10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2013

	OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from _________ to __________

Commission file number: 001-35263

AMERICAN REALTY CAPITAL PROPERTIES, INC.

(Exact name of registrant as specified in its charter) 

Maryland	45-2482685
(State or other  jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
405 Park Ave., 15th Floor, New York, NY	10022
(Address of principal executive offices)	(Zip Code)

(212) 415-6500

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant submitted electronically and posted on its corporate Web Site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definition of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer x		Accelerated filer o
Non-accelerated filer o	(Do not check if a smaller reporting company)	Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yeso Nox

The number of outstanding shares of the registrant’s common stock on July 31, 2013 was 184,893,886 shares.

AMERICAN REALTY CAPITAL PROPERTIES, INC.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

FORM 10-Q

June 30, 2013

	Page
PART I — FINANCIAL INFORMATION
Item 1. Financial Statements	1
Consolidated Balance Sheets as of June 30, 2013 (Unaudited) and December 31, 2012	1
Consolidated Statements of Operations and Comprehensive Loss for the Three and Six Months Ended June 30, 2013 and 2012 (Unaudited)	2
Consolidated Statement of Changes in Equity for the Six Months Ended June 30, 2013 (Unaudited)	3
Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2013 and 2012 (Unaudited)	4
Notes to Consolidated Financial Statements as of June 30, 2013 (Unaudited)	5
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	33
Item 3. Quantitative and Qualitative Disclosures About Market Risk	55
Item 4. Controls and Procedures	55
PART II — OTHER INFORMATION
Item 1. Legal Proceedings	56
Item 1A. Risk Factors	56
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	56
Item 3. Defaults Upon Senior Securities	56
Item 4. Mine Safety Disclosures	56
Item 5. Other Information	56
Item 6. Exhibits	56
Signatures	57

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements.

AMERICAN REALTY CAPITAL PROPERTIES, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except for share and per share data)

	June 30, 2013			December 31, 2012
	(Unaudited)
ASSETS
Real estate investments, at cost:
Land	$	504,562		$	249,541
Buildings, fixtures and improvements	2,043,270			1,336,726
Acquired intangible lease assets	318,488			212,223
Total real estate investments, at cost	2,866,320			1,798,490
Less: accumulated depreciation and amortization	(108,765		)	(56,110		)
Total real estate investments, net	2,757,555			1,742,380
Cash and cash equivalents	10,958			156,873
Investment in direct financing leases, net	67,518			—
Other investments, at fair value	9,920			41,654
Derivatives, at fair value	10,161			—
Restricted cash	1,576			1,108
Prepaid expenses and other assets	14,626			7,416
Deferred costs, net	38,443			15,356
Assets held for sale	6,028			665
Total assets	$	2,916,785		$	1,965,452
LIABILITIES AND EQUITY
Mortgage notes payable	$	269,918		$	265,118
Senior secured revolving credit facility	—			124,604
Senior corporate credit facility	600,000			—
Convertible obligation to Series C Convertible Preferred stockholders	445,000			—
Contingent value rights obligation to preferred and common investors, at fair value	31,134			—
Derivatives, at fair value	1,186			3,830
Accounts payable and accrued expenses	12,060			9,459
Deferred rent and other liabilities	5,274			4,336
Distributions payable	1			9,946
Total liabilities	1,364,573			417,293
Convertible preferred stock, $0.01 par value, 100,000,000 shares authorized, 828,472 shares issued and outstanding at June 30, 2013 and December 31, 2012, respectively	8			8
Common stock, $0.01 par value, 240,000,000 shares authorized, 184,893,886 and 179,167,112 issued and outstanding at June 30, 2013 and December 31, 2012, respectively	1,846			1,792
Additional paid-in capital	1,801,460			1,653,900
Accumulated other comprehensive income (loss)	8,919			(3,934		)
Accumulated deficit	(379,502		)	(120,072		)
Total stockholders’ equity	1,432,731			1,531,694
Non-controlling interests	119,481			16,465
Total equity	1,552,212			1,548,159
Total liabilities and equity	$	2,916,785		$	1,965,452

The accompanying notes are an integral part of these statements.

1

AMERICAN REALTY CAPITAL PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(In thousands, except for per share data)

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Revenues:
Rental income	$	43,130		$	11,329		$	81,379		$	17,412
Operating expense reimbursements	1,830			101			3,652			258
Total revenues	44,960			11,430			85,031			17,670
Operating expenses:
Acquisition related	15,144			7,814			20,726			12,599
Merger and other transaction related	4,680			20			142,449			20
Property operating	2,465			288			4,869			580
General and administrative	1,125			502			2,432			1,027
Equity-based compensation	3,454			178			4,330			324
Depreciation and amortization	27,806			6,994			52,829			10,529
Operating fees to affiliates	—			—			—			212
Total operating expenses	54,674			15,796			227,635			25,291
Operating loss	(9,714		)	(4,366		)	(142,604		)	(7,621		)
Other income (expenses):
Interest expense	(11,238		)	(2,686		)	(17,454		)	(4,142		)
Unrealized loss on contingent value rights	(31,134		)	—			(31,134		)	—
Income from investment securities	—			—			218			—
Gain on sale of investment securities	—			—			451			—
Unrealized loss on derivative instruments	(40		)	—			(45		)	—
Other income (expenses)	91			62			126			67
Total other expenses, net	(42,321		)	(2,624		)	(47,838		)	(4,075		)
Loss from continuing operations	(52,035		)	(6,990		)	(190,442		)	(11,696		)
Net loss from continuing operations attributable to non-controlling interests	322			72			756			72
Net loss from continuing operations attributable to stockholders	(51,713		)	(6,918		)	(189,686		)	(11,624		)
Discontinued operations:
Net income (loss) from operations of held for sale properties	36			(84		)	63			(97		)
Gain (loss) on held for sale properties	—			(82		)	14			(405		)
Net income (loss) from discontinued operations	36			(166		)	77			(502		)
Net income (loss) from discontinued operations attributable to non-controlling interests	(2		)	14			(4		)	28
Net income (loss) from discontinued operations attributable to stockholders	34			(152		)	73			(474		)
Net loss	(51,999		)	(7,156		)	(190,365		)	(12,198		)
Net loss attributable to non-controlling interests	320			86			752			100
Net loss attributable to stockholders	$	(51,679	)	$	(7,070	)	$	(189,613	)	$	(12,098	)
Other comprehensive gain (loss):
Designated derivatives, fair value adjustments	14,017			(2,236		)	12,840			(2,839		)
Unrealized gain (loss) on investment securities, net	(80		)	—			13			—
Comprehensive loss	$	(37,742	)	$	(9,306	)	$	(176,760	)	$	(14,937	)
Basic and diluted net loss per share from continuing operations attributable to common stockholders	$	(0.32	)	$	(0.10	)	$	(1.20	)	$	(0.25	)
Basic and diluted net loss per share attributable to common stockholders	$	(0.32	)	$	(0.10	)	$	(1.20	)	$	(0.26	)

The accompanying notes are an integral part of these statements.

2

AMERICAN REALTY CAPITAL PROPERTIES, INC.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(In thousands, except for share data)

(Unaudited)

	Convertible Preferred Stock			Common Stock
	Number of Shares	Par Value		Number of Shares		Par Value			Additional Paid-In Capital			Accumulated Other Comprehensive Income (Loss)			Accumulated Deficit			Total Stock-holders' Equity			Non-Controlling Interests			Total Equity
Balance December 31, 2012	828,472	$	8	179,167,112		$	1,792		$	1,653,900		$	(3,934	)	$	(120,072	)	$	1,531,694		$	16,465		$	1,548,159
Issuance of common stock				32,035,064		320			490,264			—			—			490,584			—			490,584
Conversion of OP Units to common stock	—	—		599,233		6			5,794			—			—			5,800			(5,800		)	—
Common stock issued through distribution reinvestment plan	—	—		489,000		5			4,890			—			—			4,895			—			4,895
Common stock repurchases	—	—		(27,739,523	)	(277		)	(350,119		)	—			—			(350,396		)	—			(350,396		)
Offering costs, commissions and dealer manager fees	—	—		—		—			(3,260		)	—			—			(3,260		)	—			(3,260		)
Equity-based compensation	—	—		343,000		—			—			—			—			—			3,682			3,682
Amortization of restricted shares	—	—		—		—			3,026			—			—			3,026			—			3,026
Consideration paid for assets of Manager in excess of carryover basis	—	—		—		—			(3,035		)	—			—			(3,035		)	—			(3,035		)
Distributions declared	—	—		—		—			—			—			(69,817		)	(69,817		)	—			(69,817		)
Issuance of operating partnership units	—	—		—		—			—			—			—			—			108,247			108,247
Contributions from non-controlling interest holders	—	—		—		—			—			—			—			—			750			750
Distributions to non-controlling interest holders	—	—		—		—			—			—			—			—			(3,111		)	(3,111		)
Net loss	—	—		—		—			—			—			(189,613		)	(189,613		)	(752		)	(190,365		)
Other comprehensive income	—	—		—		—			—			12,853			—			12,853			—			12,853
Balance June 30, 2013	828,472	$	8	184,893,886		$	1,846		$	1,801,460		$	8,919		$	(379,502	)	$	1,432,731		$	119,481		$	1,552,212

The accompanying notes are an integral part of this statement.

3

AMERICAN REALTY CAPITAL PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

	Six Months Ended June 30,
	2013			2012
Cash flows from operating activities:
Net loss	$	(190,365	)	$	(12,198	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Issuance of operating partnership units for ARCT III Merger and other transaction related expenses	108,247			—
Depreciation	42,491			8,676
Amortization of intangible lease assets	10,511			1,910
Amortization of deferred costs	3,409			619
Amortization of above-market lease asset	126			—
Loss (gain) on held for sale properties	(14		)	405
Equity-based compensation	6,708			330
Unrealized loss on derivative instruments	45			—
Unrealized loss on contingent value rights obligations	31,134			—
Gain on sale of investments	(451		)	—
Changes in assets and liabilities:
Prepaid expenses and other assets	(6,754		)	(1,819		)
Accounts payable and accrued expenses	(351		)	1,721
Deferred rent and other liabilities	938			814
Net cash provided by operating activities	5,674			458
Cash flows from investing activities:
Investments in real estate and other assets	(1,073,050		)	(512,024		)
Investment in direct financing leases	(67,518		)	—
Capital expenditures	(30		)	—
Investments in other assets	(1,041		)	—
Deposits for real estate investments	(665		)	(600		)
Payments for purchases of other investments	(12,000		)	—
Proceeds from sale of investment securities	44,188			—
Net cash used in investing activities	(1,110,116		)	(512,624		)
Cash flows from financing activities:
Proceeds from mortgage notes payable	4,800			139,400
Proceeds from senior secured revolving credit facility	—			32,593
Payments on senior secured revolving credit facility	(124,604		)	(107		)
Proceeds from senior corporate credit facility	825,000			—
Payments on senior corporate credit facility	(225,000		)	—
Payments of deferred financing costs	(25,318		)	(9,334		)
Advance from affiliate bridge loan	—			796
Payment of affiliate bridge loan	—			(796		)
Common stock repurchases	(350,396		)	(116		)
Proceeds from issuances of preferred shares	—			6,000
Proceeds from issuance of convertible obligations to Series C Convertible Preferred stockholders	445,000			—
Proceeds from issuances of common stock	490,584			825,246
Payments of offering costs and fees related to stock issuances	(808		)	(96,209		)
Consideration paid for assets of Manager in excess of carryover basis	(3,035		)	—
Contributions from non-controlling interest holders	750			—
Distributions to non-controlling interest holders	(3,111		)	(179		)
Distributions paid	(74,867		)	(8,343		)
Advances from affiliates, net	—			(708		)
Premium payment on interest rate cap	—			(13		)
Restricted cash	(468		)	(1,547		)
Net cash provided by financing activities	958,527			886,683
Net change in cash and cash equivalents	(145,915		)	374,517
Cash and cash equivalents, beginning of period	156,873			19,331
Cash and cash equivalents, end of period	$	10,958		$	393,848
Supplemental Disclosures:
Cash paid for interest	$	10,995		$	2,895
Cash paid for income taxes	354			59
Non-cash investing and financing activities:
OP units issued to acquire real estate investment	—			6,352
Common stock issued through distribution reinvestment plan	4,895			4,257
Reclassification of deferred offering costs	—			5,875

The accompanying notes are an integral part of these statements.

4

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Note 1— Organization

American Realty Capital Properties, Inc. (the “Company”), is a Maryland corporation incorporated on December 2, 2010 that qualified as a real estate investment trust for U.S. federal income tax purposes beginning in the taxable year ended December 31, 2011. On September 6, 2011, the Company completed its initial public offering (the “IPO”) and its shares of common stock began trading on the NASDAQ Capital Market under the symbol “ARCP” on September 7, 2011. On February 28, 2013, the Company's common stock was transferred to the NASDAQ Global Select Market (“NASDAQ”) in connection with the closing of the Company's acquisition of ARCT III (as defined below).

The Company acquires, owns and operates single-tenant, freestanding commercial real estate properties. The Company has acquired a combination of long-term and medium-term leases and intends to continue to acquire properties with approximately 70% long-term leases and 30% medium-term leases, with an average portfolio remaining lease term of approximately 10 to 12 years. The Company considers properties that are leased on a “medium-term” basis to mean properties originally leased long-term (ten years or longer) that currently have a primary remaining lease duration of generally three to eight years, on average. The Company expects this investment strategy to develop growth potential from below market leases. Additionally, the Company owns a portfolio that uniquely combines properties with stable income from high credit quality tenants, and properties that have substantial future growth potential.

The Company advanced its investment objectives by growing its net lease portfolio through key mergers and acquisitions. On February 28, 2013, the Company merged with American Realty Capital Trust III, Inc., a Maryland Corporation (“ARCT III”). On May 28, 2013, the Company entered into an agreement and plan of merger with CapLease, Inc. (NYSE: LSE). On June 27, 2013, the Company closed the acquisition of 447 properties from certain affiliates of GE Capital Corp. Additionally, on July 1, 2013, the Company entered into an agreement and plan of merger with American Reality Capital Trust IV, Inc. See Note 2 —Mergers and Acquisitions.

Substantially all of the Company's business is conducted through ARC Properties Operating Partnership, L.P., a Delaware limited partnership (the “OP”). The Company is the sole general partner and holder of 95.3% of the equity interest in the OP as of June 30, 2013. Certain affiliates of the Company and certain unaffiliated investors are limited partners and owners of 4.3% and 0.4%, respectively, of the equity interest in the OP. After holding units of limited partner interests in the OP (“OP Units”) for a period of one year, holders of OP Units have the right to convert OP Units for the cash value of a corresponding number of shares of the Company's common stock or, at the option of the OP, a corresponding number of shares of the Company's common stock, as allowed by the limited partnership agreement of the OP. The remaining rights of the holders of OP Units are limited, however, and do not include the ability to replace the general partner or to approve the sale, purchase or refinancing of the OP’s assets.

