SAN DIEGO, Jan. 19, 2024 /PRNewswire/ -- Realty Income
Corporation (Realty Income, NYSE: O), The Monthly Dividend
Company®, today announced the final results of its
previously announced offers to exchange all validly tendered and
accepted notes of each series listed in the table below
(collectively, the "Spirit Notes") previously issued by Spirit
Realty, L.P., for new notes to be issued by Realty
Income (collectively, the "Realty Notes"), and the related
solicitation of consents from holders of the Spirit Notes to amend
the indenture governing the Spirit Notes to, among other things,
eliminate substantially all of the restrictive covenants in such
indenture (the "Proposed Amendments"). A Registration Statement on
Form S-4 (File No. 333-276143) (the "Registration Statement")
relating to the issuance of the Realty Notes was filed with
the U.S. Securities and Exchange Commission ("SEC")
on December 19, 2023, was amended by Amendment No. 1 to Form
S-4 filed with the SEC on January 2,
2024, and was declared effective by
the SEC on January 3, 2024. A prospectus, which
forms a part of the Registration Statement, was filed with the SEC
and dated January 3, 2024 (the
"Prospectus").
As of 5:00 p.m., New York City time,
on January 19, 2024 (the "Expiration Date"), the aggregate
principal amounts listed in the table below of each series of
Spirit Notes had been validly tendered and not validly withdrawn in
connection with the exchange offers and consent solicitations
(together, the "Exchange Offers"). Consummation of the Exchange
Offers remains subject to certain conditions being met, including,
among other things, (i) the receipt of valid consents to the
Proposed Amendments from the holders of at least a majority of the
outstanding aggregate principal amount of each series of Spirit
Notes, each voting as separate series and (ii) the consummation of
the Merger (as defined in the Prospectus), which cannot be waived
and is currently expected to close on January 23, 2024, subject to customary closing
conditions. The final settlement of the Exchange Offers is expected
to take place on or about January 23, 2024.
Series of Spirit Notes
|
|
Tenders and Consents Received as of the
Expiration Date
|
|
Percentage of Total Outstanding
Principal Amount of Such Series of
Spirit Notes
|
4.450% Notes due
2026
|
|
$291,706,000
|
|
97.24 %
|
3.200% Notes due
2027
|
|
$292,694,000
|
|
97.56 %
|
2.100% Notes due
2028
|
|
$443,774,000
|
|
98.62 %
|
4.000% Notes due
2029
|
|
$391,727,000
|
|
97.93 %
|
3.400% Notes due
2030
|
|
$484,540,000
|
|
96.91 %
|
3.200% Notes due
2031
|
|
$445,040,000
|
|
98.90 %
|
2.700% Notes due
2032
|
|
$347,579,000
|
|
99.31 %
|
The dealer manager for the Exchange Offers was:
Wells Fargo Securities, LLC
550 South
Tryon Street, 5th Floor
Charlotte, North Carolina
28202
Attention: Liability Management Group
Collect: (704) 410-4759
Toll Free: (866) 309-6316
Email: liabilitymanagement@wellsfargo.com
The exchange agent and information agent for the Exchange Offers
is:
D.F. King & Co., Inc.
48 Wall Street, 22nd Floor
New York, New York 10005
Bank and Brokers Call Collect: (212) 269-5550
All Others, Please Call Toll-Free: (866)
796-7184
Email: realtyincome@dfking.com
This press release shall not constitute an offer to sell, or a
solicitation of an offer to buy, any of the securities described
herein and is also not a solicitation of the related consents. The
Exchange Offers were made only pursuant to the terms and conditions
of the Prospectus and the other related materials.
About Realty Income
Realty Income, The Monthly
Dividend Company®, is an S&P 500 company and member
of the S&P 500 Dividend Aristocrats® index. We
invest in people and places to deliver dependable monthly dividends
that increase over time. The company is structured as a REIT, and
its monthly dividends are supported by the cash flow from over
13,250 real estate properties primarily owned under long-term net
lease agreements with commercial clients. To date, the company has
declared 643 consecutive common stock monthly dividends throughout
its 55-year operating history and increased the dividend 123 times
since Realty Income's public listing in 1994 (NYSE: O).
Forward-Looking Statements
This press release contains
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995, Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Exchange
Act of 1934, as amended. When used in this press release, the words
"estimated," "anticipated," "expect," "believe," "intend,"
"continue," "should," "may," "likely," "plans," and similar
expressions are intended to identify forward-looking statements.
Forward-looking statements include discussions of Realty Income's
business and portfolio; strategy, plans, and the intentions of
management; and statements regarding the Exchange Offers and Merger
including the anticipated closing dates, projected impact of the
Merger on its business, results of operations, financial condition
or prospects. Forward-looking statements are subject to risks,
uncertainties, and assumptions about us which may cause its actual
future results to differ materially from expected results. Some of
the factors that could cause actual results to differ materially
are, among others, its continued qualification as a real estate
investment trust; general domestic and foreign business, economic,
or financial conditions; competition; fluctuating interest and
currency rates; inflation and its impact on its clients and us;
access to debt and equity capital markets and other sources of
funding; continued volatility and uncertainty in the credit markets
and broader financial markets; other risks inherent in the real
estate business including its clients' defaults under leases,
increased client bankruptcies, potential liability relating to
environmental matters, illiquidity of real estate investments, and
potential damages from natural disasters; impairments in the value
of its real estate assets; changes in domestic and foreign income
tax laws and rates; its clients' solvency; property ownership
through joint ventures and partnerships which may limit control of
the underlying investments; current or future epidemics or
pandemics, measures taken to limit their spread, the impacts on
Realty Income, its business, its clients (including those in the
theater and fitness industries), and the economy generally; the
loss of key personnel; the outcome of any legal proceedings to
which Realty Income is a party or which may occur in the future;
acts of terrorism and war; the structure, timing and completion of
the Merger or Exchange Offers and any effects of the announcement,
pendency or completion of the Merger, including the anticipated
benefits therefrom; and those additional risks and factors
discussed in its reports filed with the SEC. Readers are cautioned
not to place undue reliance on forward-looking statements.
Forward-looking statements are not guarantees of future plans and
performance and speak only as of the date of this press release.
Actual plans and operating results may differ materially from what
is expressed or forecasted in this press release. Realty Income
does not undertake any obligation to update forward-looking
statements or publicly release the results of any forward-looking
statements that may be made to reflect events or circumstances
after the date these statements were made.
View original content to download
multimedia:https://www.prnewswire.com/news-releases/realty-income-announces-expiration-and-final-results-of-exchange-offer-and-consent-solicitations-302039910.html
SOURCE Realty Income Corporation