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
December 4, 2013
Date of Report (date of earliest event reported)
_________________________
AMERICAN REALTY CAPITAL PROPERTIES, INC.
(Exact name of Registrant as specified in its charter)
_________________________
| Maryland | 001-35263 | 45-2482685 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
405 Park Avenue
New York, New York 10022
(Address of principal executive offices, including zip code)
(212) 415-6500
(Registrant’s telephone number, including area code)
(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-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01. Entry into a Material Definitive Agreement.
The information set forth under Item 2.03 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 1.01.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement or Registrant.
On December 4, 2013, American Realty Capital Properties, Inc. (the “Company”), through its operating partnership, ARC Properties Operating Partnership, L.P. (the “Operating Partnership”), entered into the Seventh Amendment (the “Amendment”) to its previously announced credit facility (the “Credit Agreement”) with Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto.
The modifications to the Credit Agreement effected by the Amendment included, among other things, (i) an amendment to a certain definition related to the calculation of certain financial covenants, and (ii) a modification to the “accordion” feature of the Credit Agreement to allow the Company, through the Operating Partnership, under certain circumstances, to increase the commitments under the Credit Agreement by up to $1.3 billion.
The description of the material terms of the Amendment in this Current Report on Form 8-K is a summary and is qualified in its entirety by the terms of the Credit Agreement which was filed with the SEC on February 28, 2013 as Exhibit 10.43 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2012, as amended and supplemented from time to time, including the previously announced Sixth Amendment to Credit Agreement, which was filed with the SEC as an Exhibit to the Company’s Quarterly Report on Form 10-Q on November 7, 2013. The Company will file the Amendment as an exhibit to its next Annual Report on Form 10-K.
Item 8.01. Other Events.
On December 4, 2013, the Company issued a press release announcing the launch of (i) a $150 million offering of 3.00% Convertible Senior Notes due in 2018 pursuant to a reopening of its existing series of such notes and (ii) a $225 million offering of its Convertible Senior Notes due in 2020, in separate underwritten offerings, which press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | | Description |
| 99.1 | | Press Release dated December 4, 2013 |
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.
| | AMERICAN REALTY CAPITAL PROPERTIES, INC. |
| | |
| Date: December 4, 2013 | By: | /s/ Nicholas S. Schorsch |
| | | Name: Nicholas S. Schorsch |
| | | Title: Chief Executive Officer and Chairman of the Board of Directors |