The Company has retained ARC Properties Advisors, LLC (the “Manager”), a wholly owned subsidiary of AR Capital, LLC, (the “Sponsor”), to manage its affairs on a day to day basis and, as a result, is generally externally managed. Prior to the ARCT III Merger (as defined below), the Company had no employees. In connection with the ARCT III Merger, the Company internalized certain functions performed for it by the Sponsor and its affiliates prior to the ARCT III Merger, including selected acquisition, accounting and portfolio management services and, as a result, the Company currently employs eight individuals performing such functions. ARCT III was previously externally managed by American Realty Capital Advisors III, LLC (the “ARCT III Advisor”). These affiliated parties, including the Manager, RCS Advisory Services, LLC, ARC Advisory Services, LLC, American National Stock Transfer, LLC, RCS Capital, the investment income and capital markets division of Realty Capital Securities, LLC, and Realty Capital Securities, LLC, in its capacity as dealer manager (“RCS” or the “Dealer Manager”), entities which are under common ownership with the Sponsor, have performed services for the Company and ARCT III, in exchange for which they have received compensation, fees and expense reimbursements, and will continue to receive compensation, fees and expense reimbursements for providing on-going investment oversight and management services to the Company.

5

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Note 2 —Mergers and Acquisitions

Completed Mergers and Significant Acquisitions

American Realty Capital Trust III Merger

On December 14, 2012, the Company entered into an Agreement and Plan of Merger (the “ARCT III Merger Agreement”) with ARCT III and certain subsidiaries of each company. The ARCT III Merger Agreement provided for the merger of ARCT III with and into a subsidiary of the Company (the “ARCT III Merger”). The ARCT III Merger was consummated on February 28, 2013.

Pursuant to the terms and subject to the conditions set forth in the ARCT III Merger Agreement, each outstanding share of common stock of ARCT III was converted into the right to receive (i) 0.95 of a share of the Company's common stock, (the “ARCT III Exchange Ratio”) or (ii) $12.00 in cash. In addition, each outstanding unit of equity ownership of the ARCT III OP was converted into the right to receive 0.95 of the same class of unit of equity ownership in the OP.

Upon the closing of the ARCT III Merger, on February 28, 2013, 29.2 million shares, or 16.5% of the then outstanding shares of ARCT III's common stock, were paid in cash at $12.00 per share, which is equivalent to 27.7 million shares of the Company's common stock based on the ARCT III Exchange Ratio. In addition, 148.1 million shares of ARCT III's common stock were converted to shares of the Company's common stock at the Exchange Ratio, resulting in an additional 140.7 million shares of the Company's common stock outstanding after the exchange.

Upon the consummation of the ARCT III Merger, American Realty Capital III Special Limited Partnership, LLC, the holder of the special limited partner interest in the ARCT III OP, was entitled to subordinated distributions of net sales proceeds from ARCT III OP which resulted in the issuance of units of limited partner interests in the ARCT III OP, when after applying the ARCT III Exchange Ratio, resulting in the issuance of an additional 7.3 million OP Units. The parties have agreed that such OP Units will be subject to a minimum one-year holding period from the date of issuance before being exchangeable into the Company's common stock.

Upon consummation of the ARCT III Merger, the vesting of the shares of the Company's and ARCT III's outstanding restricted stock was accelerated.

In connection with the ARCT III Merger, the Company also had entered into an agreement with the Sponsor and its affiliates to internalize certain functions performed by them prior to the ARCT III Merger, at no cost to the Company, including selected acquisition, accounting and portfolio management services (the “Internalization”). In connection with the Internalization, (i) the Company and its Sponsor terminated the acquisition and capital services agreement dated September 6, 2011, between the parties, which eliminated acquisition and financing fees payable by the Company and (ii) the Manager reduced asset management fees from an annualized 0.50% of the unadjusted book value of all of the Company's assets to (a) 0.50% for up to $3.0 billion of unadjusted book value of assets and (b) 0.40% of unadjusted book value of assets greater than $3.0 billion. In addition, the Company paid $4.1 million for certain furniture, fixtures, equipment, and $1.7 million for certain costs associated with the ARCT III Merger. The Company, the Sponsor and their affiliates are considered entities under common control, as such, the assets acquired from the Advisor were recorded by the Company at their carryover basis of $1.0 million.

Accounting Treatment of the ARCT III Merger

The Company and ARCT III, to the ARCT III Merger date, were considered to be entities under common control. Both entities' advisors were wholly owned subsidiaries of the Sponsor. The Sponsor and its related parties have significant ownership interests in the Company and had significant ownership of ARCT III through the ownership of shares of common stock and other equity interests. In addition, the advisors of both entities were contractually eligible to charge potential fees for their services to both of the companies including asset management fees, incentive fees and other fees and continue to charge fees to the Company. Due to the significance of these fees, the advisors and ultimately the Sponsor is determined to have a significant economic interest in both companies in addition to having the power to direct the activities of the companies through advisory/management agreements, which qualifies them as affiliated companies under common control in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). The acquisition of an entity under common control is accounted for on the carryover basis of accounting whereby the assets and liabilities of the companies are recorded upon the merger on the same basis as they were carried by the companies on the ARCT III Merger date. In addition, U.S. GAAP requires the Company to present historical financial information as if the entities were combined for each period presented, therefore all financial statements including the notes thereto are presented combining ARCP and ARCT III historical financial information.

6

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Credit Facility

The Company and the OP are parties to a credit agreement, dated February 14, 2013, for a senior corporate credit facility (as amended, supplemented or otherwise modified from time to time, the (“Credit Facility”) with Wells Fargo Bank, National Association, as administrative agent, and the other lenders party thereto. The Company and the OP succeeded to the Credit Facility upon the consummation of the ARCT III Merger.

Additionally, upon consummation of the ARCT III Merger, two senior secured revolving credit facilities of up to $150.0 million in the aggregate were paid in full and terminated.

See Note 5 — Credit Facility for further description of the Credit Facility and repayments and terminations of facilities upon the consummation of the ARCT III Merger.

GE Capital Portfolio Acquisition

On June 27, 2013, the Company, through its OP, acquired from certain affiliates of GE Capital Corp., the equity interests in the entities that own a real estate portfolio comprised of 447 properties, which include three other revenue generating assets (the “GE Capital Portfolio”) for consideration of $774.0 million exclusive of closing costs; no liabilities were assumed. The 447 properties are subject to 400 property operating leases, which will be accounted for on the straight-line rent basis of accounting, and 47 direct financing leases, which are accounted for as a receivable at a discount to the remaining lease payments and estimated residual values of the related properties. Income on the direct financing leases are recorded using the effective interest method. In addition, the Company has recorded the fair value of the expected residual value of the property for property under direct financing leases, which will be periodically reevaluated.

Pending Mergers

CapLease, Inc. Merger

On May 28, 2013, the Company entered into an Agreement and Plan of Merger (the “CapLease Merger Agreement”) with CapLease, Inc., a Maryland corporation (“CapLease”), and certain subsidiaries of each company. The CapLease Merger Agreement provides for the merger of CapLease with and into a subsidiary of the Company (the “CapLease Merger”).

Pursuant to the terms and subject to the conditions set forth in the CapLease Merger Agreement, at the effective time of the CapLease Merger, each outstanding share of common stock of CapLease, other than shares owned by the Company, CapLease or any of their respective wholly owned subsidiaries, will be converted into the right to receive $8.50 in cash without interest. Each outstanding share of preferred stock of CapLease, other than shares owned by the Company, CapLease or any of their respective wholly owned subsidiaries, will be converted into the right to receive an amount in cash, without interest, equal to the sum of $25.00 plus all accrued and unpaid dividends on such shares of preferred stock. In addition, in connection with the merger of CapLease, LP with and into the OP (the “CapLease Partnership Merger”), each outstanding unit of equity ownership of the CapLease's operating partnership other than units owned by CapLease or any wholly owned subsidiary of CapLease will be converted into the right to receive $8.50 in cash, without interest. 

Upon consummation of the CapLease Merger, the vesting of the shares of the CapLease's outstanding restricted stock will be accelerated and become fully vested, and restricted stock and any outstanding performance shares will be fully earned and have the right to receive $8.50 per share.

The CapLease Merger is expected to close in the third or fourth quarter of 2013. However, as of the filing of this Quarterly Report on Form 10-Q, the consummation of the CapLease Merger has not yet occurred and, although the Company believes that the completion of the CapLease Merger is probable, the closing of the CapLease Merger is subject to a vote by the CapLease common stockholders and other customary conditions, and therefore there can be no assurance that the CapLease Merger will be consummated. Accordingly, the Company cannot assure that the CapLease Merger will be completed based on the terms of the CapLease Merger Agreement or at all.

American Realty Capital Trust IV Merger

On July 1, 2013, the Company entered into an Agreement and Plan of Merger (the “ARCT IV Merger Agreement”) with American Realty Capital Trust IV, Inc., a Maryland corporation (“ARCT IV”), and certain subsidiaries of each company. The ARCT IV Merger Agreement provides for the merger of ARCT IV with and into a subsidiary of the Company (the “ARCT IV Merger”).

7

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Pursuant to the terms and subject to the conditions set forth in the ARCT IV Merger Agreement, at the effective time of the ARCT IV Merger, each outstanding share of common stock of ARCT IV will be converted into the right to receive (i) $30.00 in cash, but in no event will the aggregate consideration paid in cash be paid on more than 25% of the shares of ARCT IV's common stock issued and outstanding as of immediately prior to the closing of the ARCT IV Merger or, in the Company’s discretion, (ii) either (A) a number of shares of the Company common stock equal to the ARCT IV Exchange Ratio (as defined below) or (B) only if the Market Price (as defined below) is less than $14.94, 2.05 shares of the Company common stock and an amount in cash equal to the product obtained by multiplying the excess of the ARCT IV Exchange Ratio over 2.05 by the Market Price. “ARCT IV Exchange Ratio” means (1) if the volume weighted average closing sale price of a share of the Company common stock over the five (5) consecutive trading days on the NASDAQ Global Select Market ending on the trading day immediately prior to the closing date of the ARCT IV Merger, as reported in The Wall Street Journal (the “Market Price”), is equal to or greater than $14.94, then 2.05, and (2) if the Market Price is less than $14.94, then the quotient (rounded to the nearest one-hundredth) obtained by dividing $30.62 by the Market Price. If the aggregate elections for payment in cash exceed 25% of the number of shares of ARCT IV's common stock issued and outstanding as of immediately prior to the closing of the ARCT IV Merger, then the amount of cash consideration paid on cash elections will be reduced on a pro rata basis with the remaining consideration paid in Company common stock and cash, if applicable. In addition, each outstanding unit of equity ownership of the ARCT IV will be converted into the right to receive a number of OP Units equal to the ARCT IV Exchange Ratio. In addition, on the date of the ARCT IV Merger, all outstanding restricted common stock of ARCT IV date will become fully vested and exchanged for shares of Company common stock based on the ARCT IV Exchange Ratio.

In connection with the ARCT IV Merger, ARCT IV's external advisor has agreed to waive a portion of the real estate commissions contractually due to it from the Company upon the sale of properties in an amount equal to the lesser of (i) 2.0% of the sales price of the properties and (ii) one-half of the competitive real estate commissions if a third party broker is also involved. ARCT IV's external advisor and ARCT IV agreed that ARCT IV's external advisor will be entitled to a reduced real estate commission of $8.4 million.

The Company has also entered into an agreement to purchase certain assets from ARCT IV's external advisor and reimburse ARCT IV's external advisor for certain expenses related to the ARCT IV Merger totaling $5.8 million.

ARCT IV's external advisor will be entitled to subordinated distributions of net sales proceeds in an amount estimated to be approximately $65.2 million, assuming an implied price of ARCT IV's common stock of $30.47 per share in the ARCT IV Merger (which assumes that 75% of the ARCT IV's common stock is exchanged for shares of ARCP common stock, based on a per share price of $30.62 (representing the floor for stock consideration) and 25% of the ARCT IV's common stock is exchanged for cash). Such subordinated distributions of net sales proceeds will be payable in the form of equity units of ARCT IV that will automatically convert into OP Units upon consummation of the ARCT IV Merger and will be subject to a minimum one-year holding period from the date of issuance before being exchangeable into Company common stock. The actual amount of consideration to be paid for subordinated distributions of net sales proceeds will be based, in part, on the market price of Company common stock on the date of the ARCT IV Merger and will not be known until the ARCT IV Merger Agreement date.

Accounting Treatment for the ARCT IV Merger

The Company and ARCT IV are considered to be entities under common control. Both entities' advisors are wholly owned subsidiaries of the Sponsor. The Sponsor and its related parties have ownership interests in the Company and ARCT IV through the ownership of shares of common stock and other equity interests. In addition, the advisors of both entities are contractually eligible to charge potential fees for their services to both of the companies including asset management fees, incentive fees and other fees and will continue to charge fees to the Company following the ARCT IV Merger. Due to the significance of these fees, the advisors and ultimately the Sponsor is determined to have a significant economic interest in both companies in addition to having the power to direct the activities of the companies through advisory/management agreements, which qualifies them as affiliated companies under common control in accordance with U.S. GAAP. The acquisition of an entity under common control is accounted for on the carryover basis of accounting whereby the assets and liabilities of the companies are recorded upon the merger on the same basis as they were carried by the companies on the ARCT IV Merger date. In addition, U.S. GAAP requires the Company to present historical financial information as if the entities were combined for each period presented once the ARCT IV Merger is consummated.

8

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

The ARCT IV Merger is expected to close in the third or fourth quarter of 2013. However, as of the filing of this Quarterly Report on Form 10-Q, the consummation of the ARCT IV Merger has not yet occurred and, although the Company believes that the completion of the ARCT IV Merger is probable, the closing of the ARCT IV Merger is subject to a vote by the common stockholders of both ARCT IV and the Company and other customary conditions, and therefore there can be no assurance that the ARCT IV Merger will be consummated. Accordingly, the Company cannot assure that the ARCT IV Merger will be completed based on the terms of the ARCT IV Merger or at all.

Note 3 — Summary of Significant Accounting Policies

The consolidated financial statements of the Company included herein were prepared in conformity with U.S. GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The information furnished includes all adjustments and accruals of a normal recurring nature, which, in the opinion of management, are necessary for a fair presentation of results for the interim periods. The results of operations for the three and six months endedJune 30, 2013 are not necessarily indicative of the results for the entire year or any subsequent interim period.

These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2012 of the Company, which are included on Form 8-K/A filed with the Securities and Exchange Commission (“SEC”) on May 8, 2013. There have been no significant changes to these policies during the six months ended June 30, 2013, other than the updates described below.

Reclassification

Certain reclassifications have been made to the previously issued historical financial statements of the Company to conform to this presentation.

Investment in Direct Financing Leases

The Company has acquired certain properties that are subject to leases that qualify as direct financing leases in accordance with U.S. GAAP due to the significance of the lease payments from the inception of the leases compared to the fair value of the property. Investments in direct financing leases represent the fair value of the remaining lease payments on the leases and the estimated fair value of any expected residual property value at the end of the lease term. The fair value of the remaining lease payments is estimated using a discounted cash flow based on interest rates that would represent the Company's incremental borrowing rate for similar types of debt. The expected residual property value at the end of the lease term is estimated using market data and assessments of the remaining useful lives of the properties at the end of the lease terms, among other factors. Income from direct financing leases is calculated using the effective interest method over the remaining term of the lease.

