DALLAS, April 14, 2017 /PRNewswire/ -- Spirit Realty
Capital, Inc. (NYSE: SRC) ("Spirit" or the "Company") announced
today that, together with its operating partnership subsidiary,
Spirit Realty, L.P. (the "Operating Partnership"), it has commenced
a registered exchange offer to exchange up to $300.0 million aggregate principal amount of the
Operating Partnership's 4.450% Notes due 2026, which have been
registered under the Securities Act of 1933, as amended (the
"Exchange Notes"), for any and all of the Operating Partnership's
outstanding 4.450% Notes due 2026, which were issued in a private
placement (the "Private Notes"). The Private Notes and the
Exchange Notes are the senior unsecured obligations of the
Operating Partnership and are fully and unconditionally guaranteed
by the Company.
The sole purpose of the exchange offer is to fulfill the
obligations of the Company and the Operating Partnership with
respect to the registration of the Private Notes and related
guarantee. Pursuant to a registration rights agreement
entered into by the Company and the Operating Partnership in
connection with the sale of the Private Notes, the Company and the
Operating Partnership agreed to file with the Securities and
Exchange Commission a registration statement relating to the
exchange offer pursuant to which the Exchange Notes, containing
substantially identical terms to the Private Notes, would be
offered in exchange for Private Notes that are tendered by the
holders of those notes.
Any Private Notes not tendered for exchange in the exchange
offer will remain outstanding and continue to accrue interest but
will not retain any rights under the registration rights agreement
except in limited circumstances.
The exchange offer will expire at 5:00
p.m., New York City time,
on May 12, 2017, unless
extended. Private Notes tendered pursuant to the exchange
offer may be withdrawn at any time prior to the expiration date by
following the procedures set forth in the exchange offer prospectus
dated April 14, 2017.
The terms of the exchange offer are contained in the exchange
offer prospectus. Requests for assistance or for copies of
the exchange offer prospectus should be directed to U.S. Bank
National Association, Attn.: Specialized Finance, 60 Livingston
Ave-EP-MN-WS2N, St. Paul, MN
55107-2292.
This press release shall not constitute an offer to sell or
exchange any securities or a solicitation of an offer to buy or
exchange any securities. The exchange offer will be made only
by means of the written exchange offer prospectus.
Safe Harbor Statement
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
and other federal securities laws. These forward-looking statements
can be identified by the use of words such as "expect," "plan,"
"will," "estimate," "project," "intend," "believe," "guidance," and
other similar expressions that do not relate to historical matters.
These forward-looking statements are subject to known and unknown
risks and uncertainties that can cause actual results to differ
materially from those currently anticipated due to a number of
factors, which include, but are not limited to, Spirit's continued
ability to source new investments, risks associated with using debt
to fund Spirit's business activities (including refinancing and
interest rate risks, changes in interest rates and/or credit
spreads), unknown liabilities acquired in connection with acquired
properties or interests in real-estate related entities, general
risks affecting the real estate industry and local real estate
markets (including, without limitation, the market value of our
properties, the inability to enter into or renew leases at
favorable rates, portfolio occupancy varying from our expectations,
dependence on tenants' financial condition and operating
performance, and competition from other developers, owners and
operators of real estate), potential fluctuations in the consumer
price index, risks associated with our failure to maintain our
status as a REIT under the Internal Revenue Code of 1986, as
amended, and other additional risks discussed in Spirit's most
recent filings with the Securities and Exchange Commission,
including its Annual Report on Form 10-K. Spirit expressly
disclaims any responsibility to update or revise forward-looking
statements, whether as a result of new information, future events
or otherwise, except as required by law.
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visit:http://www.prnewswire.com/news-releases/spirit-realty-capital-inc-and-spirit-realty-lp-commence-exchange-offer-of-spirit-realty-lps-4450-notes-due-2026-for-registered-notes-300439972.html
SOURCE Spirit Realty Capital, Inc.