UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-K/A

(Amendment No. 2)

(Mark One)

 

x	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended December 31, 2012
	OR
¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from _________ to __________

 

Commission file number: 001-35263

 

AMERICAN REALTY CAPITAL PROPERTIES, INC.

(Exact name of registrant as specified in its charter)

 

Maryland		45-2482685
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
405 Park Ave., 15th Floor, New York, NY		10022
(Address of principal executive offices)		(Zip Code)

 

(212) 415-6500

(Registrant’s telephone number, including area code)

 

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

 

Title of each class:		Name of each exchange on which registered:
Common Stock, $0.01 par value per share		NASDAQ Global Select Market

 

Securities registered pursuant to Section 12(g) of the Securities Exchange Act of 1934:

None

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act of 1933. Yes S   No £

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934. Yes ¨   No x

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x   No ¨

 

Indicate by check mark whether the registrant submitted electronically and posted on its corporate Web Site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x   No ¨

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. £

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definition of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer x		Accelerated filer ¨
Non-accelerated filer ¨	(Do not check if a smaller reporting company)	Smaller reporting company ¨

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨   No x

 

The aggregate market value of the registrant's common stock held by non-affiliates of the registrant as of June 30, 2012 was $88.2 million.

 

The number of outstanding shares of the registrant’s common stock on September 30, 2013 was 185,448,022 shares.

 

 

		Page
EXPLANATORY NOTE		3
PART IV
Item 15.	Exhibits and Financial Statement Schedules	4
Signatures		7

 

 

EXPLANATORY NOTE

 

This Amendment No. 2 on Form 10-K/A (this “Amendment No. 2”) amends our Annual Report on Form 10-K for the fiscal year ended December 31, 2012, that was filed with the U.S. Securities and Exchange Commission (“SEC”) on February 28, 2013 (the “Original Filing”) and Amendment No. 1 to our Annual Report on a Form 10-K/A, that was filed with the SEC on October 7, 2013 (“Amendment No. 1”). We are filing this Amendment No. 2 to include certain information required by Regulation S-X that was not included in the Original Filing and to update Item 15 of the Original Filing accordingly.

 

Except as set forth in Part IV below and in any exhibits attached hereto, no other changes are made to the Original Filing and Amendment No. 1. The Original Filing continues to speak as of the date of the Original Filing. Unless expressly stated, this Amendment No. 2 does not reflect events occurring after the filing date of the Original Filing, nor does it modify or update in any way the disclosures contained in the Original Filing.

 

 

PART IV

 

Item 15. Exhibits and Financial Statement Schedules.

  

(a)

Financial Statement Schedules

 

See the Index to Consolidated Financial Statements at page F-1 of the Original Filing.

 

The following financial statement schedule is included herein at page F-31 of the Original Filing:

 

Schedule III -- Real Estate and Accumulated Depreciation

 

The following financial statements are being presented pursuant to section 2340 of the Securities and Exchange Commission — Division of Corporation Finance’s Financial Reporting Manual because RBS Citizens, N.A. is a significant lessee of American Realty Capital Properties, Inc. as of December 31, 2012. The following financial statements are unaudited and the information contained therein is derived entirely from information that is publicly available at www.fdic.gov/bank/statistical/.

 

RBS CITIZENS, N.A.

CONSOLIDATED BALANCE SHEETS

 