Convertible Obligation to Series C Convertible Preferred Stockholders

On June 7, 2013, the Company issued 28.4 million shares of Series C Convertible Preferred Stock (the “Series C Convertible Preferred Stock”) for gross proceeds of $445.0 million. Due to an unconditional obligation to either redeem or convert the Series C Convertible Preferred Stock into a variable number of shares of common stock predominantly based on a fixed monetary amount, the preferred securities are classified as an obligation under U.S. GAAP and are presented on the consolidated balance sheet as a liability. In addition, without the approval of the holders of the Company's common stock and Series C Convertible Preferred Stock, to amend the Company's articles supplementary designating the Series C Convertible Preferred Stock (the “Series C Articles Supplementary”) and to permit the issuance of additional shares of common stock, the sum of the number of shares issued pursuant to the June 7, 2013 private placement of common stock and the conversion of Series C Convertible Preferred Stock may not exceed 19.9% of the number of shares of Company common stock outstanding immediately prior to the closing of the June 7, 2013 private placement. As a result the Company is limited, after consideration of the previously issued 29.4 million shares of common stock in the June 7, 2013 private placement, to the issuance of an additional 3.3 million shares of its common stock, with the balance of the Series C Convertible Preferred Stock to be cancelled in exchange for cash in lieu of such common stock in an amount equal to the greater of the product of such number of excess shares into which the shares of Series C Convertible Preferred Stock would have been convertible and (i) 102% of the liquidation preference, which is $15.67, as may be adjusted from time to time (the “Conversion Price”), and (ii) the Conversion Price valued at the one-day volume-weighted average trading price (“VWAP”) of the common stock on the applicable date. Therefore upon conversion, absent a shareholder vote permitting the issuance of common stock for the conversion, a portion of the shares can be converted to common stock and the remaining shares will be cancelled for cash at a premium as specified in the Series C Articles Supplementary. The preferred shares liability is recorded at fair value at June 30, 2013, which is considered to approximate the gross proceeds received. The preferred shares liability will be carried at fair value and adjusted on a quarterly basis.

9

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Contingent Valuation Rights

In connection with the private placement transactions described above, on June 7, 2013, the Company issued to the common stock investors 29.4 million contingent value rights (“Common Stock CVR's”), and to the Series C Convertible Preferred Stock investors 28.4 million contingent value rights (“Preferred Stock CVR's”), which may entitle the holders of Common Stock CVR's to a cash payment of up to $1.50, equal to the difference of the $15.47 purchase price and the CVR Period VWAP, per Common Stock CVR and the holders of Preferred Stock CVR's to a cash payment of up to $2.00, equal to the difference between the Conversion Price of $15.67 and the CVR Period VWAP, per Preferred Stock CVR in the future depending on the future performance of the Company's common stock, subject to certain limits. Payments to the common and Series C Convertible Preferred contingent value rights holders will be based on a comparison of the issuance price of each class of security to the VWAP of the Company's common stock for 30 trading days beginning on thirtieth trading day after the issuance of the common stock on June 7, 2013 for the common stockholder, and for the Series C Convertible Preferred stockholders, the payment will be based on the VWAP of the Company's common stock for 30 trading days beginning on ninetieth trading day after the earliest to occur of: (i) the closing of the CapLease Merger; (ii) the trading day after (a) the date of an announcement that CapLease, Inc. has accepted a competing offer (which did not occur) or (b) the CapLease Merger is otherwise terminated; and (iii) December 31, 2013. Depending on the VWAP during the respective measurement periods described above, the amount to be paid out for the contingent value rights, if any, will not be known until the end of the measurement periods. The Company has recorded a liability for its obligations to settle the contingent value rights, at fair value. The Company has estimated the fair value of the contingent value rights at June 30, 2013, using the input of third-party valuation specialists and management's own judgment, based primarily on the volatility of the Company's historical stock prices, the effect of certain economic scenarios and the Company's stock price as of June 30, 2013. Changes in the fair value of the contingent valuation rights are recorded in the consolidated statement of operations and comprehensive loss as an unrealized gain or loss in the period incurred.

Contingent Rental Income

The Company owns certain properties that have associated leases that require the tenant to pay contingent rental income based on a percentage of the tenant's sales after the achievement of certain sales thresholds, which may be monthly, quarterly or annual targets. As a lessor, the Company defers the recognition of contingent rental income until the specified target that triggered the contingent rental income is achieved, or until such sales upon which percentage rent is based are known.

Non-Controlling Interests

As described in Note 1— Organization, certain affiliates and non-affiliated third parties have been issued OP Units. Holders of OP Units are considered to be non-controlling interest holders in the OP and their ownership interest is reflected as an addition to equity on the consolidated balance sheet. In addition, a portion of the earnings and losses of the OP are allocated to non-controlling interest holders based on their respective ownership percentage. Furthermore, upon conversion of OP Units to common stock, any gain or loss attributable to the OP Unit Holders is recorded as a component of equity.

Recent Accounting Pronouncements

In December 2011, the Financial Accounting Standards Board (“FASB”) issued guidance regarding disclosures about offsetting assets and liabilities, which requires entities to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The guidance is effective for fiscal years and interim periods beginning on or after January 1, 2013 with retrospective application for all comparative periods presented. The adoption of this guidance, which is related to disclosure only, did not have a material impact on the Company's consolidated financial position, results of operations or cash flows. Refer to Note 9 —Derivatives and Hedging Activities for the Company's disclosure of information about offsetting and related arrangements.

In July 2012, the FASB issued revised guidance intended to simplify how an entity tests indefinite-lived intangible assets for impairment. The amendments will allow an entity first to assess qualitative factors to determine whether it is necessary to perform a quantitative impairment test. An entity will no longer be required to calculate the fair value of an indefinite-lived intangible asset and perform the quantitative test unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. The amendments are effective for annual and interim indefinite-lived intangible asset impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption was permitted. The adoption of this guidance did not have a material impact on the Company's consolidated financial position, results of operations or cash flows.

10

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

In February 2013, the FASB issued guidance which requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. The guidance is effective for annual and interim periods beginning after December 15, 2012 with early adoption permitted. The adoption of this guidance, which is related to disclosure only, did not have a material impact on the Company's consolidated financial position, results of operations or cash flows. Refer to Note 9 —Derivatives and Hedging Activities for the Company's disclosure of the information about the amounts reclassified out of accumulated other comprehensive income by component.

In February 2013, the FASB issued new accounting guidance clarifying the accounting and disclosure requirements for obligations resulting from joint and several liability arrangements for which the total amount under the arrangement is fixed at the reporting date. The new guidance is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. The Company does not expect the adoption of this guidance to have a material impact on the Company's consolidated financial position, results of operations or cash flows.

Note 4 — Real Estate Investments

The following table presents the allocation of the assets acquired during the periods presented (dollar amounts in thousands):

	Three Months Ended June 30,					Six Months Ended June 30,
	2013(1)		2012			2013(1)		2012
Real estate investments, at cost:
Land	$	206,282	$	57,161		$	256,463	$	84,268
Buildings, fixtures and improvements	521,765		219,869			709,374		372,933
Total tangible assets	728,047		277,030			965,837		457,201
Acquired intangibles:
In-place leases	76,986		36,927			107,213		61,175
Total assets acquired, net	805,033		313,957			1,073,050		518,376
OP Units issued to acquire real estate investments	—		(6,352		)	—		(6,352		)
Cash paid for acquired real estate investments	$	805,033	$	307,605		$	1,073,050	$	512,024
Number of properties acquired	433		116			481		170

_______________________________________________

(1) Excludes 47 properties comprised of $67.5 million of net investments subject to direct financing leases.

Land, buildings, fixtures and improvements, in-place lease intangibles and investments in direct financing leases include $774.0 million, comprised of $193.1 million, $450.5 million, $62.9 million and $67.5 million, respectively, provisionally assigned to each class of asset, pending receipt of the final appraisals and other information being prepared by a third-party specialist. 

During the three months ended June 30, 2013, the Company classified a Shaw's Supermarket in Plymouth, MA, as a held for sale property. As of June 30, 2013, the Company owned two properties which were classified as held for sale, including one vacant property.

The following table presents unaudited pro forma information as if the acquisitions during the three and six months endedJune 30, 2013 had been consummated on January 1, 2012. Additionally, the unaudited pro forma net loss attributable to stockholders was adjusted to exclude acquisition related expenses of $15.1 million and $7.8 million for the three months endedJune 30, 2013 and 2012, respectively, and merger and other transaction expenses of $4.7 million for the three months endedJune 30, 2013. The unaudited pro forma net loss attributable to stockholders was adjusted to exclude acquisition related expenses of $20.7 million and $12.6 million for the six months endedJune 30, 2013 and 2012, respectively, and merger and other transaction expenses of $142.4 million for the six months endedJune 30, 2013.

	Three Months Ended June 30,						Six Months Ended June 30,
(Amounts in thousands)	2013			2012			2013			2012
Pro forma revenues	$	56,941		$	27,019		$	113,882		$	59,136
Pro forma net loss attributable to stockholders	$	(30,458	)	$	(2,393	)	$	(18,929	)	$	(2,782	)

11

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Future Lease Payments

The following table presents future minimum base rental cash payments due to the Company over the next five years and thereafter. These amounts exclude contingent rent payments, as applicable, that may be collected from certain tenants based on provisions related to sales thresholds and increases in annual rent based on exceeding certain economic indexes among other items (amounts in thousands):

	Future Minimum Base Rent Payments		Future Minimum Direct Financing Lease Payments(1)
July 1, 2013 - December 31, 2013	$	106,624	$	2,508
2014	210,551		5,105
2015	207,318		5,019
2016	202,300		4,971
2017	192,725		4,603
Thereafter	1,262,001		15,241
Total	$	2,181,519	$	37,447

_______________________________________________

(1) 47 properties are subject to direct financing leases and, therefore, for accounting purposes, revenue is recognized as direct financing lease income on the discounted cash flows of the lease payments. Amounts reflected are the cash rent on these respective properties.

Net Investment in Direct Financing Leases

The components of the Company's net investment in direct financing leases are as follows (in thousands):

	June 30, 2013
Future minimum lease payments receivable	$	37,447
Unguaranteed residual value of property	48,751
Unearned income	(18,680		)
Net investment in direct financing leases	$	67,518

Tenant Concentration

The following table lists the tenants of the Company whose annualized rental income on a straight-line basis represented greater than 10% of consolidated annualized rental income on a straight-line basis as of June 30, 2013 and 2012. Annualized rental income for net leases is rental income on a straight-line basis as of June 30, 2013, which includes the effect of tenant concessions such as free rent, as applicable.

	June 30,
Tenant	2013	2012
FedEx	*	19.9%
Citizens Bank	*	14.8%
Dollar General	*	14.4%
Walgreens	*	10.4%

_______________________________________________

* The tenants' annualized rental income was not greater than 10% of total consolidated annualized rental income for all portfolio properties as of the period specified.

No other tenant represents more than 10% of total consolidated annualized rental income for the periods presented.

12

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Geographic Concentration

The following table lists the states where the Company has concentrations of properties where annual rental income for properties in that state, on a straight-line basis represented greater than 10% of consolidated annualized rental income on a straight-line basis as of June 30, 2013 and 2012:

	June 30,
State	2013	2012
Missouri	*	10.7%
New York	*	10.5%

_______________________________________________

* The annualized rental income from the state was not greater than 10% of total consolidated annualized rental income for all portfolio properties as of the period specified.

Note 5 — Credit Facility

Credit Facility

The Company and the OP are parties to the Credit Facility with Wells Fargo, National Association, as administrative agent and other lenders party thereto. The Company and the OP succeeded to the Credit Facility upon the consummation of the ARCT III Merger.

At June 30, 2013, the Credit Facility has commitments of $1.45 billion. The Credit Facility has an accordion feature, which, if exercised in full, would allow the Company to increase borrowings under the Credit Facility to $2.5 billion, subject to additional lender commitments and borrowing base availability.

At June 30, 2013, the Credit Facility contains an $810.0 million term loan facility and a $640.0 million revolving credit facility. Loans under the Credit Facility are priced at the applicable rate (at the Company's election, either a floating interest rate based on one month LIBOR, determined on a daily basis) plus 1.60% to 2.20%, or a prime-based interest rate, based upon the Company’s current leverage. To the extent that the Company receives an investment grade credit rating as determined by a major credit rating agency, at the Company's election, advances under the Credit Facility will be priced at their applicable rate plus 0.90% to 1.75% and term loans will be priced at a floating interest rate of LIBOR plus 1.15% to 2.00%, based upon the Company’s then current investment grade credit rating. The Company may also make fixed rate borrowings under the Credit Facility.

As of August 6, 2013, additional commitments from lenders increased available borrowing under the Credit Facility to $1.7 billion, comprised of a $940.0 million term loan facility and a $760.0 million revolving credit facility.

The Credit Facility provides for monthly interest payments. In the event of a default, each lender has the right to terminate its obligations under the Credit Facility, and to accelerate the payment on any unpaid principal amount of all outstanding loans. The Company has guaranteed the obligations under the Credit Facility. The revolving credit facility will terminate on February 14, 2017, unless extended, to which the term loan facility will terminate on February 14, 2018. The Company may prepay borrowings under the Credit Facility and, to the extent that borrowings are unused under the revolving credit facility and the term loan facility, the Company incurs an unused fee of 0.15% to 0.25% per annum on the unused amount depending on the unused balance as a percentage of the total facility and the type of funding. The Credit Facility also requires the Company to maintain certain property available for collateral as a condition to funding.

As of June 30, 2013, there was $600.0 million outstanding on the Credit Facility, of which $85.0 million bore a floating interest rate of 1.95%, and $515.0 million was fixed at 2.80% through the use of derivative instruments, which are used to hedge against interest rate volatility. At June 30, 2013, there was up to $1.9 billion available to the Company for future borrowings, subject to borrowing availability.

The Credit Facility requires the maintenance of financial covenants, as well as restrictions on corporate guarantees, the maintenance of certain financial ratios (such as specified debt to equity and debt service coverage ratios) as well as the maintenance of a minimum net worth. At June 30, 2013, the Company was in compliance with the debt covenants under the Credit Facility.

13

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Repayment of Previous Credit Facilities

On February 28, 2013, the Company repaid all of the outstanding borrowings under its previous senior secured revolving credit facility in the amount of $124.6 million, and the credit agreement for such facility was terminated. The average interest rate on the borrowings during the period the balance was outstanding was 3.11%. On February 14, 2013, simultaneous with entering into the Credit Facility, the Company terminated its secured credit facility agreement, which had been unused.

Note 6 — Mortgage Notes Payable

The Company’s mortgage notes payable consist of the following as of June 30, 2013 and December 31, 2012 (dollar amounts in thousands):

	Encumbered Properties	Outstanding Loan Amount		Weighted Average Effective Interest Rate (1)		Weighted Average Maturity (2)
June 30, 2013	165	$	269,918	4.25	%	4.99
December 31, 2012	164	$	265,118	4.28	%	5.51

_______________________________________________

(1) Mortgage notes payable have fixed rates or are fixed by way of interest rate swap arrangements. Effective interest rates range from 2.73% to 6.13% at June 30, 2013 and 3.32% to 6.13% at December 31, 2012.

(2) Weighted average remaining years until maturity as of June 30, 2013 and December 31, 2012, respectively.

The following table summarizes the scheduled aggregate principal repayments subsequent to June 30, 2013 (amounts in thousands):

Year	Total
July 1, 2013 - December 31, 2013	$	74
2014	189
2015	13,767
2016	16,820
2017	169,768
Thereafter	69,300
Total	$	269,918

The Company’s mortgage loan agreements generally require the maintenance of financial covenants, as well as restrictions on corporate guarantees, and the maintenance of certain financial ratios (such as specified debt to equity and debt service coverage ratios). As of June 30, 2013, the Company was in compliance with the debt covenants under the mortgage loan agreements.

