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

 

Date of Report (Date of earliest event reported): August 7, 2013 (August 1, 2013)

 

American Realty Capital Trust V, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Maryland   333-187092   90-0929989

(State or other jurisdiction

of incorporation or organization)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

405 Park Avenue

New York, New York 10022

(Address, including zip code, of Principal Executive Offices)

Registrant's telephone number, including area code: (212) 415-6500

 

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.

 

Tractor Supply Store – Vernon, Connecticut

 

On August 1, 2013, following the completion of its due diligence review of a Tractor Supply store located in Vernon, Connecticut, American Realty Capital Trust V, Inc. (the “Company”) finalized the prerequisite conditions to acquire, and subsequently acquired, the fee simple interest in the property on that same date. Pursuant to the terms of the purchase and sale agreement dated as of June 12, 2013, the Company’s obligation to close upon the acquisition was subject to the satisfactory completion of a due diligence review of the property, among other conditions. The purchase and sale agreement contains customary representations and warranties by the seller.

 

The description of the Tractor Supply store located in Vernon, Connecticut set forth in Item 2.01 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01 in its entirety.

 

Dollar General Store – Meraux, Louisiana

 

On August 2, 2013, following the completion of its due diligence review of a Dollar General store located in Meraux, Louisiana, the Company finalized the prerequisite conditions to acquire, and subsequently acquired, the fee simple interest in the property on that same date. Pursuant to the terms of the purchase and sale agreement dated as of June 27, 2013, the Company’s obligation to close upon the acquisition was subject to the satisfactory completion of a due diligence review of the property, among other conditions. The purchase and sale agreement contains customary representations and warranties by the seller.

 

The description of the Dollar General store located in Meraux, Louisiana set forth in Item 2.01 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01 in its entirety.

 

Item 2.01. Completion of Acquisition or Disposition of Assets.

  

Tractor Supply Store – Vernon, Connecticut

 

On August 1, 2013, the Company closed its acquisition of the fee simple interest in a Tractor Supply store located in Vernon, Connecticut for a contract purchase price of $4.1 million, exclusive of closing costs. The Company acquired the property through a wholly owned subsidiary of its operating partnership. The seller has no material relationship with the Company and the acquisition was not an affiliated transaction.

 

The Company funded 100% of the acquisition with cash from its ongoing initial public offering. 

 

The property is 100% leased to Tractor Supply Company (NASDAQ: “TSCO”). The lease is net whereby the tenant is required to pay substantially all operating expenses, excluding all costs to maintain and repair the roof and structure of the building, in addition to base rent.

 

The following table provides information about the property relating to the seller, lease commencement and termination dates, rentable square feet, annualized rental income, rental escalations and renewal options. 

 

Seller

Lease
Commencement

Date

Lease
Termination

Date

Rentable
Square
Feet
Annualized
Rental
Income

 Rental

Escalations

Renewal
Options
Amigos 3, LLC November 2012  November 2027 19,097 $0.3 million 10% every five years Four Five-Year Options

 

 
 

 

Dollar General Store – Meraux, Louisiana

 

On August 2, 2013, the Company closed its acquisition of the fee simple interest in a Dollar General store located in Meraux, Louisiana for a contract purchase price of $2.3 million, exclusive of closing costs. The Company acquired the property through a wholly owned subsidiary of its operating partnership. The seller has no material relationship with the Company and the acquisition was not an affiliated transaction.

 

The Company funded 100% of the acquisition with cash from its ongoing initial public offering. 

 

The property is 100% leased to a subsidiary of Dollar General Corporation (NYSE: “DG”), which guarantees the lease and carries an investment grade credit rating as determined by major credit rating agencies. The lease is net whereby the tenant is required to pay substantially all operating expenses, including all costs to maintain and repair the roof and structure of the building, in addition to base rent.

 

The following table provides information about the property relating to the seller, lease commencement and termination dates, rentable square feet, annualized rental income, rental escalations and renewal options.

 

Seller

Lease
Commencement

Date

Lease
Termination

Date

Rentable
Square
Feet
Annualized
Rental
Income

 Rental

Escalations

Renewal
Options
Meraux DG, LLC January 2013  January 2028 12,480 $0.2 million 3% increase in Year 11 Four Five-Year Options

 

 
 

 

Item 9.01. Financial Statements and Exhibits.

 

(a) Financial Statements of Business Acquired (Lessees)

 

Set forth in this Item 9.01(a) are summary audited and unaudited financial statements of Tractor Supply Company, described under Item 2.01 of this Current Report on Form 8-K.

 

Tractor Supply Company currently files its audited and unaudited financial statements in reports filed with the U.S. Securities and Exchange Commission, and the following summary audited and unaudited financial data regarding Tractor Supply Company are taken from such filings:

 

(Amounts in Thousands)      Fiscal Year Ended 
   Fiscal Six Months Ended
June 29,
2013
(Unaudited)
   December 29,
2012
(Audited)
   December 31,
2011
(Audited)
   December 25,
2010
(Audited)
 
Statement of Operations Data                    
Net sales  $2,541,605   $4,664,120   $4,232,743   $3,638,336 
Operating income   265,902    436,792    352,703    266,224 
Net income   167,586    276,457    222,740    167,972 
Condensed Consolidated Balance Sheets                    
Total assets   1,846,424    1,706,808    1,594,832    1,463,474 
Long-term debt   123,145    121,329    125,917    103,668 
Total stockholders’ equity   1,143,747    1,024,974    1,008,290    933,242 

 

 

 

 

 

 
 

 

 

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 TRUST V, INC.
     
Date: August 7, 2013 By:   /s/ Nicholas S. Schorsch
 

Nicholas S. Schorsch

Chief Executive Officer and Chairman of the Board of Directors