		June 30,				December 31,
(In thousands)		2013				2012				2011				2010
		(Unaudited)				(Unaudited)				(Unaudited)				(Unaudited)
Assets
Cash and due from depository institutions		$	7,959,863			$	6,955,817			$	6,221,372			$	3,959,295
US Government securities			9,179,694				8,010,077				11,871,642				10,844,294
Securities issued by state & political subdivisions			-				8,468				78,800				87,735
Other investment securities			954,731				1,176,154				1,560,308				2,912,008
Federal funds sold & reverse repurchase agreements			-				1,100,000				-				-
Trading account assets			610,993				918,009				1,042,168				875,937
Loans and leases			71,727,591				73,761,030				73,654,413				76,431,666
Less: Allowances for loan loss			(1,006,256	)			(1,035,634	)			(1,448,900	)			(1,730,326	)
Goodwill			9,344,053				9,344,053				9,344,053				9,344,052
Other Intangibles			181,869				145,728				157,557				212,774
Bank premises and fixed assets			528,489				1,150,796				1,057,840				925,752
Other real estate owned			59,074				84,347				106,547				109,925
All other assets			3,488,419				3,205,149				3,294,791				3,862,585
Total Assets			103,028,520				104,823,994				106,940,591				107,835,697
Liabilities and equity capital
Liabilities
Deposits			76,635,624				80,349,888				75,690,155				70,580,808
Federal funds purchased & repurchase agreement			4,497,135				2,371,002				4,715,542				4,307,315
Trading liabilities			535,787				862,056				957,906				58,286
Other borrowed funds			246,356				750,855				5,429,621				12,919,170
Subordinated debt			260,000				260,000				661,182				1,365,907
All other liabilites			2,063,705				1,455,435				1,375,121				1,688,951
Total Liabilities			84,238,607				86,049,236				88,829,527				90,920,437
Stockholders equity
Perpetual preferred stock			75				75				75				75
Common stock			1				1				1				1
Surplus			16,360,719				16,360,719				16,350,198				15,641,229
Undivided profits			2,429,118				2,413,963				1,760,790				1,273,955
Noncontrolling interests in consolidated subsidiaries			-				-				-				-
Total Equity capital			18,789,913				18,774,758				18,111,064				16,915,260
Total liabilities and equity capital		$	103,028,520			$	104,823,994			$	106,940,591			$	107,835,697

 

 

RBS CITIZENS, N.A.

CONSOLIDATED INCOME STATEMENTS

(In thousands)

 

		Six Months
		Ended June 30,				Year Ended December 31,
		2013				2012				2011				2010
		(Unaudited)				(Unaudited)				(Unaudited)				(Unaudited)
Interest Income
Domestic office loans		$	1,244,335			$	2,644,125			$	2,855,201			$	3,238,883
Foreign office loans			-				-				-				-
Lease financing receivables			53,461				111,776				113,015				111,089
Balances due from depository institutions			5,596				9,517				8,329				11,456
Securities			126,561				360,442				473,815				612,401
Trading accounts			-				-				-				1
Federal funds sold			4,156				3,150				70				14
Other interest income			15,697				33,833				33,889				33,911
Total Interest Income			1,449,806				3,162,843				3,484,319				4,007,755
Interest Expense
Domestic office deposits			(84,483	)			(288,458	)			(390,060	)			(554,396	)
Foreign office deposits			(856	)			(1,664	)			(1,556	)			(1,226	)
Federal funds purchased			(110,900	)			(99,772	)			(167,282	)			(115,205	)
Trading liabilities and other borrowed money			(3,033	)			(87,556	)			(206,861	)			(550,333	)
Subordinated notes and debentures			(4,045	)			(16,137	)			(29,205	)			(29,424	)
Total interest expense			(203,317	)			(493,587	)			(794,964	)			(1,250,584	)
Net interest income			1,246,489				2,669,256				2,689,355				2,757,171
Provision for loan and lease losses			(190,733	)			(380,494	)			(815,736	)			(1,468,340	)
Net Interest Income after provisions for losses			1,055,756				2,288,762				1,873,619				1,288,831
Noninterest Income
Fiduciary activities			11,410				23,164				24,012				23,889
Service charges on deposit accounts			188,746				415,025				450,868				471,745
Trading account gains and fees			29,255				5,085				24,668				16,346
Investment banking, advisory, brokerage, and underwriting fees and commissions			57,388				101,154				91,420				82,497
Venture capital revenue			-				-				21				(27	)
Net servicing fees			58,833				8,398				(11,951	)			35,659
Net securitization income			-				-				-				-
Insurance commission fees and income			1,891				8,180				6,511				7,835
Net gains (losses) on sales of loans			64,970				65,086				17,964				65,949
Net gains (losses) on sales of other real estate owned			1,721				595				(1,849	)			(1,573	)
Net gains (losses) on sales of other assets (excluding securities)			187				3,809				(2,351	)			(17,737	)
Other non-interest income			231,631				611,323				630,449				300,959
Total Non-interest income			646,032				1,241,819				1,229,762				985,542
Noninterest Expense
Salaries and employee benefits			(717,787	)			(1,448,306	)			(1,338,947	)			(1,342,839	)
Premises and equipment expense			(246,023	)			(555,685	)			(594,302	)			(557,162	)
Amortization and goodwill impairment losses			(68	)			(137	)			(18,651	)			(42,334	)
Other noninterest expense			(317,728	)			(742,249	)			(672,539	)			(774,237	)
Total Noninterest Expense			(1,281,606	)			(2,746,377	)			(2,624,439	)			(2,716,572	)
Pre-tax net operating Income			420,182				784,204				478,942				(442,199	)
Securities gains (losses)			41,952				112,606				79,747				328,226
Applicable income tax			(159,075	)			(336,375	)			(213,555	)			74,798
Income before extraordinary items			303,059				560,435				345,134				(39,175	)
Extraordinary gains - net			-				-				-				-
Net income attributable to banks			303,059				560,435				345,134				(39,170	)
Net Income attributable to non-controlling interest			-				-				-				(5	)
Net Income attributable to bank and non-controlling interest		$	303,059			$	560,435			$	345,134			$	(39,175	)