Note 7 — Other Investments

The following table details the unrealized gains and losses on investment securities as of June 30, 2013 and December 31, 2012 (amounts in thousands):

	Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Investments in real estate fund as of June 30, 2013	$	10,000	$	—	$	(80	)	$	9,920
Preferred securities as of December 31, 2012	$	41,747	$	223	$	(316	)	$	41,654

At June 30, 2013, the Company had investments in a real estate fund, which was invested primarily in equity securities of other publicly traded REITS.

At December 31, 2012, the Company had investments in redeemable preferred stock and senior notes, accounted for as debt securities, with a fair value of $41.7 million. These investment securities were sold during the six months endedJune 30, 2013, resulting in a gain on sale of investments of $0.5 million.

14

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Investments are considered available-for-sale securities and therefore increases or decreases in the fair value of these investments are recorded in accumulated other comprehensive income as a component of equity on the consolidated balance sheets unless the securities are considered to be permanently impaired at which time the losses are reclassified to expense.

Note 8 — Fair Value of Financial Instruments

The Company determines fair value based on quoted prices when available or through the use of alternative approaches, such as discounting the expected cash flows using market interest rates commensurate with the credit quality and duration of the investment. The guidance defines three levels of inputs that may be used to measure fair value:

Level 1 — Quoted prices in active markets for identical assets and liabilities that the reporting entity has the ability to access at the measurement date.

Level 2 — Inputs other than quoted prices included within Level 1 that are observable for the asset and liability or can be corroborated with observable market data for substantially the entire contractual term of the asset or liability.

Level 3 — Unobservable inputs that reflect the entity’s own assumptions about the assumptions that market participants would use in the pricing of the asset or liability and are consequently not based on market activity, but rather through particular valuation techniques.

The determination of where an asset or liability falls in the hierarchy requires significant judgment and considers factors specific to the asset or liability. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company evaluates its hierarchy disclosures each quarter and depending on various factors, it is possible that an asset or liability may be classified differently from quarter to quarter. However, the Company expects that changes in classifications between levels will be rare.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with those derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties. However, as of June 30, 2013, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of the Company’s derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. The Company’s interest rate cap derivative measured at fair value on a recurring basis as of June 30, 2013 was zero and was classified in Level 2 of the fair value hierarchy.

The valuation of derivative instruments is determined using a discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, as well as observable market-based inputs, including interest rate curves and implied volatilities. In addition, credit valuation adjustments, are incorporated into the fair values to account for the Company’s potential nonperformance risk and the performance risk of the counterparties.

The Company's investments in funds and preferred units trade in active markets or are comprised of securities that trade in active markets and therefore, due to the availability of quoted market prices in active markets are classified these investments as Level 2 in the fair value hierarchy.

15

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

The following table presents information about the Company’s assets and liabilities (including derivatives that are presented net) measured at fair value on a recurring basis as of June 30, 2013 and December 31, 2012, aggregated by the level in the fair value hierarchy within which those instruments fall (amounts in thousands):

	Quoted Prices in Active Markets Level 1		Significant Other Observable Inputs Level 2			Significant Unobservable Inputs Level 3			Total
June 30, 2013:
Fund investments	$	—	$	9,920		$	—		$	9,920
Interest rate swap assets	—		10,161			—			10,161
Interest rate swap liabilities	—		(1,186		)	—			(1,186		)
Convertible obligation to Series C Convertible Preferred stockholders	—		—			(445,000		)	(445,000		)
Contingent value rights obligation to preferred and common investors	—		—			(31,134		)	(31,134		)
December 31, 2012:
Preferred securities	$	41,654	$	—		$	—		$	41,654
Interest rate swaps	—		(3,830		)	—			(3,830		)

A review of the fair value hierarchy classification is conducted on a quarterly basis. Changes in the type of inputs may result in a reclassification for certain assets. There were no transfers between Level 1 and Level 2 or Level 3 of the fair value hierarchy during the six months endedJune 30, 2013.

The following is a reconciliation of the beginning and ending balance for the changes in instruments with level 3 inputs in the fair value hierarchy for the three and six months ended June 30, 2013:

	Contingent value rights obligation to preferred and common investors			Convertible obligation to Series C Convertible Preferred stockholders			Total
Beginning balance	$	—		$	—		$	—
Fair value at issuance	—			(445,000		)	(445,000		)
Fair value adjustment	(31,134		)	—			(31,134		)
Ending balance	$	(31,134	)	$	(445,000	)	$	(476,134	)

The fair value of the contingent value rights obligations were estimated by a third party using a Monte Carlo simulation technique to estimate the future value of the Company's common stock price based partially upon observable inputs such as historical volatility and risk free interest rates. The fair value of the convertible obligation to the Series C Convertible Preferred stockholders was based primarily upon the results of the valuation of the contingent value rights estimate of the future value of the Company's common stock and managements intention of obtaining a shareholder vote permitting the conversion of the Series C Convertible Preferred Stock to shares of common stock.

The Company is required to disclose the fair value of financial instruments for which it is practicable to estimate that value. The fair value of short-term financial instruments such as cash and cash equivalents, due to affiliates and accounts payable approximate their carrying value on the accompanying consolidated balance sheets due to their short-term nature.

16

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

The fair values of the Company’s financial instruments that are not reported at fair value on the consolidated balance sheets are reported below (amounts in thousands):

		Carrying Amount at		Fair Value at		Carrying Amount at		Fair Value at
	Level	June 30, 2013		June 30, 2013		December 31, 2012		December 31, 2012
Mortgage notes payable	3	$	269,918	$	271,645	$	265,118	$	271,056
Senior secured revolving credit facility	3	—		—		124,604		124,604
Senior corporate credit facility	3	600,000		600,000		—		—
Total		$	869,918	$	871,645	$	389,722	$	395,660

The fair value of mortgage notes payable are obtained by calculating the present value at current market rates. The terms of the senior secured revolving credit facility, the terms of the senior corporate credit facility, and the Company's level ratio are considered commensurate with the market, as such the outstanding balance on the facility approximates fair value.

17

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Note 9 —Derivatives and Hedging Activities

Risk Management Objective of Using Derivatives

The Company may use derivative financial instruments, including interest rate swaps, caps, options, floors and other interest rate derivative contracts, to hedge all or a portion of the interest rate risk associated with its borrowings. The principal objective of such arrangements is to minimize the risks and/or costs associated with the Company's operating and financial structure as well as to hedge specific anticipated transactions. The Company does not intend to utilize derivatives for speculative or other purposes other than interest rate risk management. The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements are not able to perform under the agreements. To mitigate this risk, the Company only enters into derivative financial instruments with counterparties with high credit ratings and with major financial institutions with which the Company and its affiliates may also have other financial relationships. The Company does not anticipate that any of the counterparties will fail to meet their obligations.

Cash Flow Hedges of Interest Rate Risk

The Company's objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps and collars as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate collars designated as cash flow hedges involve the receipt of variable-rate amounts if interest rates rise above the cap strike rate on the contract and payments of variable-rate amounts if interest rates fall below the floor strike rate on the contract.

The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During 2013, such derivatives were used to hedge the variable cash flows associated with variable-rate debt. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings.

Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on the Company's variable-rate debt. During the next twelve months, the Company estimates that an additional $4.3 million will be reclassified from other comprehensive income as an increase to interest expense. During the three and six months ended June 30, 2013, the Company accelerated the reclassification of approximately $27,000 in other comprehensive income to earnings as a result of the hedged forecasted transactions becoming probable not to occur.

18

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

As of June 30, 2013, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk (dollar amounts in thousands):

Interest Rate Derivative	Number of Instruments	Notional Amount
Interest rate swaps	10	$	667,590

As of December 31, 2012, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk (dollar amounts in thousands):

Interest Rate Derivative	Number of Instruments	Notional Amount
Interest rate swaps	7	$	152,590
Interest rate cap	1	50,000
Total	8	$	202,590

The table below presents the fair value of the Company's derivative financial instruments as well as their classification on the Balance Sheet as of June 30, 2013 and December 31, 2012 (dollar amounts in thousands):

Derivatives Designated as Hedging Instruments	Balance Sheet Location	June 30, 2013			December 31, 2012
Interest rate products	Derivative assets, at fair value	$	10,161		$	—
Interest rate products	Derivative liabilities, at fair value	$	(1,186	)	$	(3,830	)

The table below details the location in the financial statements of the gain or loss recognized on interest rate derivatives designated as cash flow hedges for the three and six months ended June 30, 2013 and 2012, respectively (amounts in thousands).

	Three Months Ended June 30,						Six Months Ended June 30,
Derivatives in Cash Flow Hedging Relationships	2013			2012			2013			2012
Amount of gain (loss) recognized in accumulated other comprehensive income on interest rate derivatives (effective portion)	$	12,748		$	(2,485	)	$	10,889		$	(3,174	)
Amount of gain (loss) reclassified from accumulated other comprehensive income into income as interest expense (effective portion)	$	(1,269	)	$	(249	)	$	(1,951	)	$	(335	)
Amount of gain (loss) recognized in income on derivative (ineffective portion, reclassifications of missed forecasted transactions and amounts excluded from effectiveness testing)	$	(23	)	$	—		$	(23	)	$	—

The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company's derivatives as of June 30, 2013 and December 31, 2012. The net amounts of derivative assets or liabilities can be reconciled to the tabular disclosure of fair value. The tabular disclosure of fair value provides the location that derivative assets and liabilities are presented on the consolidated balance sheets.

Offsetting of Derivative Assets and Liabilities
	Gross Amounts of Recognized Assets		Gross Amounts of Recognized Liabilities			Gross Amounts Offset in the Consolidated Balance Sheet		Net Amounts of Assets Presented in the Consolidated Balance Sheet		Net Amounts of Liabilities Presented in the Consolidated Balance Sheet			Financial Instruments		Cash Collateral Received		Net Amount
June 30, 2013	$	10,161	$	(1,186	)	$	—	$	10,161	$	(1,186	)	$	—	$	—	$	8,975
December 31, 2012	$	—	$	(3,830	)	$	—	$	—	$	(3,830	)	$	—	$	—	$	(3,830	)

Credit-risk-related Contingent Features

The Company has agreements with each of its derivative counterparties that contain a provision where if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations.

19

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

As of June 30, 2013, the fair value of the derivatives in a net liability position, including accrued interest but excluding any adjustment for nonperformance risk related to these agreements was $1.3 million. As of June 30, 2013, the Company has not posted any collateral related to these agreements and was not in breach of any agreement provisions. If the Company had breached any of these provisions, it could have been required to settle its obligations under the agreements at their aggregate termination value of $1.3 million at June 30, 2013.

Reclassifications out of Accumulated Other Comprehensive Income (“AOCI”)

The following table details reclassification adjustments out of AOCI and the corresponding effect on net income for the three and six months endedJune 30, 2013 and 2012 (amount in thousands):

AOCI Component	Amount Reclassified from AOCI												Affected Line Items in the Consolidated Statements of Operations and Comprehensive Loss
	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Unrealized loss on investment securities, net	$	—		$	—		$	93		$	—		Gain on sale of investment securities
Designated derivatives, fair value adjustment	(1,269		)	(249		)	(1,951		)	(335		)	Interest expense

Note 10Convertible Preferred Stock

The Company has the following classes of convertible preferred stock outstanding at June 30, 2013:

Issue	Date Issued	Units	Gross Proceeds (In thousands)		Liquidation Preference		Dividend/Interest Rate
Shares classified as Equity:
Series A Convertible Preferred Stock(1)	May 11, 2012	545,454	$	6,000	$	11.00	$	0.77
Series B Convertible Preferred Stock(2)	July 24, 2012	283,018	3,000		10.60		0.74
Shares classified as Liabilities:
Series C Convertible Preferred Stock (3)	June 7, 2013	28,398,213	$	445,000	$	15.67	5.81		%

_______________________________________________

(1)The Series A Convertible Preferred Stock may be redeemed at the option of the Company in whole or in part after the issuance date at $11.00 per share.

(2)The Series B Convertible Preferred Stock may be redeemed at the option of the Company in whole or in part after the issuance date at $10.60 per share.

(3)The Series C Convertible Preferred Stock is mandatorily redeemable or exchangeable for shares of common stock at the option of the Company within three business days following the earliest to occur of (A) the closing of the CapLease Merger (B) the first trading day following (a) an announcement that CapLease has accepted a competing offer (which did not occur within the time specified in the CapLease Merger Agreement) or (b) the CapLease Merger Agreement is otherwise terminated, and (C) December 31, 2013, the Company will have the option to: (I) convert all shares of Series C Convertible Preferred Stock into such number of shares of the Company’s common stock equal to the par value of the Series C Convertible Preferred Stock divided by the lowest of (i) a 2% discount to the VWAP of the Company’s common stock for the 10 prior trading days, (ii) a 2% discount to the closing price on such date and (iii) $15.67, as adjusted from time to time or (II) redeem all shares of the Company’s Series C Convertible Preferred Stock in cash at 120% of its par value. As of June 30, 2013, the Company is limited, without the approval of holders of the Company's common stock and Series C Convertible Preferred Stock to amend the Series C Articles Supplementary, to issuing no more than 3.3 million shares of common stock upon conversion of shares of Series C Convertible Preferred Stock due to limitations imposed by the articles supplementary for the Series C Convertible Preferred Stock. Therefore, upon the required conversion the Company will cancel any remaining Series C Convertible Preferred Stock in exchange for cash in lieu of common stock in an amount equal to the greater of the product of such number of excess shares into which the shares of Series C stock would have been convertible and (i) 120% of the liquidation preference, which is $15.67, as may be adjusted from time to time, and (ii) the Conversion Price valued at the one-day VWAP of the common stock on the applicable date.

20

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Note 11 — Common Stock

Increases in Authorized Common Stock

On July 2, 2013, the Company filed articles of amendment to its charter to increase the number of authorized shares of common stock to 750,000,000 shares.

Offerings

On August 1, 2012, the Company filed a $500 million universal shelf registration statement and a resale registration statement with the SEC. Each registration statement became effective on August 17, 2012. As of June 30, 2013, the Company had issued 2.1 million shares of common stock under the $500 million universal shelf registration statement. No preferred stock, debt or equity-linked security had been issued under this $500 million universal shelf registration statement. The resale registration statement, as amended, registers the resale of up to 1,882,248 shares of common stock issued in connection with any future conversion of certain currently outstanding restricted shares, convertible preferred stock or limited partnership interests in the OP.

On March 13, 2013, the Company filed a universal automatic shelf registration statement that was automatically declared effective and achieved well-known seasoned issuer (“WKSI”) status. The Company intends to maintain both the $500 million universal shelf registration statement and the WKSI universal automatic shelf registration statement.

In January 2013, the Company commenced its “at the market” equity offering program (“ATM”) in which it may from time to time offer and sell shares of its common stock having an aggregate offering proceeds of up to $60.0 million. The shares will be issued pursuant to the Company's $500.0 million universal shelf registration statement.

The following are the Company's equity offerings of common stock during the six months endedJune 30, 2013 (dollar amounts in millions):

Type of offering	Closing Date	Number of Shares(1)	Gross Proceeds
Registered follow on offering	January 29, 2013	2,070,000	$	26.7
ATM	January 1 - June 30, 2013	553,300	8.9
Private placement offering	June 7, 2013	29,411,764	455.0
Total		32,035,064	$	490.6

_______________________________________________

(1) Excludes 140.7 million shares of common stock that were issued to the stockholders of ARCT III's common stock in conjunction with the ARCT III Merger.

