings that may be made pursuant to an “at -the- market” equity distribution pr ogram and related impact and use of proceeds, or Griffin’s plans, intentions, expectations, or prospective results of operations or fin ancial position, may be deemed to be forward- looking statements. Without limiting the foregoing, the words “believes,” “anticipates,” “plans,” “expects” and similar expressions are intended to identify forward-looking statements. Such forward- looking statements represent management’s current expectations and are inherently uncertain. There are a number of important factors that could materially impact the value of Griffin’s com mon stock or cause actual results to differ materially from those indicated by such forward-looking statements. Such factors are described in Griff in’s Securities and Exchange Commission filings, including the “Business,” “Risk Factors” and “Forward - Looking Information” sections in Griffin’s An nual Report on Form 10-K for the fiscal year ended November 30, 2017. Although Griffin believes that its plans, intentions and expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such plans, intentions or expectations will be achieved. The projected information disclosed in this Presentation is based on assumptions and estimates that, while considered reasonable by Griffin as of the date hereof, are inherently subject to significant business, economic, competitive and regulatory uncertainties and contingencies, many of which are beyond the control of Griffin and which could cause actual results and events to differ materially from those expressed or implied in the forward- looking statements. Griffin disclaims any obligation to update any forward-looking statements in this Presentation as a result of developments occurring after the date of this Presentation except as required by law. 2

  5. WHO IS GRIFFIN? Griffin acquires, develops, and manages industrial real estate properties in select infill, emerging and regional markets Focus on smaller light industrial/warehouse buildings (100,000 to 400,000 square feet) Converts its undeveloped land into income producing properties Publicly traded since the 1997 spin-off with a corporate history dating back to 1906 Enterprise value of approximately $297 million* * Based on stock price as of October 31, 2018 and balance sheet data as of August 31, 2018. See page 24 for calculation. 3

  6. CURRENT PORTFOLIO 4,078,000 Square Feet INDUSTRIAL/WAREHOUSE PROPERTIES (25 buildings) 37 Buildings Total Square Feet 3,645,000 % of Portfolio 89% Average Building Size (sf) 146,000 277,000 Average Lease Size (sf) 82,000 Wtd. Avg. Remaining Lease Term 4.9 years 433,000 Wtd. Avg. Building Age 8.9 years OFFICE/FLEX PROPERTIES (12 buildings) Total Square Feet 433,000 1,316,000 % of Portfolio 11% Average Building Size (sf) 36,000 2,052,000 UNDEVELOPED LAND HOLDINGS Book Value Acres $MM Master-Planned Industrial/Warehouse 249 $6.6 Significant Commerical/Mixed Use 314 1.6 Under Sale Agreement for Solar Project 280 0.2 Entitled Residential 296 9.6 Office/Flex CT Industrial CT Nursery Land for Lease 1,736 1.7 Industrial PA Industrial NC Other Land Holdings 977 2.9 Total 3,852 $22.6 Data as of October 31, 2018 4

  7. HARTFORD, CT CT INDUSTRIAL MARKET Strategic Location (2) • 1/3 of the US population within a one-day drive. Nearly 24 million people within a 2 hour drive • Major connectivity to New England and Middle Atlantic (PA, NY and south). NYC and Boston 2 hours away • I-91/I-84 with easy access to I-90 and I-95 • Bradley International Airport / Foreign Trade Zone Solid Demographics/Corporate Base • Highly educated and productive workforce (2) • Major corporate presence – United Technologies, Aetna, The Hartford, Travelers, United Healthcare, ESPN, Eversource, Cigna, Voya Financial, Stanley Black & Decker Compelling industrial/warehouse market dynamics • Well-located for local and regional distribution Hartford Industrial Market (1) • Supply constrained – densely populated, difficult entitlements (NIMBY), limited industrial land sites • 74.6 MM SF of industrial/warehouse space • Major Users: C&S Wholesale, Amazon, Dollar Tree, TJX, • 8.3% vacancy rate (6.6% in North Walgreens, Home Depot, Honda, Tire Rack, Pepperidge Farm, Submarket, where Griffin’s properties are Serta Simmons, Ford Motor, Eaton, Domino’s, Little Caesar’s, located) JB Hunt, XPO Logistics, FedEx, UPS • North Submarket is the largest (40% of market) Griffin’s New England Tradeport is adjacent to Bradley Airport with direct connectivity to I-91 and is amongst the premier • Positive trends in rent growth and absorption master-planned industrial parks in New England (1) Source: CBRE | New England Marketview, Hartford Industrial Q3 2018. Data as of the end of Q3 2018 unless otherwise indicated. 5 (2) Source: Connecticut Department of Economic and Community Development.

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