 

 

RBS CITIZENS, N.A.

CONSOLIDATED CHANGES IN BANK EQUITY CAPITAL

(In thousands)

 

		As of June 30,				As of December 31,
		2013				2012				2011				2010
		(Unaudited)				(Unaudited)				(Unaudited)				(Unaudited)
Bank equity capital, balance at beginning of period		$	18,774,758			$	18,111,064			$	16,915,260			$	16,599,741
Net income (loss)			303,059				560,435				345,134				(39,170	)
Sale, conversion, retirement of capital stock, net			-				-				702,990				-
Cash dividends declared on common stock			(75,000	)			(75,000	)			-				-
Other comprehensive income (loss)			(212,904	)			167,738				141,701				354,689
Other transactions with parent holding company			-				10,521				5,979				-
Total bank equity capital, balance at end of period		$	18,789,913			$	18,774,758			$	18,111,064			$	16,915,260

 

 

 

(b) Exhibits

 

EXHIBIT INDEX

 

The following documents are filed as part of this Amendment No. 2 to our Annual Report on Form 10-K/A:

Exhibit No.		Description
1.1 (1)		Equity Distribution Agreement between Registrant, ARC Properties Operating Partnership, L.P. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, dated January 22, 2013.
1.2 (1)		Equity Distribution Agreement between Registrant, ARC Properties Operating Partnership, L.P. and JMP Securities LLC, dated January 22, 2013.
1.3 (1)		Equity Distribution Agreement between Registrant, ARC Properties Operating Partnership, L.P. and Ladenburg Thalmann & Co. Inc., dated January 22, 2013.
1.4 (1)		Equity Distribution Agreement between Registrant, ARC Properties Operating Partnership, L.P. and RBS Securities Inc., dated January 22, 2013.
1.5 (1)		Equity Distribution Agreement between Registrant, ARC Properties Operating Partnership, L.P. and Robert W. Baird & Co. Incorporated, dated January 22, 2013.
2.1 (2)		Agreement and Plan of Merger by and among Registrant, ARC Properties Operating Partnership, L.P., Tiger Acquisition LLC, American Realty Capital Trust III, Inc. and American Realty Capital Operating Partnership III, L.P.
3.1 (3)		Articles of Amendment and Restatement of Registrant.
3.2 (4)		Bylaws of Registrant.
3.3 (5)		Articles Supplementary Relating to the Series A Convertible Preferred Stock of the Registrant, dated May 10, 2012.
3.4 (6)		Articles Supplementary Relating to the Series B Convertible Preferred Stock of the Registrant, dated July 24, 2012.
4.1 (3)		Amended and Restated Agreement of Limited Partnership of ARC Properties Operating Partnership, L.P.
4.2 (7)		First Amendment to Amended and Restated Agreement of Limited Partnership of ARC Properties Operating Partnership, L.P., dated May 11, 2012.
4.3 (7)		Second Amendment to Amended and Restated Agreement of Limited Partnership of ARC Properties Operating Partnership, L.P., dated May 31, 2012.
4.4 (7)		Third Amendment to Amended and Restated Agreement of Limited Partnership of ARC Properties Operating Partnership, L.P., dated July 24, 2012.
4.5(15)		Fourth Amendment to Amended and Restated Agreement of Limited Partnership of ARC Properties Operating Partnership, L.P., dated December 28, 2012.
10.1 (4)		Management Agreement among Registrant, ARC Properties Operating Partnership, L.P. and ARC Properties Advisors, LLC.
10.2 (4)		Acquisition and Capital Services Agreement between Registrant and American Realty Capital II, LLC.
10.3 (4)		Registrant Equity Plan.
10.4 (4)		Registrant Director Stock Plan.
10.5 (4)		Form of Restricted Stock Award Agreement for Non-Executive Directors.
10.6 (4)		Form of Restricted Stock Award Agreement for ARC Properties Advisors, LLC.
10.7 (4)		Registration Rights Agreement among Registrant, ARC Real Estate Partners, LLC and ARC Properties Advisors, LLC.
10.8 (8)		Contribution Agreement, dated February 4, 2011, between ARC Real Estate Partners, LLC and ARC Properties Operating Partnership, L.P.

 

 

Exhibit No.		Description
10.9 (9)		Assignment and Assumption of Membership Interests between ARC Real Estate Partners, LLC and ARC Properties Operating Partnership, L.P.