Upon the closing of the ARCT III Merger, 29.2 million shares of the then outstanding shares of ARCT III's common stock were paid in cash at $12.00 per share, which equals 27.7 million shares of the Company's common stock after the application of the ARCT III Exchange Ratio. In addition, upon closing of the ARCT III Merger, 148.1 million shares of ARCT III's common stock were converted to shares of Company's common stock at the ARCT III Exchange Ratio, resulting in an additional 140.7 million shares of the Company's common stock outstanding after the exchange.

21

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Dividends

The Company's board of directors has authorized, and the Company began paying, dividends since October 2011 on the fifteenth day of each month to stockholders of record on the eight day of such month. During the six months endedJune 30, 2013, the board of directors of the Company has authorized the following increases in the Company's dividend.

Dividend increase declaration date	Annualized dividend per share	Effective date
March 17, 2013	$0.91	June 8, 2013
May 28, 2013	$0.94	*

_______________________________________________

* The dividend increase is contingent upon, and effective with, the earlier of the close of the ARCT IV Merger or the close of the CapLease Merger.

The annualized dividend rate at June 30, 2013 was $0.910 per share.

Note 12— Share-Based Compensation

Equity Plan

The Company has adopted the American Realty Capital Properties, Inc. Equity Plan (the “Equity Plan”), which provides for the grant of stock options, restricted shares of common stock, restricted stock units, dividend equivalent rights and other equity-based awards to the Manager, non-executive directors, officers and other employees and independent contractors, including employees or directors of the Manager and its affiliates who are providing services to the Company.

The Company authorized and reserved a total number of shares equal to 10.0% of the total number of issued and outstanding shares of common stock (on a fully diluted basis assuming the redemption of all OP Units for shares of common stock) to be issued at any time under the Equity Plan for equity incentive awards excluding an initial grant of 167,400 shares to the Manager in connection with the IPO. All such awards of shares will vest ratably on a quarterly or annual basis over a three-year period beginning on the first anniversary of the date of grant and shall provide for “distribution equivalents” with respect to this restricted stock, whether or not vested, at the same time and in the same amounts as dividends are paid to the stockholders.

In February 2013, the Company granted 325,000 restricted shares of common stock to the Manager and certain employees. These shares did not vest upon the consummation of the ARCT III Merger but will vest ratably over a three-year period and shall provide for “distribution equivalents” with respect to this restricted stock, whether or not vested, at the same time and in the same amounts as dividends are paid to the stockholders.

Director Stock Plan

The Company has adopted the American Realty Capital Properties, Inc. Non-Executive Director Stock Plan (the “Director Stock Plan”), which provides for the grant of restricted shares of common stock to each of the Company's independent directors, each of whom is a non-executive director. Awards of restricted stock will vest ratably over a five-year period following the first anniversary of the date of grant in increments of 20.0% per annum, subject to the director’s continued service on the board of directors, and shall provide for “distribution equivalents” with respect to this restricted stock, whether or not vested, at the same time and in the same amounts as distributions are paid to the stockholders. At June 30, 2013, a total of 99,000 shares of common stock are reserved for issuance under the Director Stock Plan.

The fair value of restricted common stock awards under the Equity Plan and Director Stock Plan is determined on the grant date using the closing stock price on NASDAQ that day. The fair value of restricted common stock under the Equity Plan is updated at the end of each quarter based on quarter end closing stock price through the final vesting date.

22

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

ARCT III Restricted Share Plan

ARCT III had an employee and director incentive restricted share plan (the “RSP”), which provided for the automatic grant of 3,000 restricted shares of common stock to each of its independent directors, without any further action by ARCT III’s board of directors or its stockholders, on the date of initial election to the board of directors and on the date of each annual stockholder’s meeting thereafter. Restricted stock issued to independent directors vested over a five-year period following the first anniversary of the date of grant in increments of 20.0% per annum. The RSP provided ARCT III with the ability to grant awards of restricted shares to its directors, officers and employees (if ARCT III ever had employees), employees of ARCT III's Advisor and its affiliates, employees of entities that provided services to ARCT III, directors of the ARCT III Advisor or of entities that provided services to ARCT III, certain consultants to ARCT III and the ARCT III Advisor and its affiliates or to entities that provided services to ARCT III.

Immediately prior to the effective time of the ARCT III Merger, each then-outstanding share of ARCT III restricted stock fully vested. All shares of ARCT III common stock then-outstanding as a result of the full vesting of shares of ARCT III restricted stock, and the satisfaction of any applicable withholding taxes, had the right to receive a number of shares of the Company's common stock based on the ARCT III Exchange Ratio.

The following tables detail the restricted shares activity within the Equity Plan, Director Stock Plan and RSP during the three and six months endedJune 30, 2013:

Restricted Share Awards

	Equity Plan			RSP & Director Stock Plan
	Number of Restricted Common Shares	Weighted-Average Issue Price		Number of Restricted Common Shares	Weighted-Average Issue Price
Awarded December 31, 2012	259,909	$	11.84	30,300	$	10.68
Granted	325,000	13.88		18,000	14.58
Forfeited	—	—		—	—
Awarded June 30, 2013	584,909	$	12.95	48,300	$	12.13

Unvested Restricted Shares

	Equity Share Plan					RSP & Director Stock Plan
	Number of Restricted Common Shares		Weighted-Average Issue Price			Number of Restricted Common Shares		Weighted-Average Issue Price
Unvested, December 31, 2012	186,403		$	11.62		27,930		$	10.58
Granted	325,000		13.83			18,000		14.58
Vested	(186,403	)	(11.62		)	(27,930	)	(10.58		)
Forfeited	—		—			—		—
Unvested, June 30, 2013	325,000		$	13.83		18,000		$	14.58

In connection with the ARCT III Merger, each share of the Company's and ARCT III's restricted stock outstanding as of immediately prior to the effective date of the ARCT III Merger became fully vested.

For the three months ended June 30, 2013 and 2012, compensation expense for restricted shares was $0.2 million, respectively. For the six months ended June 30, 2013 and 2012, compensation expense for restricted shares was $0.6 million and $0.4 million, respectively. Compensation expense for the accelerated vesting of restricted shares in conjunction with the ARCT III Merger restricted shares of $2.2 million during the three and six months endedJune 30, 2013 was recorded as Merger costs.

In July 2013, the Company granted 300,000 restricted shares of common stock to the Manager and certain employees at a grant date price of $14.80 per share. These shares will vest ratably over a three-year period and shall provide for “distribution equivalents” with respect to these restricted shares, whether or not vested, at the same time and in the same amounts as dividends are paid to the stockholders.

23

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Multi-Year Performance Plan

Upon consummation of the ARCT III Merger, the Company entered into the 2013 Advisor Multi-Year Outperformance Agreement (the “OPP”) with the Manager, whereby the Manager will be able to potentially earn compensation upon the attainment of stockholder value creation targets.

Under the OPP, the manager was granted 8,241,101 long term incentive plan units (“LTIP Units”) of the OP, which will be earned or forfeited based on the Company's total return to stockholders (including both share price appreciation and common stock distributions) (“Total Return”), for the three year period consisting of:

• Absolute Component: 4.0% of any excess Total Return attained above an absolute hurdle of 7.0% for each annual measurement period, non-compounded, 14.0% for the interim measurement period and 21.0% for the full performance period; and

• Relative Component: 4.0% of any excess Total Return attained above the Total Return for the performance period of a peer group comprised of the following companies: CapLease, Inc.; EPR Properties; Getty Realty Corporation; Lexington Realty Trust; National Retail Properties, Inc.; and Realty Income Corporation.

The award will be funded (“OPP Pool”) up to a maximum award opportunity equal to 5% of the Company's equity market capitalization at the ARCT III Merger date of $2.1 billion (the “OPP Cap”). Awards under the OPP are dependent on achieving an annual hurdle that commenced December 11, 2012, an interim (two-year) hurdle and then the aforementioned three-year hurdle ending on December 31, 2015.

In order to further ensure that the interests of the Manager are aligned with the Company's investors, the Relative Component is subject to a ratable sliding scale factor as follows:

• 100.0% will be earned if the Company attains a median Total Return of at least 6.0% for each annual measurement period, non-compounded, at least 12% for the interim measurement period, and at least 18.0% for the full performance period;

• 50.0% will be earned if the Company attains a median Total Return of at least 0.0% for each measurement period;

• 0.0% will be earned if the Company attains a median Total Return of less than 0.0% for each measurement period; and

• A percentage from 50.0% to 100.0% calculated by linear interpolation will be earned if the Company's median Total Return is between 0.0% and the percentage set for each measurement period.

For each year during the performance period a portion of the OPP Cap equal to a maximum of up to 1.25% of the Company's equity market capitalization of $2.1 billion will be “locked-in” based upon the attainment of the performance hurdles set forth above for each annual measurement period. In addition, a portion of the OPP Cap equal to a maximum of up to 3.0% of the Company's equity market capitalization will be “locked-in” based upon the attainment of the performance hurdles set forth above for the interim measurement period, which if achieved, will supersede and negate any prior “locked-in” portion based upon annual performance through December 31, 2013 and 2014 (i.e., a maximum award opportunity equal to a maximum of up to 3.0% of the Company's equity market capitalization may be “locked-in” through December 31, 2014).

Following the performance period, the Absolute Component and the Relative Component will be calculated separately and then added together to determine the aggregate award earned under the OPP, which will be the lesser of the sum of the two components and the OPP Cap. The OPP Pool will be used to determine the number of LTIP units that vest. Any unvested LTIP units will be immediately forfeited on December 31, 2015. At June 30, 2013, 100% of the pool has been allocated.

The Manager will be entitled to convert 33.3% of the LTIP units earned into OP Units on each of December 31, 2015, 2016 and 2017 and within 30 days following such date. In addition, the OPP provides for accelerated earning and vesting of LTIP Units and redemption of vested LTIP Units for cash if the Manager is terminated or if the Company experiences a change in control. The Manager will be entitled to receive a tax gross-up in the event that any amounts paid to it under the OPP constitute “parachute payments” as defined in Section 280G of the Internal Revenue Code of 1986, as amended (the “Code”).

The fair value of the LTIP Units granted are being amortized over the performance period. During the three and six months endedJune 30, 2013, the Company has recorded expense of $3.1 million and $3.7 million, respectively, for the OPP.

24

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Note 13 —Commitments and Contingencies

Contractual Lease Obligations

The following table reflects the minimum base rental cash payments due from the Company over the next five years and thereafter for ground lease arrangements (amounts in thousands):

	Future Minimum Base Rent Payments
July 1, 2013 - December 31, 2013	$	174
2014	348
2015	349
2016	349
2017	353
Thereafter	2,477
Total	$	4,050

Litigation

In the ordinary course of business, the Company may become subject to litigation or claims. There are no material legal proceedings pending or known to be contemplated against the Company, except as follows:

Since the announcement of the CapLease Merger Agreement on May 28, 2013, the following lawsuits have been filed:

CapLease, its directors, and its affiliates, CapLease's operating partnership and the general partner of the operating partnership, as well as the Company, the OP and a CapLease Merger related subsidiary, have been named as defendants in a putative class action lawsuit in connection with the proposed merger, styled Mizani v. CapLease, Inc., No. 651986/2013, in the Supreme Court of the State of New York, New York County. The complaint alleges, among other things, that the CapLease Merger Agreement was the product of breaches of fiduciary duty by CapLease’s directors because the CapLease Merger does not provide for full and fair value for the CapLease’s stockholders, the CapLease Merger was not the result of a competitive bidding process, the CapLease Merger Agreement contains coercive deal protection measures, and the CapLease Merger Agreement and the CapLease Merger were approved as a result of improper self-dealing by certain defendants who would receive certain alleged employment compensation benefits and continued employment pursuant to the CapLease Merger Agreement. The complaint also alleges that CapLease, the Company, the OP and a CapLease Merger related subsidiary, aided and abetted the directors’ alleged breaches of fiduciary duty. The plaintiff seeks, among other things, to enjoin completion of the CapLease Merger. The Company believes that the allegations of the complaint are without merit and that it has substantial meritorious defenses to the claims set forth in the complaint.

Separately, CapLease, its directors and its affiliates, the CapLease's operating partnership and the general partner of the CapLease's operating partnership, as well as the Company, the OP and a CapLease Merger related subsidiary, have been named as defendants in a putative class action and derivative lawsuit in connection with the proposed merger, styled Tarver v. CapLease, Inc., No. 24C13004176, in the Circuit Court of the State of Maryland, Baltimore City. The complaint alleges, among other things, that the CapLease Merger Agreement was the product of breaches of fiduciary duty by CapLease’s directors because the CapLease Merger does not provide for full and fair value for the CapLease’s stockholders, the CapLease Merger Agreement contains coercive deal protection measures, the CapLease Merger was not the result of a competitive bidding process, and the CapLease Merger Agreement and the CapLease Merger were approved as a result of improper self-dealing. The complaint also alleges that CapLease, CapLease's operating partnership, the general partner of the CapLease's operating partnership, the Company, the OP and a CapLease Merger related subsidiary aided and abetted the directors’ alleged breaches of fiduciary duty. The plaintiff seeks, among other things, to enjoin completion of the CapLease Merger. The Company believes that the allegations of the complaint are without merit and that it has substantial meritorious defenses to the claims set forth in the complaint.

25

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Separately, CapLease, its directors and its affiliates, the CapLease's operating partnership and the general partner of the CapLease's operating partnership, as well as the Company, the OP and a CapLease Merger related subsidiary, have been named as defendants in a putative class action and derivative lawsuit in connection with the proposed CapLease Merger, styled Carach v. CapLease, Inc., No. 651986/2013, in the Supreme Court of the State of New York, New York County. The complaint alleges, among other things, that the CapLease Merger Agreement was the product of breaches of fiduciary duty by the CapLease’s directors because the CapLease Merger does not provide for full and fair value for the CapLease’s stockholders, the CapLease directors failed to take steps to maximize the value of CapLease or properly value CapLease, failed to protect against various alleged conflicts of interest, and failed to fully disclose material information concerning the process that led to the CapLease Merger. The complaint also alleges that CapLease's operating partnership, the general partner of CapLease's operating partnership, the Company, the OP and a CapLease Merger related subsidiary aided and abetted the CapLease directors’ alleged breaches of fiduciary duty. The plaintiff seeks, among other things, to enjoin completion of the CapLease Merger. The Company believes that the allegations of the complaint are without merit and that it has substantial meritorious defenses to the claims set forth in the complaint.

Since the announcement of the ARCT III Merger Agreement on December 17, 2012, Randell Quaal filed a putative class action lawsuit filed on January 19, 2013 against the Company, the OP, ARCT III, ARCT III OP, the members of the board of directors of ARCT III and certain subsidiaries of the Company in the Supreme Court of the State of New York. The lawsuit alleges, among other things, that the board of ARCT III breached its fiduciary duties in connection with the transactions contemplated under the ARCT III Merger Agreement. In February 2013, the parties agreed to a memorandum of understanding regarding settlement of all claims asserted on behalf of the alleged class of ARCT III stockholders. In connection with the settlement contemplated by that memorandum of understanding, the class action and all claims asserted therein will be dismissed, subject to court approval. The proposed settlement terms required ARCT III to make certain additional disclosures related to the ARCT III Merger, which were included in a Current Report on Form 8-K filed by ARCT III with the SEC on February 21, 2013. The memorandum of understanding also added that the parties will enter into a stipulation of settlement, which will be subject to customary conditions, including confirmatory discovery and court approval following notice to ARCT III’s stockholders. If the parties enter into a stipulation of settlement, a hearing will be scheduled at which the court will consider the fairness, reasonableness and adequacy of the settlement. There can be no assurance that the parties will ultimately enter into a stipulation of settlement, that the court will approve any proposed settlement, or that any eventual settlement will be under the same terms as those contemplated by the memorandum of understanding, therefore any losses that may be incurred to settle this matter are not determinable.

