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EX-5.1 - EXHIBIT 5.1 - VEREIT, Inc.v371703_ex5-1.htm

 

 

 

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

 

February 14, 2014
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 (Commission File Number) (IRS Employer
incorporation)   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))

 

 
 

 

Explanatory Note

 

The purpose of this Current Report on Form 8-K is to file an opinion of Venable LLP relating to the legality of American Realty Capital Properties, Inc.’s (the “Company”) shares of common stock, par value $0.01 per share, in connection with the Company’s filing of a prospectus supplement dated March 14, 2014. A copy of the opinion of Venable LLP is attached as Exhibit 5.1 to this Current Report on Form 8-K.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)Exhibits

 

Exhibit No.   Description
5.1   Opinion of Venable LLP regarding the legality of the common stock, par value $0.01 per share
23.1   Consent of Venable LLP (included in Exhibit 5.1)

 

 
 

 

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: March 14, 2014    
     
  By:   /s/ Nicholas S. Schorsch
    Name:  Nicholas S. Schorsch
    Title:  Chief Executive Officer and Chairman of the
    Board of Directors