American Realty Capital Trust, Inc. Lists its Common Stock on NASDAQ, Internalizes Management Services & Announces Monthly Di...
01 Marzo 2012 - 3:57PM
Business Wire
American Realty Capital Trust, Inc. (“ARCT” or the “Company”)
(NASDAQ: ARCT) announced today that it listed its shares of common
stock on The Nasdaq Global Select Market (“Nasdaq”). Trading
commenced today, March 1, 2012, with a closing price of $10.49 per
share.
“It is extremely rewarding to be able to unlock the value of the
company we have built for our shareholders only four years after
the REIT’s inception,” said Nicholas S. Schorsch, Chairman of ARCT.
“We have delivered on our promise as a result of considerable
planning and unusually positive capital market conditions. We are
delighted to be able to announce our listing on Nasdaq.”
ARCT is a leading real estate investment trust that acquires and
operates single-tenant, freestanding commercial properties net
leased on a long-term basis to primarily investment grade tenants.
The Company’s primary goal is to provide durable, reliable income
for its investors through the delivery of dependable monthly
dividends. Today, ARCT’s $2.7 billion portfolio (based on
established enterprise value) consists of 485 properties
aggregating almost 16 million square feet with broad
diversification across industry, geography and tenancy. ARCT’s
portfolio is 100% occupied with a weighted average remaining lease
duration of over 13 years.
In connection with the listing of ARCT’s common stock on Nasdaq,
the Company has internalized the management services previously
provided by American Realty Capital Advisors, LLC. We refer to this
transaction as the “Internalization.” As a result of the
Internalization, the Company has become a self-administered real
estate investment trust, managed full-time by Chief Executive
Officer and President, William M. Kahane, one of the key executives
who built the Company and assembled its property portfolio. The key
personnel who have been primarily responsible for the day-to-day
operations of the Company have joined Bill and Brian Jones, ARCT’s
Chief Financial Officer, who ran investment banking for AR Capital,
LLC, before accepting his new position. Nicholas S. Schorsch
remains Chairman of the Board of the Company, and the composition
of the board of directors remains unchanged as a result of the
Internalization.
“The Internalization, at no cost to our shareholders, allows us
to seamlessly transfer the intellectual capital largely responsible
for acquiring and managing all of the Company’s assets and
capitalizing the enterprise,” said William M. Kahane, President and
Chief Executive Officer of ARCT. “Moreover, we see significant
opportunities to grow our earnings and drive total shareholder
return in this current environment through strategic portfolio
acquisitions and tactical cost of capital reductions. We believe we
have built the finest net lease REIT available for investment,
either private or publicly traded or non-traded. We will stay the
course, execute on our core strategy, and continue to provide our
40,000 shareholders with durable, defensive dividends from rents
paid primarily from investment grade corporate tenants.”
The Company intends to continue payment of its monthly dividend
at an annualized rate of $0.70 per share. Following its listing on
Nasdaq, the Company’s dividend will be paid monthly to stockholders
of record at the close of business on the 8th day of each month
payable on the 15th day of such month. Accordingly, the February
2012 dividend will be paid by March 5, 2012, to shareholders of
record on February 29, 2012, and the March 2012 dividend in
respect of the period from March 1 through March 8, 2012, will be
paid on March 15, 2012, to stockholders of record at the close
of business on March 8, 2012, in an amount equal to $0.01556 per
share.
ARCT also announced today it has commenced a modified “Dutch
Auction” tender offer to purchase up to $220 million of its shares
of common stock from its stockholders. In accordance with the terms
of the tender offer, the Company will select the lowest price, not
greater than $11.00 nor less than $10.50 per share, net to the
seller in cash, less any applicable withholding taxes and without
interest, that will allow the Company to purchase up to $220
million of its share of common stock or a lower amount depending
upon the number of shares of common stock properly tendered and not
withdrawn. The Company intends to fund the tender offer with cash
on hand and funds available under the Company’s revolving credit
facility with RBS Citizens, N.A., as administrative agent.
The tender offer will expire at 5:00 P.M., Eastern Time, on
March 28, 2012, unless the tender offer is extended or withdrawn.
To tender shares, stockholders must follow the procedures,
including choosing the price or prices at which they wish to tender
their shares, described in the offer to purchase, the letter of
transmittal and the other documents related to the tender offer
filed with the Securities and Exchange Commission.
Important Notice
This press release is for informational purposes only and is not
an offer to buy or the solicitation of an offer to sell any shares
of the Company. The full details of the modified “Dutch auction”
tender offer, including complete instructions on how to tender
shares, are included in the offer to purchase, the letter of
transmittal and related materials, which the Company will be
distributing stockholders shortly and filing with the Securities
and Exchange Commission. Stockholders are urged to read carefully
the offer to purchase, the letter of transmittal and other related
materials when they are available because they contain important
information, including the terms and conditions of the tender
offer. Stockholders may obtain free copies of the offer to
purchase, the letter of transmittal and other related materials
filed by ARCT with the Securities and Exchange Commission at the
Commission’s website at www.sec.gov or by contacting Georgeson
Inc., the information agent for the tender offer, at (212) 440-9800
(banks and brokers) or (888) 658-5755 (toll-free).
The statements in this press release that are not historical
facts may be forward-looking statements. These forward-looking
statements involve risks and uncertainties that could cause the
outcome to be materially different.
Additional information about the Company can be found on the
Company’s website at www.arctreit.com.
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