The Company maintains directors and officers liability insurance which the Company believes should provide coverage to the Company and its officers and directors for most or all of any costs, settlements or judgments resulting from the lawsuits.

Environmental Matters

In connection with the ownership and operation of real estate, the Company may potentially be liable for costs and damages related to environmental matters. The Company has not been notified by any governmental authority of any non-compliance, liability or other claim, and is not aware of any other environmental condition, in each case, that it believes will have a material adverse effect on the results of operations.

Note 14 — Related Party Transactions and Arrangements

Ownership by Affiliates

Certain affiliates of the Company have ownership in the Company through ownership of shares of the Company's common stock, shares of unvested restricted common stock or OP units. As of June 30, 2013 and December 31, 2012, 4.82% and 1.39%, respectively, of the total equity units issued by the Company were owned by affiliates.

The Company has issued restricted stock to the Manager and non-executive directors in conjunction with a share-based compensation plan. See Note 12— Share-Based Compensation .

Fees Paid in Connection with Common Stock Offerings

RCS received selling commissions of 6% of the gross offering proceeds from the sale of the Company’s common stock in the IPO. In addition, RCS received dealer manager fees of 2% of the gross offering proceeds before reallowance to participating broker-dealers in the IPO. RCS was permitted to re-allow all or a portion of its dealer manager fee to participating broker-dealers.

26

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

In addition, RCS, served as the dealer manager of the ARCT III IPO. RCS received fees and compensation in connection with the sale of ARCT III’s common stock in the ARCT III IPO. RCS received a selling commission of up to 7% of gross offering proceeds before reallowance of commissions earned by participating broker-dealers in the ARCT III IPO. In addition, RCS received up to 3% of the gross proceeds from the sale of common stock, before reallowance to participating broker-dealers, as a dealer-manager fee in the ARCT III IPO. RCS was permitted to reallow its dealer-manager fee to such participating broker-dealers, based on such factors as the volume of shares sold by respective participating broker-dealers and marketing support incurred as compared to those of other participating broker-dealers.

The following table details the results of such activities related to RCS, which are recorded as offering costs on the consolidated statement of changes in equity (amounts in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,				Payable as of
	2013		2012		2013		2012		June 30, 2013		December 31, 2012
Total commissions and fees paid to RCS	$	—	$	57,914	$	—	$	79,791	$	—	$	—

The Company reimbursed the Manager, the ARCT III Advisor and RCS for services relating to the IPO, the Company's follow-on offerings, the ARCT III IPO, and other significant transactions such as the ARCT III Merger, for which the Manager provided assistance. The following table details the results of such activities related to offering and other significant transactions costs reimbursed to the Manager, the ARCT III Advisor and RCS (amounts in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,				Payable as of
	2013		2012		2013		2012		June 30, 2013		December 31, 2012
Offering expense and other significant transactions reimbursements	$	499	$	12,869	$	1,114	$	20,231	$	100	$	—

Fees Paid in Connection with the Operations of the Company

Each of the Company and ARCT III paid the Manager and the ARCT III Advisor, as applicable, an acquisition fee equal to 1.0% of the contract purchase price (including assumed indebtedness) of each property the Company or ARCT III, as applicable, acquired. The acquisition fee was payable in cash at the closing of each acquisition. In conjunction with the ARCT III Merger, it was agreed that these fees would no longer be paid to either party. Acquisition fees are recorded in Acquisition related costs in the consolidated statements of operations and comprehensive loss.

Each of the Company and ARCT III paid the Manager and the ARCT III Advisor, as applicable, a financing fee equal to 0.75% of the amount available under any secured mortgage financing or refinancing that the Company or ARCT III, as applicable, obtained and used for the acquisition of properties that was arranged by the Manager or ARCT III Advisor, as applicable. The financing coordination fee was payable in cash at the closing of each financing. In conjunction with the ARCT III Merger, it was agreed that these fees would no longer be paid to either party.

The Company paid the Manager an annual base management fee equal to 0.50% per annum of the average unadjusted book value of the Company's real estate assets, calculated and payable monthly in advance. The Company's Manager waived such portion of its management fee in excess of certain net income thresholds related to our operations. The management fee is payable in cash. In conjunction with the ARCT III Merger, the base management fee was reduced to 0.40% per annum for the unadjusted book value of assets over $3.0 billion. Management fees, if accrued are recorded in Operating fees to affiliates in the consolidated statements of operations and comprehensive loss.

Until July 1, 2012, ARCT III paid the ARCT III Advisor an asset management fee of 0.75% per annum of the cost of its assets (cost includes the purchase price, acquisition expenses, capital expenditures and other customarily capitalized costs, but excludes acquisition fees) plus costs and expenses incurred by the ARCT III Advisor in providing asset management services; provided, however, that the asset management fee was reduced by any amounts payable to ARCT III's property manager as an oversight fee, such that the aggregate of the asset management fee and the oversight fee did not exceed 0.75% per annum of the cost of ARCT III's assets plus costs and expenses incurred by the ARCT III Advisor in providing asset management services.

Prior to July 1, 2012, this fee was payable in monthly installments at the discretion of ARCT III's board of directors in cash, common stock or restricted stock grants, or any combination thereof. Asset management fees, if accrued are recorded in Operating fees to affiliates in the consolidated statements of operations and comprehensive loss. The Company also pays fees for transfer agent services to an affiliate, American National Stock Transfer, LLC.

27

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Effective July 1, 2012, the payment of asset management fees in monthly installments in cash, shares or restricted stock grants, or any combination thereof to the ARCT III Advisor was eliminated. Instead, ARCT III issued (subject to periodic approval by its board of directors) to the ARCT III Advisor performance-based restricted partnership units of the ARCT III OP designated as “Class B units,” which were intended to be profits interests and to vest, and no longer be subject to forfeiture, at such time as: (x) the value of the ARCT III OP’s assets plus all distributions made equal or exceeded the total amount of capital contributed by investors plus a 6.0% cumulative, pre-tax, non-compounded annual return thereon (the “economic hurdle”); and among other potential events, a liquidity event accrued.

The ARCT III Advisor received distributions on unvested Class B units equal to the distribution rate received on ARCT III common stock. Such distributions on issued Class B units were included as general and administrative expense in the consolidated statement of operations until the performance condition is considered probable to occur. 145,022 Class B units were approved by ARCT III's board of directors as of December 31, 2012. During January and February 2013, ARCT III's board of directors approved, and ARCT III issued, 603,599 Class B units to the ARCT III Advisor for its asset management services provided. As of December 31, 2012, ARCT III did not consider achievement of the performance condition to be probable as the shareholder vote for the ARCT III Merger, which would allow vesting of these Class B Units, was not completed. The performance condition related to these Class B units was satisfied upon the completion of the ARCT III Merger and expense of $9.9 million was recorded at that time. The Class B units then converted to ARCT III OP units which converted to 711,190 OP Units after the application of the ARCT III Exchange Ratio. These expenses were recorded in ARCT III Merger and other transaction related in the consolidated statements of operations and comprehensive loss.

The Company may be required to pay the Manager a quarterly incentive fee, calculated based on 20 percent of the excess Company annualized core earnings (as defined in the management agreement with the Manager) over the weighted average number of shares multiplied by the weighted average price per share of common stock. One half of each quarterly installment of the incentive fee will be payable in shares of common stock. The remainder of the incentive fee will be payable in cash. No such incentive fees have been incurred or paid to the Manager since inception.

ARCT III paid an affiliate of the Sponsor, unless it contracted with a third party, a property management fee of up to 2% of gross revenues from ARCT III's stand-alone single-tenant net leased properties and 4% of gross revenues from its multi-tenant properties, plus, in each case, market-based leasing commissions applicable to the geographic location of the property. ARCT III also reimbursed the affiliate for property level expenses. If ARCT III contracted directly with third parties for such services, it paid them customary market fees and paid the affiliated property manager, an oversight fee of up to 1.0% of the gross revenues of the property managed. Property management fees are recorded in Operating fees to affiliates in the consolidated statements of operations and comprehensive loss.

In order to facilitate the smooth transition of property management services following the consummation of the ARCT III Merger, the Company, the OP and the Sponsor agreed that the Property Management and Leasing Agreement will be extended for a 60 day period following the consummation of the ARCT III Merger for which the Company paid the Sponsor $2.3 million. These fees were recorded in merger and transaction related in the consolidated statements of operations and comprehensive loss.

The Company is required to reimburse the Manager for all out-of-pocket costs actually incurred by the Manager, including without limitation, legal fees and expenses, due diligence fees and expenses, other third party fees and expenses, costs of appraisals, travel expenses, nonrefundable option payments and deposits on properties not acquired, accounting fees and expenses, title insurance premiums and other closing costs, personnel costs and miscellaneous expenses relating to the selection, acquisition and due diligence of properties. The Company's reimbursement obligation is not subject to any dollar limitation. Expenses will be reimbursed in cash on a monthly basis following the end of each month. However, the Company will not reimburse the Manager for the salaries and other compensation of its personnel. Reimbursements are recorded based on the related activity to which the expense relates.

28

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

The following table details amounts incurred by the Company or ARCT III and contractually due to the Sponsor, ARCT III Advisor or the Manager and forgiven in connection with the operations related services described above (amounts in thousands):

	Three Months Ended June 30,								Six Months Ended June 30,								Payable as of
	2013				2012				2013				2012				June 30, 2013		December 31, 2012
	Incurred		Forgiven		Incurred		Forgiven		Incurred		Forgiven		Incurred		Forgiven
One-time fees:
Acquisition fees (1)	$	510	$	—	$	3,138	$	—	$	3,104	$	—	$	5,183	$	—	$	—	$	364
Financing fees and related cost reimbursements	—		—		601		—		7,500		—		1,259		—		—		—
Other expense reimbursements	6,545		—		2,396		—		8,317		—		3,913		—		—		18
On-going fees:
Base management fees (2)	2,000		2,000		966		966		4,654		2,370		1,447		1,235		—		—
Transfer agent fees	77		—		—		—		190		—		—		—		23		—
Property management and leasing fees (2)	—		—		148		148		799		799		211		211		—		—
Total operational fees and reimbursements	$	9,132	$	2,000	$	7,249	$	1,114	$	24,564	$	3,169	$	12,013	$	1,446	$	23	$	382

_______________________________________________

(1) In conjunction with the ARCT III Merger, the payment of acquisition fees was terminated, however for properties that were in ARCP's or ARCT III's pipeline at the ARCT III Merger date, the fees were paid as the Manager had sourced and negotiated the purchase price prior to the ARCT III Merger.

(2) Amounts incurred and paid were recognized in merger and other transaction related costs during the six months ended June 30, 2013.

Under an administrative support agreement between the Company and the Sponsor, the Sponsor was to pay or reimburse the Company for its general administrative expenses, including, without limitation, legal fees, audit fees, board of directors fees, insurance, marketing and investor relation fees, until September 6, 2012, which was one year after the closing of the IPO, to the extent the amount of certain net earnings from operations thresholds, as specified in the agreement, were less than the amount of the distributions declared by the Company during this one-year period. To the extent these amounts were paid by the Sponsor, they would not be subject to reimbursement by the Company. These costs are presented net in the accompanying consolidated statements of operations and comprehensive loss.

The ARCT III Advisor provided expense support to ARCT III from time to time to assist ARCT III with operating cash flow, distributions or other operational purposes.

The following table details general and administrative expenses absorbed by the Sponsor and the ARCT III Advisor and paid to the Company or ARCT III during the three and six months endedJune 30, 2013 (amounts in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,				Receivable as of
	2013		2012		2013		2012		June 30, 2013		December 31, 2012
General and administrative expenses absorbed	$	—	$	80	$	—	$	164	$	—	$	—

Fees Paid in Connection with the ARCT III Merger

ARCT III entered into an agreement with an affiliate, ARC Advisory Services, LLC, to provide legal support services up to the date that ARCT III entered into the ARCT III Merger Agreement and until the ARCT III Merger was consummated for $0.5 million. This amount was fully accrued as of December 31, 2012 and was paid in February 2013 in conjunction with the consummation of the ARCT III Merger.

ARCT III entered into an agreement with an affiliate, ARC Advisory Services, LLC, to provide support services including legal, accounting, marketing, human resources and information technology, among other services, until the earlier of the ARCT III Merger closing date or one year for $0.2 million pursuant to this contract. This amount was fully accrued as of December 31, 2012 and was paid in February 2013 in conjunction with the consummation of the ARCT III Merger.

29

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

ARCT III entered into an agreement with affiliates RCS and ARC Advisory Services, LLC, to provide financial advisory and information agent services related to the proxy solicitation seeking approval of the ARCT III Merger by ARCT III's stockholders for $0.6 million. Services provided include facilitation of the preparation, distribution and accumulation and tabulation of proxy materials, stockholder, analyst and financial advisor communications and consultation on materials and communications made to the public and regulatory agencies regarding the ARCT III Merger. The company recorded $0.5 million for the six months endedJune 30, 2013 in addition to the $0.1 million that was accrued in the prior year and paid the full $0.6 million in conjunction with the consummation of the ARCT III Merger.

The Company entered into an Asset Purchase and Sale Agreement with the Sponsor pursuant to which, concurrently with the closing of the ARCT III Merger and in connection with the internalization by the Company of certain property level management and accounting activities, the Sponsor sold to the OP certain furniture, fixtures, equipment and other assets used by the Sponsor in connection with managing the property level business and operations and accounting functions of the Company and the OP, and included at the cost of such assets, for an aggregate price of $5.8 million, which includes the reimbursement of certain costs and expenses incurred by the Sponsor in connection with the ARCT III Merger.

On February 28, 2013, the OP entered into a Contribution and Exchange Agreement (the “Contribution and Exchange Agreement”) with the ARCT III OP and American Realty Capital III Special Limited Partnership, LLC, the holder of the special limited partner interest in the ARCT III OP (the “Special Limited Partner”). The Special Limited Partner was entitled to receive certain distributions from the ARCT III OP, including the subordinated distribution of net sales proceeds resulting from an “investment liquidity event” (as defined in the agreement of limited partnership of the ARCT III OP). The ARCT III Merger constituted an “investment liquidity event,” as a result of which the Special Limited Partner, in connection with management's successful attainment of the 6.0% performance hurdle and the return to ARCT III's stockholders of approximately $557.3 million in addition to their initial investment, was entitled to receive a subordinated distribution of net sales proceeds from the ARCT III OP equal to approximately $98.4 million. Pursuant to the Contribution and Exchange Agreement, the Special Limited Partner contributed its interest in the ARCT III OP, inclusive of the subordinated distribution proceeds received, to the ARCT III OP in exchange for 7.6 million ARCT III OP Units. Upon consummation of the ARCT III Merger, these ARCT III OP Units were immediately converted to 7.3 million OP Units after application of the ARCT III Exchange Ratio. In conjunction with the ARCT III Merger Agreement, the Special Limited Partner agreed to a minimum one year holding period for these OP units before converting them to shares of Company common stock.

Fees paid in connection with the ARCT III Merger were recorded in merger and transaction related in the consolidated statements of operations and comprehensive loss. Additionally, the Company acquired fixed assets with a carryover basis of $1.0 million from the Advisor; the consideration paid to the Advisor in excess of the carryover basis was $3.0 million.