10.10 (4)		Right of First Offer Agreement between ARC Real Estate Partners, LLC and ARC Properties Operating Partnership, L.P.
10.11 (4)		Tax Protection Agreement, between Registrant, ARC Properties Operating Partnership, L.P. and ARC Real Estate Partners, LLC.
10.12 (4)		Form of Indemnification Agreement between Registrant and its directors and executive officers.
10.13 (10)		Triple Net Lease Agreement, dated as of May 15, 2009, by and between US Real Estate Limited Partnership and Home Depot U.S.A., Inc.
10.14 (10)		First Amendment to Triple Net Lease Agreement, dated as of March 1, 2010, by and between ARC HDCOLSC001, LLC and Home Depot U.S.A., Inc.
10.15 (10)		Assignment and Assumption of Lease, dated November 6, 2009, by and between US Real Estate Limited Partnership and ARC HDCOLSC001, LLC.
10.16 (10)		Mortgage, Assignment of Leases and Rents and Security Agreement, dated as of November 9, 2009, by and between ARC HDCOLSC001, LLC and US Real Estate Limited Partnership.
10.17 (10)		Promissory Note, dated November 9, 2009, made by ARC HDCOLSC001, LLC for the benefit of US Real Estate Limited Partnership.
10.18 (10)		Bill of Sale, delivered as of November 6, 2009, by US Real Estate Limited Partnership.
10.19 (10)		Limited Guaranty, dated as of November 9, 2009, made by American Realty Capital II, LLC for the benefit of US Real Estate Limited Partnership.
10.20 (10)		Administrative Support Agreement between American Realty Capital II, LLC and American Realty Capital Properties, Inc.
10.21 (11)		Credit Agreement, dated as of September 7, 2011, among ARC Properties Operating Partnership, L.P., Registrant and RBS Citizens, N.A.
10.22 (3)		Parent Guaranty Agreement, dated as of September 7, 2011, between Registrant and RBS Citizens, N.A.
10.23 (11)		Subsidiary Guaranty Agreement, dated as of September 7, 2011, among each of the subsidiaries of ARC Properties Operating Partnership, L.P. and RBS Citizens, N.A.
10.24 (11)		Environmental Indemnity Agreement, dated as of September 7, 2011, among Registrant, ARC Properties Operating Partnership, L.P. and each of its subsidiaries and RBS Citizens, N.A.
10.25 (11)		Pledge Agreement, dated as of September 7, 2011, among ARC Properties Operating Partnership, L.P. and each of its subsidiaries and RBS Citizens, N.A.
10.26 (11)		Note, dated September 7, 2011, made by ARC Properties Operating Partnership, L.P. for the benefit of RBS Citizens, N.A.
10.27 (5)		Securities Purchase Agreement, dated as of May 11, 2012.
10.28 (12)		Agreement for Acquisition and Transfer of Real Property dated as of May 5, 2012 between ARC Properties Operating Partnership, L.P. and Setzer Properties, LLC.
10.29 (12)		Agreement for Purchase and Sale of Real Property dated as of February 8, 2012 between American Realty Capital II, LLC and Davenport 1031, L.L.C. and its 36 joint venture partners.
10.30 (12)		First Amendment to Agreement for Purchase and Sale of Real Property dated as of February 28, 2012 between AR Capital, LLC (f/k/a American Realty Capital II, LLC) and Davenport 1031, L.L.C and its 36 joint venture partners.
10.31 (12)		Second Amendment to Agreement for Purchase and Sale of Real Property dated as of March 12, 2012 between AR Capital, LLC (f/k/a American Realty Capital II, LLC) and Davenport 1031, L.L.C and its 36 joint venture partners.
10.32 (12)		Third Amendment to Agreement for Purchase and Sale of Real Property dated as of May 11, 2012 between AR Capital, LLC (f/k/a American Realty Capital II, LLC) and Davenport 1031, L.L.C and its 36 joint venture partners.
10.33 (12)		Fourth Amendment to Agreement for Purchase and Sale of Real Property dated as of May 30, 2012 between AR Capital, LLC (f/k/a American Realty Capital II, LLC) and Davenport 1031, L.L.C and its 36 joint venture partners.
10.34(6)		Securities Purchase Agreement, dated as of July 24, 2012.
10.35(13)		Second Amendment to Credit Agreement dated May 21, 2012.
10.36(13)		Third Amendment to Credit Agreement dated August 16, 2012.

