Unassociated Document
FILED
PURSUANT TO
RULE
424(b)(3)
FILE NO.
333-145949
AMERICAN
REALTY CAPITAL TRUST, INC.
SUPPLEMENT
NO. 5 DATED March 22, 2010
TO THE
PROSPECTUS DATED November 10, 2009
This
prospectus supplement (this “Supplement No. 5”) is part of the prospectus of
American Realty Capital Trust, Inc. (the “REIT” or the “Company”), dated
November 10, 2009 (the “Prospectus”), Supplement No. 3, dated February 3, 2010
(“Supplement No. 3”) and Supplement No. 4, dated February 19, 2010 (“Supplement
No. 4”, together with Supplement No. 3, the “Prior Supplements”) and should be
read in conjunction with the Prospectus and the Prior
Supplements. This Supplement No. 5 supplements, modifies or
supersedes certain information contained in our Prospectus and the Prior
Supplements. This Supplement No. 5 will be delivered with the
Prospectus and the Prior Supplements.
The
purpose of this Supplement No. 5 is to disclose recently
completed acquisitions of real estate investments.
Status
of the Offering
We
commenced our initial public offering of 150,000,000 shares of common stock on
January 25, 2008. As of March 15, 2010, we had issued 18,893,430
shares of common stock, including 339,077 shares issued in connection with
an acquisition in March 2008. Total gross proceeds from these
issuances were $186.6 million. As of March 15, 2010, the aggregate
value of all share issuances and subscriptions outstanding was
$188.8 million based on a per share value of $10.00 (or $9.50 per
share for shares issued under the DRIP). We will offer these shares
until January 25, 2011, provided that the offering will be terminated if all of
the shares are sold before then.
Acquisition
of Properties from Affiliates
The
following disclosure is to be added to the section of our Prospectus entitled
“Acquisition of Properties from Affiliates” on pageS 82- 84 of the
Prospectus.
Effective
March 31, 2009, the Board of Directors approved the recommendation of the
officers of the Company that the Company not pursue any opportunities to acquire
real property from an entity affiliated with its advisor, American Realty
Capital Advisor, LLC. It was determined the foregoing recommendation
would be reviewed annually by the Board of Directors. On March 9,
2010, the Board of Directors of the Company approved the recommendation of the
officers of the Company that the Company continue not to pursue any
opportunities to acquire real property from an entity affiliated with its
advisor. The Board of Directors determined that this practice
will remain in effect during the remaining term of the offering.
Real Property
Investments
The
following information is to be added to the section of our Prospectus captioned
“Real Property Investments” on pages 87-104 of the Prospectus.
Jack
in the Box 4 Property Portfolio
We
acquired the Jack in the Box 4 Property Portfolio (the “Jack in the Box
Portfolio”) on February 24, 2010 for $8.3 million, inclusive of all closing
costs and fees. The Jack in the Box Portfolio consists of 4
recently-constructed restaurants (the “Jack Properties”). The Jack
Properties contain an aggregate 9,892 square feet of gross leasable area. The
Jack Properties are located in Desloge, Missouri, The Dalles, Oregon, Vancouver,
Washington and Corpus Christi, Texas.
The
primary lease term is 20 years, having commenced simultaneous with
closing. The leases contain contractual rental escalations every 5
years at the lesser of accumulated Consumer Price Index over the prior 5 year
period or 10%. The leases provide for 4 renewal options of 5 years
each and are triple-net, whereby Jack is required to pay substantially all
operating expenses, including all costs to maintain and repair the roof and
structure of the building, including the cost of all capital expenditures in
addition to base rent. The average annual base rent for the initial
term is approximately $600,000.
(NASDAQ:
JACK) is an American fast-food restaurant founded in 1951 in San Diego,
California. Jack (S&P: BB-) operates and franchises Jack in
the Box restaurants, one of the nation’s largest fast food hamburger
chains. The Jack In the Box restaurants are primarily located on the
West Coast of the United States. During the fiscal year ended
September 27, 2009, Jack in the Box had 2,212 restaurants in 18 states, of which
1,190 were company-operated and the remaining 1,022 were
franchise-operated. Jack in the Box has approximately 43,000
employees. The company reported revenue of $2.47 billion, net income
of $118 million, had assets of $1.45 billion and a net worth of more than $524
million for the fiscal year ended September 27, 2009.
The
Company has secured a 5 year mortgage from Wells Fargo Bank,
N.A. The following table outlines the terms of the debt
financing incurred in connection with the acquisition of the Jack in the Box
Portfolio. The loan will be secured by a mortgage on the Jack
Properties.