Investment by Affiliate

In connection with the ARCT III Merger, the Special Limited Partner invested $0.8 million in exchange for 56,797 OP Units after the effect of the ARCT III Exchange Ratio.

Investment in Affiliate

During the three months ended June 30, 2013, the Company invested $10.0 million in an affiliated real estate fund, American Real Estate Income Fund, which invests primarily in equity securities of other publicly traded REITS. The fair value of the investment at June 30, 2013 was $9.9 million.

Note 15 — Economic Dependency

Under various agreements, the Company has engaged or may engage the Manager and its affiliates to provide certain services that are essential to the Company, including asset management services and supervision of the management and leasing of properties owned by the Company, the sale of shares of the Company’s common stock, as well as other administrative responsibilities for the Company including information technology, legal services and investor relations.

As a result of these relationships, the Company is dependent upon the Manager, the Sponsor and their affiliates. In the event that these companies were unable to provide the Company with the respective services, the Company would be required to find alternative providers of these services. As a result of the ARCT III Merger, the Company internalized certain accounting and property acquisition services previously performed by the Manager and its affiliates. The Company may from time to time engage the Manager for legal, information technology or other support services for which it will pay a fee.

30

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Note 16 — Net Loss Per Share 

The following is a summary of the basic and diluted net loss per share computation for the three and six months endedJune 30, 2013 and 2012 (amounts in thousands, expect for shares and per share data):  

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net loss from continuing operations attributable to stockholders	$	(51,713	)	$	(6,918	)	$	(189,686	)	$	(11,624	)
Less: dividends declared on preferred shares	(158		)	(70		)	(315		)	(70		)
Net loss from continuing operations attributable to common stockholders	(51,871		)	(6,988		)	(190,001		)	(11,694		)
Net income (loss) from discontinued operations attributable to common stockholders	34			(152		)	73			(474		)
Net loss attributable to common stockholders	$	(51,837	)	$	(7,140	)	$	(189,928	)	$	(12,168	)
Weighted average common shares outstanding (1)	162,368,538			68,312,582			157,904,082			45,961,046
Basic and diluted net loss per share from continuing operations attributable to common stockholders	$	(0.32	)	$	(0.10	)	$	(1.20	)	$	(0.25	)
Basic and diluted net loss per share from discontinued operations attributable to common stockholders	$	—		$	—		$	—		$	(0.01	)
Basic and diluted net loss per share attributable to common stockholders	$	(0.32	)	$	(0.10	)	$	(1.20	)	$	(0.26	)

_______________________________________________

(1) Weighted average shares for the six months ended June 30, 2013 are adjusted on a pro forma basis as if the purchase of 27.7 million shares of ARCT III common stock for cash, purchased in conjunction with the ARCT III Merger, had been completed at the beginning of the period. Weighted average shares for the six months endedJune 30, 2013, excluding this pro forma adjustment, were 166,694,122 and net loss per share was $1.14 per share, basic and diluted.

As of June 30, 2013, the Company had 9,051,661 OP Units outstanding, which are convertible to an equal number of shares of the Company's common stock, 343,000 shares of unvested restricted stock outstanding, 545,454 shares of the Company's Series A Convertible Preferred Stock outstanding, 283,018 shares of the Company's Series B Convertible Preferred Stock outstanding, and 28,398,213 shares of the Company's Series C Convertible Preferred Stock outstanding, which were excluded from the calculation of diluted net loss per share as the effect would have been antidilutive.

Note 17 — Discontinued Operations and Properties Held for Sale

The Company separately classifies properties held for sale in the accompanying consolidated balance sheets and operating results for those properties as discontinued operations in the accompanying consolidated statements of operations and comprehensive loss. In the normal course of business, changes in the market or changes in credit risk of certain tenants, among other factors, may compel the Company to decide to classify a property as held for sale or reclassify a property that is designated as held for sale back to held for investment. In these situations, the property is transferred to held for sale or back to held for investment at the lesser of fair value or depreciated cost. As of June 30, 2013 and December 31, 2012, the Company held two properties (one vacant and one occupied) and one vacant property, respectively, classified as held for sale on the accompanying respective consolidated balance sheets. The occupied property classified as held for sale generated approximately $0.5 million of cash flow from rental income for the twelve months ended June 30, 2013.

Disposition of Asset Held for Sale

On March 5, 2013, the Company executed a purchase and sale agreement to sell a Citizens Bank branch in Worth, IL classified as held for sale as of June 30, 2013. The sale price of the asset is $0.7 million in cash, which approximates the carrying value of the property.

On July 17, 2013, the Company executed a letter of intent to sell a Shaw's Supermarket in Plymouth, MA classified as held for sale as of June 30, 2013. The sale price of the asset is $6.3 million in cash, which is $0.9 million greater than the carrying value of the property.

31

AMERICAN REALTY CAPITAL PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2013

(Unaudited)

Note 18 — Subsequent Events

The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q, and determined that there have been no events that have occurred that would require adjustments to our disclosures in the consolidated financial statements except for the following:

Convertible Senior Note Offering

On July 29, 2013, the Company issued $300.0 million of 3.00% Convertible Senior Notes (“Notes”) due 2018 in an underwritten public offering. The Notes will mature on August 1, 2018. The Notes may be converted into cash, common stock or a combination thereof in limited circumstances prior to February 1, 2018 and may be converted into such consideration at any time on or after February 1, 2018. Additionally, the underwriters were granted a 30-day option to purchase up to an additional $30.0 million of Notes to cover over allotments. The over-allotment was exercised in part and the Company issued an additional $10.0 million of Notes pursuant to such over-allotment option on August 1, 2013. The Company intends to use the net proceeds of the offering (a) to repay outstanding indebtedness under its existing senior secured revolving credit facility (which will increase the availability of funds under such credit facility) and (b) for other general corporate purposes which includes investing in properties in accordance with its investment objectives.

Completion of Acquisition of Assets

The following table presents certain information about the properties that the Company acquired from July 1, 2013 to August 2, 2013 (dollar amounts in thousands):

	No. of Buildings	Square Feet	Base Purchase Price (1)
Total Portfolio – June 30, 2013 (2)	1,181	19,404,596	$	2,939,004
Acquisitions	26	218,590	25,317
Total portfolio – August 2, 2013 (2)	1,207	19,623,186	$	2,964,321

____________________________

(1)Contract purchase price, excluding acquisition and transaction related costs.

(2) Total portfolio excludes one vacant property contributed in September 2011 which was classified as held for sale at June 30, 2013.

Pending Portfolio Acquisitions

The Company has entered into various definitive agreements for portfolio purchases, one of which is to acquire 121 properties for an aggregate purchase price of approximately $604.1 million, exclusive of closing costs. The portfolio is entirely free standing single tenant net leased properties aggregating 6.2 million square feet, 100% leased to 16 tenants, 35.4% of which are investment grade rated, with average remaining lease terms of 13.8 years . The properties are geographically diverse, located in 30 states.

32

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis should be read in conjunction with the accompanying financial statements of American Realty Capital Properties, Inc. (the “Company”) and the notes thereto. As used herein, the terms “we,” “our” and “us” refer to American Realty Capital Properties, Inc., a Maryland corporation, and, as required by context, including its operating partnership and its subsidiaries. American Realty Capital Properties, Inc. is externally managed by ARC Properties Advisors, LLC (the “Manager”), a Delaware limited liability company, a wholly owned subsidiary of AR Capital, LLC (the “Sponsor”).

Forward-Looking Statements

This Quarterly Report on Form 10-Q includes forward-looking statements that reflect our expectations and projections about our future results, performance, prospects and opportunities. We have attempted to identify these forward-looking statements by using words such as “may,” “will,” “expects,” “anticipates,” “believes,” “intends,” “should,” “estimates,” “could” or similar expressions. These forward-looking statements are based on information currently available to us and are subject to a number of known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. These factors include, among other things, those discussed below. We do not undertake publicly to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required to satisfy our obligations under federal securities law.

The following are some of the risks and uncertainties, although not all risks and uncertainties, that could cause our actual results to differ materially from those presented in our forward-looking statements:

• We and our Manager have a limited operating history and our Manager has limited experience operating a public company. This inexperience makes our future performance difficult to predict.

• All of our executive officers are also officers, managers or holders of a direct or indirect controlling interest in our Manager, the affiliated dealer manager of our initial public offering (our “IPO”), Realty Capital Securities, LLC (“RCS” or the “affiliated Dealer Manager”) and other American Realty Capital-affiliated entities. As a result, our executive officers, our Manager and its affiliates face conflicts of interest, including significant conflicts created by our Manager's compensation arrangements with us and other investors advised by American Realty Capital affiliates and conflicts in allocating time among these investors and us. These conflicts could result in unanticipated actions.

• Because investment opportunities that are suitable for us may also be suitable for other American Realty Capital-advised programs or investors, our Manager and its affiliates face conflicts of interest relating to the purchase of properties and other investments and such conflicts may not be resolved in our favor, meaning that we could invest in less attractive assets, which could reduce the investment return to our stockholders.

• The competition for the type of properties we desire to acquire may cause our dividends and the long-term returns of our investors to be lower than they otherwise would be.

• We may be unable to renew leases, lease vacant space or re-lease space as leases expire on favorable terms or at all, which could have a material adverse effect on our financial condition, results of operations, cash flow, cash available for dividends to our stockholders, per share trading price of our common stock and our ability to satisfy our debt service obligations.

• We depend on tenants for our revenue, and, accordingly, our revenue is dependent upon the success and economic viability of our tenants.

• Failure by any major tenant with leases in multiple locations to make rental payments to us, because of a deterioration of its financial condition or otherwise, or the termination or non-renewal of a lease by a major tenant, would have a material adverse effect on us.

• We are subject to tenant industry concentrations that make us more susceptible to adverse events with respect to certain industries.

• Increases in interest rates could increase the amount of our debt payments and limit our ability to pay dividends to our stockholders.

• We may be unable to make scheduled payments on our debt obligations.

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• We may not generate cash flows sufficient to pay our dividends to stockholders, and as such we may be forced to borrow at higher rates or depend on our Manager to waive reimbursement of certain expenses and fees to fund our operations.

• We may be unable to pay or maintain cash dividends or increase dividends over time.

• We are obligated to pay substantial fees to our Manager.

• We may not be able to realize fully, or at all, the anticipated benefits of the ARCT III Merger, which was consummated on February 28, 2013, and may encounter substantial difficulties and expenses in integrating ARCT III's properties and systems into our operations and systems, resulting in disruption to our ongoing business and the business of the combined company;

• We may not be able to consummate the CapLease Merger, or the ARCT IV Merger;

• We may be unable to integrate into our existing portfolio the portfolio of 447 properties we purchased from certain affiliates of GE Capital Corp., or the GE Capital Portfolio, on June 27, 2013, which could negatively impact our future business and financial results;

• We may fail to qualify to be treated as a real estate investment trust for U.S. federal income tax purposes (“REIT”).

• We may be deemed to be an investment company under the Investment Company Act of 1940, as amended, (the “Investment Company Act”) and thus subject to regulation under the Investment Company Act.

All forward-looking statements should be read in light of the risks identified in Part II, Item 1A of this Quarterly Report on Form 10-Q.

Overview

We were incorporated on December 2, 2010, as a Maryland corporation that qualified as a real estate investment trust for U.S. federal income tax purposes beginning in the year ended December 31, 2011. On September 6, 2011, we completed our IPO and our shares of common stock began trading on the NASDAQ Capital Market under the symbol “ARCP” on September 7, 2011. On February 28, 2013, our common stock was transferred to the NASDAQ Global Select Market (“NASDAQ”).

We acquire, own and operate single-tenant, freestanding commercial real estate properties. We have acquired a combination of long-term and medium-term leases and intend to continue to acquire properties with approximately 70% long-term leases and 30% medium-term leases, with an average remaining lease term of approximately 10 to 12 years. We consider properties that are leased on a “medium-term” basis to mean properties originally leased long-term (ten years or longer) that currently have a primary remaining lease duration of generally three to eight years, on average. We expect this investment strategy to develop growth potential from below market leases. Additionally, we own a portfolio that uniquely combines properties with stable income from high credit quality tenants, and properties that have substantial future growth potential.

We advanced our investment objectives by growing our net lease portfolio through key mergers and acquisitions. On February 28, 2013, we merged with American Realty Capital Trust III, Inc. (“ARCT III”). On May 28, 2013, we entered into an agreement and plan of merger with CapLease. On June 27, 2013, we closed the acquisition of 447 properties from certain affiliates of GE Capital Corp. Additionally, on July 1, 2013, we entered into an agreement and plan of merger with American Realty Capital Trust IV, Inc. (“ARCT IV”).

Substantially all of our business is conducted through our ARC Properties Operating Partnership, L.P. (the “OP”), a Delaware limited partnership. We are the sole general partner and holder of 95.3% of the equity interest in the OP as of June 30, 2013. Certain affiliates of ours and certain unaffiliated investors are limited partners and owners of 4.3% and 0.4%, respectively, of the equity interest in our OP. After holding units of limited partner interests in our OP for a period of one year, holders of OP Units have the right to convert limited partner interest in the OP (“OP Units”) for the cash value of a corresponding number of shares of our common stock or, at the option of our OP, a corresponding number of shares of our common stock, as allowed by the limited partnership agreement of our OP. The remaining rights of the holders of OP Units are limited, however, and do not include the ability to replace the general partner or to approve the sale, purchase or refinancing of our OP’s assets.

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We have retained the Manager to manage our affairs on a day to day basis and, as a result, we are generally externally managed. Prior to the ARCT III Merger (as defined below), we had no employees. In connection with the ARCT III Merger, we internalized certain functions performed for us by the Sponsor and its affiliates prior to the ARCT III Merger, including selected acquisition, accounting and portfolio management services and, as a result, we currently employ eight individuals performing such functions. ARCT III was previously externally managed by American Realty Capital Advisors III, LLC (the “ARCT III Advisor”). These affiliated parties, including the Manager, the Sponsor, RS Capital Corporation and RCS, which performed services for us and ARCT III, have received compensation, fees and expense reimbursements, and will continue to receive compensation, fees and expense reimbursements for providing on-going investment oversight and management services to us.

As of June 30, 2013, excluding one vacant property classified as held for sale, we owned 1,181 properties consisting of 19.4 million square feet, 100% leased with a weighted average remaining lease term of 9.9 years. In constructing our portfolio, we are committed to diversification (industry, tenant and geography). As of June 30, 2013, rental revenues derived from investment grade tenants and tenants affiliated with investment grade entities as determined by a major rating agency approximated 69.3% (we have attributed the rating of each parent company to its wholly owned subsidiary for purposes of this disclosure). Our strategy encompasses receiving the majority of our revenue from investment grade tenants as we further acquire properties and enter into (or assume) lease arrangements.

Completed Mergers and Major Acquisitions

American Realty Capital Trust III Merger

On December 14, 2012, we entered into an Agreement and Plan of Merger with ARCT III (the “ARCT III Merger Agreement”) and certain subsidiaries of each company. The ARCT III Merger Agreement provided for the merger of ARCT III (the "ARCT Merger") with and into a subsidiary of ours. The ARCT III Merger was consummated on February 28, 2013.

Pursuant to the terms and subject to the conditions set forth in the ARCT III Merger Agreement, each outstanding share of common stock of ARCT III was converted into the right to receive (i) 0.95 of a share of our common stock, or (ii) $12.00 in cash. In addition, each outstanding unit of equity ownership of the ARCT III OP was converted into the right to receive 0.95 of the same class of unit of equity ownership in our OP.