 

 

Exhibit No.		Description
10.37(13)		Fourth Amendment to Credit Agreement dated September 28, 2012.
10.38(2)		Acquisition and Capital Services Agreement and Management Agreement by and between AR Capital, LLC, ARC Properties Advisors, LLC, Registrant and American Realty Capital Trust III, Inc., dated December 14, 2012.
10.39(2)		Side Letter by and between American Realty Capital Trust III, Inc., American Realty Capital Operating Partnership III, L.P., American Realty Capital Advisors III, LLC, American Realty Capital Trust III Special Limited Partner, LLC, American Realty Capital Properties III, LLC and Registrant, dated December 14, 2012.
10.40(2)		Asset Purchase and Sale Agreement, by and between ARC Properties Operating Partnership, L.P. and American Realty Capital Advisors III, LLC, dated December 14, 2012.
10.41(15)		Indemnity Agreement, by ARC Real Estate Partners, LLC, in favor of Registrant, dated December 28, 2012.
10.42(15)		Indemnity Agreement, by Indemnitors, in favor of ARC Real Estate Partners, LLC, dated December 28, 2012.
10.43(15)		Credit Agreement, dated as of February 14, 2013, among American Realty Capital Operating Partnership III, L.P., American Realty Capital Trust III, Inc., Wells Fargo Bank, National Association, RBS Citizens, N.A., and Regions Bank, Capital One, N.A. and JPMorgan Chase Bank, N.A. and the other lenders party hereto.
12.1(15)		Ratio of Earnings to Fixed Charges and Preferred Stock Dividends.
14(14)		Code of Ethics.
21(15)		List of Subsidiaries.
23.1(15)		Consent of Grant Thornton LLP.
31.1*		Certification of the Principal Executive Officer of the Registrant pursuant to Securities Exchange Act Rule 13a-14(a) or 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*		Certification of the Principal Financial Officer of the Registrant pursuant to Securities Exchange Act Rule 13a-14(a) or 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32*		Written statements of the Principal Executive Officer and Principal Financial Officer of the Registrant pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101(15)		XBRL (eXtensible Business Reporting Language). The following materials from Registrant's Annual Report on Form 10-K for the year ended December 31, 2012, formatted in XBRL: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations and Comprehensive Loss, (iii) the Consolidated Statements of Changes in Equity, (iv) the Consolidated Statements of Cash Flows and (v) the Notes to Consolidated Financial Statements. As provided in Rule 406T of Regulation S-T, this information is furnished and not filed for purpose of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.