Mortgage
Debt Amount
|
|
Rate
|
|
Term
|
$4,394,500
|
|
6.36%
(fixed for term)
|
|
5
Years (matures February 2015)
|
Bridgestone
Firestone 2 Property Portfolio
We
acquired the Bridgestone Firestone 2 Property Portfolio (the “Bridgestone 2
Portfolio”) on February 26, 2010 for $4.8 million, inclusive of all closing
costs and fees. The Bridgestone 2 Portfolio consists of 2
recently-constructed auto centers (the “Bridgestone 2 Properties”). The
Bridgestone 2 Properties contain an aggregate of 15,892 square feet of gross
leasable area and are located in Rockwall, Texas and Albuquerque, New
Mexico. We acquired the Bridgestone 2 Portfolio from Mays
Development Company and its affiliates. The Bridgestone Properties
are located in Rockwall, Texas and Albuquerque, New Mexico.
The
Bridgestone 2 Properties are 100% net leased to Bridgestone Retail
Operations, LLC, a wholly owned subsidiary of the Bridgestone Corporation
(S&P: BBB+). The stores operate as Firestone Complete
Auto Care. The lease term at commencement was 15
years. At acquisition, the average remaining lease term was
13.9 years. The leases contain contractual rental escalations of 6.25%
every five years, and provide for 5 renewal options of 5 years
each. The leases are double net whereby Bridgestone Operations, LLC
is required to pay substantially all operating expenses, with the exception of
costs to maintain and repair the roof and structure of the building. The
average annual base rent on a straight-line basis over the initial term is
approximately $417,000.
We acquired the Bridgestone 2 Portfolio
with proceeds from the sale of common stock.
Bridgestone
Firestone 4 Property Portfolio
We
acquired the Bridgestone Firestone 4 Property Portfolio (the “Bridgestone 4
Portfolio”) on March 15, 2010 for $8.4 million, inclusive of all closing costs
and fees. The Bridgestone 4 Portfolio consists of 4
recently-constructed auto centers (the “Bridgestone 4
Properties”). The Bridgestone 4 Properties contain an aggregate of
31,505 square feet of gross leasable area and are all located in
Texas. We acquired the Bridgestone 4 Portfolio from Mays
Development Company and its affiliates. The Bridgestone Properties
are located in Weatherford, Texas, League City, Texas, Crowley, Texas and Allen,
Texas.
The
Bridgestone 4 Properties are 100% double net leased to Bridgestone
Retail Operations, LLC, a wholly owned subsidiary of the Bridgestone Corporation
(S&P: BBB+). The stores operate as Firestone Complete
Auto Care. The lease term at commencement was 15
years. At acquisition, the average remaining lease term was
13.7 years. The leases contain contractual rental escalations of 6.25%
every five years, and provide for 5 renewal options of 5 years each. The
leases are double net whereby Bridgestone Operations, LLC is required to pay
substantially all operating expenses, with the exception of costs to maintain
and repair the roof and structure of the building. The average annual base
rent on a straight-line basis over the initial term is
approximately $727,000. We acquired
the entire purchase price of the Bridgestone 4 Portfolio with proceeds from the
sale of common stock.
Bridgestone
Retail Operations, LLC is a wholly owned subsidiary of Bridgestone Americas,
Inc. It consists of more than 2,200 company-owned vehicle service and
tire locations across the United States, including Firestone Complete Auto Care,
Tires Plus, Expert Tire and Wheel Works store locations. Bridgestone
Americas, Inc. is the U.S. subsidiary of Bridgestone Corporation, which is
headquartered in Tokyo, Japan and the largest tire producer in the
world. Bridgestone Corporation had assets of $30.2 billion and posted
net sales of $27.9 billion for the fiscal year ended December 31,
2009.
Bridgestone
Corporation is a multinational corporation with 179 production facilities in 25
countries and has one of the largest sales networks in the world, selling its
products in over 150 countries. In addition to being the largest tire
producer in the world, Bridgestone Corporation has diversified business segments
offering various services and products including chemical and industrial
products, sporting goods and bicycles.
Pending
Acquisition
We intend
to acquire an additional 6 recently-constructed Bridgestone Firestone auto
centers (the “Bridgestone 6 Properties”) from Mays Development Company and
affiliates for $13.3 million. The Bridgestone 6 Properties contain an
aggregate of approximately 46,000 square feet of gross leaseable area and are
located in Arkansas, Colorado, Kansas, Louisiana and Texas.
The
Bridgestone 6 Properties are 100% double net leased to Bridgestone Retail
Operations, LLC, a wholly owned subsidiary of the Bridgestone Corporation
(S&P: BBB+). The stores operate as Firestone Complete Auto
Care. The lease term at commencement was 15 years. At
acquisition, the average remaining lease term will be 13.9 years. The
leases contain contractual rental escalations of 6.25% every five years, and
provide for 5 renewal options of 5 years each. The leases are double
net whereby Bridgestone Operations, LLC is required to pay substantially all
operating expenses, with the exception of costs to maintain and repair the roof
and structure of the building. The average annual base rent on a
straight-line basis over the initial term is $1.2 million. We intend
to acquire the Bridgestone 6 Properties with proceeds from the sale of
common stock. We expect to close the acquisition of the Bridgestone 6 Properties
within 30 days of the date hereof although there can be no assurance that we
will close the acquisition within such time period or at all.