(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
American Realty Capital Properties, Inc. (the "Company") previously reported in
its Current Report on Form 8-K furnished to the Securities and Exchange
Commission (the "SEC") on June 20, 2014, that, as planned, Nicholas S. Schorsch
will relinquish his Chief Executive Officer role to David S. Kay, the Company's
President, effective October 1, 2014. The transition was contemplated by Mr.
Schorsch's employment agreement with the Company and does not constitute a
change of control or trigger any accelerated benefits or other rights
Mr. Kay, 47, has served as President of the Company since December 2013. A
description of Mr. Kay's background is contained in the Company's Current Report
on Form 8-K filed with the SEC on November 26, 2013 (the "November 26th Form
8-K"). Mr. Kay's business experience and current compensation arrangements with
the Company are described in the November 26th Form 8-K and the Company's Proxy
Statement filed with the SEC on April 29, 2014, and such information is
incorporated into this Current Report on Form 8-K in response to this Item 5.02.
There are no transactions involving Mr. Kay that are reportable under Item
404(a) of Regulation S-K for the purposes of this Current Report on Form 8-K.
Item 8.01. Other Events.
Press Release Relating to July 2014 Dividends
As previously disclosed, the board of directors of the Company authorized, and
the Company declared, an annualized common stock dividend of $1.00 per share per
annum to be paid monthly to holders of common stock of record at the close of
business on the 8th day of each month, payable on the 15th day of such month.
Accordingly, on July 15, 2014, the Company will pay a distribution of $0.0833333
per share to holders of common stock of record at the close of business on July
Additionally, the Company will pay a monthly dividend to holders of its 6.70%
Series F Cumulative Redeemable Preferred Stock, par value $0.01 per share
("Series F Preferred Stock"), in respect of the period commencing June 15, 2014
through July 14, 2014, on July 15, 2014. Holders of Series F Preferred Stock on
July 1, 2014 will be eligible to receive such dividend. The dividend for the
Series F Preferred Stock accrues daily on a 360-day annual basis equal to an
annualized dividend rate of $1.675 per share, or $0.1395833 per 30-day month.
A copy of the press release, dated June 26, 2014, announcing the foregoing is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.