_______________________________________________

* Filed herewith

 

 

(1)	Previously filed with Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on January 22, 2013.
(2)	Previously filed with Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on December 17, 2012.
(3)	Previously filed with the Pre-Effective Amendment No. 5 to Form S-11 Registration Statement (Registration No. 333-172205) filed by the Registrant with the Securities and Exchange Commission on July 5, 2011.
(4)	Previously filed with the Pre-Effective Amendment No. 4 to Form S-11 Registration Statement (Registration No. 333-172205) filed by the Registrant with the Securities and Exchange Commission on June 13, 2011.
(5)	Previously filed with the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on May 15, 2012.
(6)	Previously filed with the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on July 30, 2012.
(7)	Previously filed with the Registrant's Quarterly Report on Form 10-Q for the quarter ended June 30, 2012 filed with the Securities and Exchange Commission on July 31, 2012.
(8)	Previously filed with Form S-11 Registration Statement (Registration No. 333-172205) filed by the Registrant with the Securities and Exchange Commission on February 11, 2011.
(9)	Previously filed with the Pre-Effective Amendment No. 3 to Form S-11 Registration Statement (Registration No. 333-172205) filed by the Registrant with the Securities and Exchange Commission on May 27, 2011.
(10)	Previously filed with the Pre-Effective Amendment No. 1 to Form S-11 Registration Statement (Registration No. 333-172205) filed by the Registrant with the Securities and Exchange Commission on March 25, 2011.
(11)	Previously filed with Form S-11 Registration Statement (Registration No. 333-176952) filed by the Registrant with the Securities and Exchange Commission on September 22, 2011.
(12)	Previously filed with the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 1, 2012.
(13)	Previously filed with the Registrant's Quarterly Report on Form 10-Q for the quarter ended September 30, 2012 filed with the Securities and Exchange Commission on October 29, 2012.
(14)	Previously filed with the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on August 1, 2012.
(15)	Previously filed with the Registrant's Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 28, 2013.

  

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Amendment No. 2 to its Annual Report on Form 10-K/A to be signed on its behalf by the undersigned thereunto duly authorized on this 1^st day of November, 2013.

 

		AMERICAN REALTY CAPITAL PROPERTIES, INC.
	By:	/s/ NICHOLAS S. SCHORSCH
	NICHOLAS S. SCHORSCH
	CHIEF EXECUTIVE OFFICER AND CHAIRMAN OF THE BOARD OF DIRECTORS

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Amendment No. 2 to its Annual Report on Form 10-K/A has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

Name		Capacity		Date
/s/ Nicholas S. Schorsch		Chief Executive Officer and		November 1, 2013
Nicholas S. Schorsch		Chairman of the Board of Directors (Principal Executive Officer)
/s/ Edward M. Weil, Jr.		President, Secretary, Treasurer and		November 1, 2013
Edward M. Weil, Jr.		Director
/s/ Brian S. Block		Chief Financial Officer and Executive Vice President		November 1, 2013
Brian S. Block		(Principal Financial Officer and Principal Accounting Officer)
/s/ Leslie D. Michelson		Lead Independent Director		November 1, 2013
Leslie D. Michelson
/s/ Edward G. Rendell		Independent Director		November 1, 2013
Edward G. Rendell
/s/ Scott J. Bowman		Independent Director		November 1, 2013
Scott J. Bowman