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Spirit Realty Capital, Inc. and Spirit Realty, L.P. Commence Exchange Offer of Spirit Realty, L.P.'s 4.450% Notes due 2026 for Registered Notes

DALLAS, April 14, 2017 /PRNewswire/ -- Spirit Realty Capital, Inc. (SRC) ("Spirit" or the "Company") announced today that, together with its operating partnership subsidiary, Spirit Realty, L.P. (the "Operating Partnership"), it has commenced a registered exchange offer to exchange up to $300.0 million aggregate principal amount of the Operating Partnership's 4.450% Notes due 2026, which have been registered under the Securities Act of 1933, as amended (the "Exchange Notes"), for any and all of the Operating Partnership's outstanding 4.450% Notes due 2026, which were issued in a private placement (the "Private Notes").  The Private Notes and the Exchange Notes are the senior unsecured obligations of the Operating Partnership and are fully and unconditionally guaranteed by the Company.

The sole purpose of the exchange offer is to fulfill the obligations of the Company and the Operating Partnership with respect to the registration of the Private Notes and related guarantee.  Pursuant to a registration rights agreement entered into by the Company and the Operating Partnership in connection with the sale of the Private Notes, the Company and the Operating Partnership agreed to file with the Securities and Exchange Commission a registration statement relating to the exchange offer pursuant to which the Exchange Notes, containing substantially identical terms to the Private Notes, would be offered in exchange for Private Notes that are tendered by the holders of those notes.

Any Private Notes not tendered for exchange in the exchange offer will remain outstanding and continue to accrue interest but will not retain any rights under the registration rights agreement except in limited circumstances.

The exchange offer will expire at 5:00 p.m., New York City time, on May 12, 2017, unless extended.  Private Notes tendered pursuant to the exchange offer may be withdrawn at any time prior to the expiration date by following the procedures set forth in the exchange offer prospectus dated April 14, 2017.

The terms of the exchange offer are contained in the exchange offer prospectus.  Requests for assistance or for copies of the exchange offer prospectus should be directed to U.S. Bank National Association, Attn.: Specialized Finance, 60 Livingston Ave-EP-MN-WS2N, St. Paul, MN 55107-2292.

This press release shall not constitute an offer to sell or exchange any securities or a solicitation of an offer to buy or exchange any securities.  The exchange offer will be made only by means of the written exchange offer prospectus.

Safe Harbor Statement

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements can be identified by the use of words such as "expect," "plan," "will," "estimate," "project," "intend," "believe," "guidance," and other similar expressions that do not relate to historical matters. These forward-looking statements are subject to known and unknown risks and uncertainties that can cause actual results to differ materially from those currently anticipated due to a number of factors, which include, but are not limited to, Spirit's continued ability to source new investments, risks associated with using debt to fund Spirit's business activities (including refinancing and interest rate risks, changes in interest rates and/or credit spreads), unknown liabilities acquired in connection with acquired properties or interests in real-estate related entities, general risks affecting the real estate industry and local real estate markets (including, without limitation, the market value of our properties, the inability to enter into or renew leases at favorable rates, portfolio occupancy varying from our expectations, dependence on tenants' financial condition and operating performance, and competition from other developers, owners and operators of real estate), potential fluctuations in the consumer price index, risks associated with our failure to maintain our status as a REIT under the Internal Revenue Code of 1986, as amended, and other additional risks discussed in Spirit's most recent filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K. Spirit expressly disclaims any responsibility to update or revise forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

 

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