Upon the closing of the ARCT III Merger, on February 28, 2013, 29.2 million shares, or 16.5% of the then outstanding shares of ARCT III's common stock were paid in cash at $12.00 per share, which is equivalent to 27.7 million shares of our common stock based on the ARCT III Exchange Ratio. In addition, 148.1 million shares of ARCT III's common stock were converted to shares of our common stock at the Exchange Ratio, resulting in an additional 140.7 million shares of our common stock outstanding after the exchange.

Upon the consummation of the ARCT III Merger, American Realty Capital III Special Limited Partnership, LLC, the holder of the special limited partner interest in the ARCT III OP, was entitled to subordinated distributions of net sales proceeds from ARCT III OP which resulted in the issuance of units of limited partner interests in the ARCT III OP, when after applying the Exchange Ratio, resulted in the issuance of an additional 7.3 million OP Units. The parties have agreed that such OP Units will be subject to a minimum one-year holding period before being exchangeable into our common stock.

Upon consummation of the ARCT III Merger, the vesting of the shares of our outstanding restricted stock and ARCT III's outstanding restricted stock was accelerated.

In connection with the ARCT III Merger, we also had entered into an agreement with the Sponsor and its affiliates to internalize certain functions performed by them prior to the ARCT III Merger, at no cost to us, including selected acquisition, accounting and portfolio management services. In connection with the Internalization, (i) we and our Sponsor terminated the acquisition and capital services agreement dated September 6, 2011, between the two parties, which eliminated acquisition and financing fees payable by us and (ii) the Manager reduced asset management fees from an annualized 0.50% of the unadjusted book value of all of our assets to 0.50% for up to $3.0 billion of unadjusted book value of assets and 0.40% of unadjusted book value of assets greater than $3.0 billion. In addition, we paid $4.1 million for certain furniture, fixtures, equipment, and $1.7 million for other assets and certain costs associated with the ARCT III Merger. We and our Advisor are considered entities under common control, as such, the assets acquired from our Advisor were recorded by us on a carryover basis.

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Accounting Treatment of the ARCT III Merger

We and ARCT III were considered to be entities under common control. Both entities' advisors were wholly owned subsidiaries of the Sponsor. The Sponsor and its related parties had significant ownership interests in us and ARCT III through the ownership of shares of common stock and other equity interests. In addition, the advisors of both entities were contractually eligible to charge significant fees for their services to both of the companies including asset management fees, incentive fees and other fees and continue to charge us fees. Due to the significance of these fees, the advisors and ultimately the Sponsor is determined to have a significant economic interest in both companies in addition to having the power to direct the activities of the companies through advisory/management agreements, which qualifies them as affiliated companies under common control in accordance with U.S. GAAP. The acquisition of an entity under common control is accounted for on the carryover basis of accounting whereby the assets and liabilities of the companies are recorded upon the merger on the same basis as they were carried by the companies on the Merger date.

Credit Facility

We and the OP are parties to a credit agreement, dated February 14, 2013, for a senior corporate credit facility (as amended, supplemented or otherwise modified from time to time, the (“Credit Facility”), with Wells Fargo Bank, National Association, as administrative agent, and the other lenders party thereto. We and the OP succeeded to the Credit Facility upon the consummation of the ARCT III Merger.

Additionally, upon consummation of the ARCT III Merger, two senior secured revolving credit facilities of up to $150.0 million were paid in full and terminated.

See Note 5 — Credit Facility in the consolidated financial statements for further description of the Credit Facility and repayments and terminations of facilities upon the consummation of the ARCT III Merger.

GE Capital Portfolio Acquisition

On June 27, 2013, we, through our operating partnership, acquired the equity interests in the entities that own a real estate portfolio comprised of 447 properties, which include three other revenue generating assets (the “GE Capital Portfolio”) for consideration of $774.0 million exclusive of closing costs. The 447 properties are subject to 400 property operating leases, which will be accounted for on the straight-line rent basis of accounting and 47 direct financing leases, which are accounted for as a receivable at a discount to the remaining lease payments and estimated residual values of the related properties. Income on these leases is recorded on using the effective interest method. In addition, we have recorded the fair value of the expected residual value of the property for property under direct financing leases, which will be periodically reevaluated.

Pending Mergers

CapLease, Inc. Merger

On May 28, 2013, we entered into an Agreement and Plan of Merger (the “CapLease Merger Agreement”) with CapLease, Inc., a Maryland corporation (“CapLease”), and certain subsidiaries of each company. The CapLease Merger Agreement provided for the merger of CapLease with and into a subsidiary of ours (the “CapLease Merger”).

Pursuant to the terms and subject to the conditions set forth in the CapLease Merger Agreement, at the effective time of the CapLease Merger each outstanding share of common stock of CapLease, other than shares owned by ARCP, CapLease or any of their respective wholly owned subsidiaries, will be converted into the right to receive $8.50 in cash without interest. Each outstanding share of preferred stock of CapLease, other than shares owned by ARCP, CapLease or any of their respective wholly owned subsidiaries, will be converted into the right to receive an amount in cash, without interest, equal to the sum of $25.00 plus all accrued and unpaid dividends on such shares of preferred stock. In addition, in connection with the CapLease Partnership Merger, each outstanding unit of equity ownership of the CapLease's operating partnership other than units owned by CapLease or any wholly owned subsidiary of CapLease will be converted into the right to receive $8.50 in cash, without interest. 

Upon consummation of the CapLease Merger, the vesting of the shares of the CapLease's outstanding restricted stock will be accelerated and become fully vested, and restricted stock and any outstanding performance shares will be fully earned and have the right to receive $8.50 per share.

The CapLease Merger is expected to close in the third or fourth quarter of 2013. However, as of the date of this report, the consummation of the CapLease Merger has not yet occurred and, although we believe that the completion of the CapLease Merger is probable, the closing of the CapLease Merger is subject to a vote by the CapLease common stockholders and other customary conditions, and therefore there can be no assurance that the CapLease Merger will be consummated. Accordingly, we cannot assure that the CapLease Merger will be completed based on the terms of the CapLease Merger Agreement or at all.

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American Realty Capital Trust IV Merger

On July 1, 2013, we entered into an Agreement and Plan of Merger (the “ARCT IV Merger Agreement”) with American Realty Capital Trust IV, Inc., a Maryland corporation (“ARCT IV”), and certain subsidiaries of each company. The ARCT IV Merger Agreement provided for the merger of ARCT IV with and into a subsidiary of the Company (the “ARCT IV Merger”).

Pursuant to the terms and subject to the conditions set forth in the ARCT IV Merger Agreement, at the effective time of the ARCT IV Merger each outstanding share of common stock of ARCT IV will be converted into the right to receive (i) $30.00 in cash, but in no event will the aggregate consideration paid in cash be paid on more than 25% of the shares of ARCT IV's issued and outstanding as of immediately prior to the closing of the ARCT IV Merger or, in our discretion, (ii) either (A) a number of shares of the ARCP common stock equal to the Exchange Ratio (as defined below) or (B) only if the Market Price (as defined below) is less than $14.94, 2.05 shares of the ARCP common stock and an amount in cash equal to the product obtained by multiplying the excess of the Exchange Ratio over 2.05 by the Market Price. “ARCT IV Exchange Ratio” means (1) if the volume weighted average closing sale price of a share of the ARCP common stock over the five (5) consecutive trading days on the NASDAQ Global Select Market ending on the trading day immediately prior to the closing date of the ARCT IV Merger, as reported in The Wall Street Journal (the “Market Price”), is equal to or greater than $14.94, then 2.05, and (2) if the Market Price is less than $14.94, then the quotient (rounded to the nearest one-hundredth) obtained by dividing $30.62 by the Market Price. If the aggregate elections for payment in cash exceed 25% of the number of shares of ARCT IV's common stock issued and outstanding as of immediately prior to the closing of the ARCT IV Merger, then the amount of cash consideration paid on cash elections will be reduced on a pro rata basis with the remaining consideration paid in ARCP common stock and cash, if applicable. In addition, each outstanding unit of equity ownership of the ARCT IV will be converted into the right to receive a number of OP Units equal to the ARCT IV Exchange Ratio. In addition, on the date of the ARCT IV Merger, all outstanding restricted common stock of ARCT IV date will become fully vested and exchanged for shares of ARCT common stock based on the exchange ratio above.

In connection with the ARCT IV Merger ARCT IV's external advisor has agreed to waive a portion of the real estate commissions contractually due and will collect property disposition fees upon the sale of properties in an amount equal to the lesser of (i) 2.0% of the sales price of the properties and (ii) one-half of the competitive real estate commissions if a third party broker is also involved. ARCT IV's external advisor will be entitled to a reduced real estate commission of $8.4 million.

We have entered into an agreement to purchase certain assets of ARCT IV's external advisor and reimburse the external advisor for certain expenses related to the ARCT IV Merger totaling $5.8 million.

ARCT IV's external advisor will be entitled to subordinated distributions of net sales proceeds in an amount estimated to be equal to approximately $65.2 million, assuming an implied price of ARCT IV's common stock of $30.47 per share in the ARCT IV Merger (which assumes that 75% of the ARCT IV's common stock is exchanged for shares of ARCP common stock, based on a per share price of $30.62 (representing the floor for stock consideration) and 25% of the ARCT IV's common stock is exchanged for cash). Such subordinated distributions of net sales proceeds will be payable in the form of equity units of ARCT IV that will automatically convert into our OP Units upon consummation of the ARCT IV Merger and will be subject to a minimum one-year holding period before being exchangeable into ARCP common stock. The actual amount of consideration to be paid for subordinated distributions, net of sales proceeds, will be based, in part, on the market price of ARCP's common stock on the date of the ARCT IV Merger and will not be known until the ARCT IV Merger date.

Accounting Treatment of the ARCT IV Merger

We and ARCT IV, are considered to be entities under common control. Both entities' advisors are wholly owned subsidiaries of the Sponsor. The Sponsor and its related parties have ownership interests in us and have ownership of ARCT IV through the ownership of shares of common stock and other equity interests. In addition, the advisors of both entities are contractually eligible to charge potential fees for their services to both of the companies including asset management fees, incentive fees and other fees and continue to charge fees to us. Due to the significance of these fees, the advisors and ultimately the Sponsor are determined to have a significant economic interest in both companies in addition to having the power to direct the activities of the companies through advisory/management agreements, which qualifies them as affiliated companies under common control in accordance with U.S. GAAP. The acquisition of an entity under common control is accounted for on the carryover basis of accounting whereby the assets and liabilities of the companies are recorded upon the merger on the same basis as they were carried by the companies on the ARCT IV Merger date. In addition, U.S. GAAP requires that we present historical financial information as if the entities were combined for each period presented once the ARCT IV Merger is consummated.

The ARCT IV Merger is expected to close in the third or fourth quarter of 2013. However, as of the date of this report, the consummation of the ARCT IV Merger has not yet occurred and, although we believe that the completion of the ARCT IV Merger is probable, the closing of the ARCT IV Merger is subject to a vote by both of the company's common stockholders and other customary conditions, and therefore there can be no assurance that the ARCT IV Merger will be consummated. Accordingly, we cannot assure that the ARCT IV Merger will be completed based on the terms of the ARCT IV Merger Agreement or at all.

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Significant Accounting Estimates and Critical Accounting Policies

Set forth below is a summary of the significant accounting estimates and critical accounting policies that management believes are important to the preparation of our financial statements. Certain of our accounting estimates are particularly important for an understanding of our financial position and results of operations and require the application of significant judgment by our management. As a result, these estimates are subject to a degree of uncertainty. These significant accounting estimates include:

Revenue Recognition

Upon the acquisition of real estate, certain properties will have leases where minimum rent payments increase during the term of the lease. We will record rental revenue for the full term of each lease on a straight-line basis. When we acquire a property, the term of existing leases is considered to commence as of the acquisition date for the purposes of this calculation. Cost recoveries from tenants are included in tenant reimbursement income in the period the related costs are incurred, as applicable.

Our revenues, which are derived primarily from rental income, include rents that each tenant pays in accordance with the terms of each lease reported on a straight-line basis over the initial term of the lease. Since many of the leases provide for rental increases at specified intervals, straight-line basis accounting requires us to record a receivable, and include in revenues, unbilled rent receivables that we will only receive if the tenant makes all rent payments required through the expiration of the initial term of the lease. We defer the revenue related to lease payments received from tenants in advance of their due dates.

We continually reviews receivables related to rent and unbilled rent receivables and determines collectability by taking into consideration the tenant's payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. In the event that the collectability of a receivable is in doubt, we will record an increase in the allowance for uncollectible accounts or record a direct write-off of the receivable in the consolidated statements of operations and comprehensive loss. As of June 30, 2013 and December 31, 2012, we determined that there was no allowance for uncollectible accounts necessary.

Real Estate Investments

We record acquired real estate at cost and makes assessments as to the useful lives of depreciable assets. We consider the period of future benefit of the asset to determine the appropriate useful lives. Depreciation is computed using a straight-line method over the estimated useful life of 40 years for buildings, five to 15 years for building fixtures and improvements and the remaining lease term for acquired intangible lease assets.

Allocation of Purchase Price of Acquired Assets

We allocate the purchase price of acquired properties to tangible and identifiable intangible assets acquired based on their respective fair values. Tangible assets include land, buildings, equipment and tenant improvements on an as-if vacant basis. We utilize various estimates, processes and information to determine the as-if vacant property value. Estimates of value are made using customary methods, including data from appraisals, comparable sales, discounted cash flow analysis and other methods. Identifiable intangible assets include amounts allocated to acquire leases for above- and below-market lease rates, the value of in-place leases, and the value of customer relationships.

Amounts allocated to land, buildings, equipment and fixtures are based on cost segregation studies performed by independent third-parties or on our analysis of comparable properties in its portfolio. Depreciation is computed using the straight-line method over the estimated lives of forty years for buildings, five to ten years for building equipment and fixtures, and the shorter of the useful life or the remaining lease term for tenant improvements.

The aggregate value of intangible assets related to in-place leases is primarily the difference between the property valued with existing in-place leases adjusted to market rental rates and the property valued as if vacant. Factors considered by us in our analysis of the in-place lease intangibles include an estimate of carrying costs during the expected lease-up period for each property, taking into account current market conditions and costs to execute similar leases. In estimating carrying costs, we includes real estate taxes, insurance and other operating expenses and estimates of lost rentals at market rates during the expected lease-up period, which typically ranges from six to 18 months. We also estimate costs to execute similar leases including leasing commissions, legal and other related expenses.

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Above-market and below-market in-place lease values for owned properties are recorded based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between the contractual amounts to be paid pursuant to the in-place leases and management's estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining non-cancelable term of the lease. The capitalized above-market lease intangibles are amortized as a decrease to rental income over the remaining term of the lease. The capitalized below-market lease values will be amortized as an increase to rental income over the remaining term and any fixed rate renewal periods provided within the respective leases. In determining the amortization period for below-market lease intangibles, we initially will consider, and periodically evaluate on a quarterly basis, the likelihood that a lessee will execute the renewal option. The likelihood that a lessee will execute the renewal option is determined by taking into consideration the tenant's payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located.

The aggregate value of intangible assets related to customer relationships is measured based on our evaluation of the specific characteristics of each tenant's lease and our overall relationship with the tenant. Characteristics considered by us in determining these values include the nature and extent of our existing business relationships with the tenant, growth prospects for developing new business with the tenant, the tenant's credit quality and expectations of lease renewals, among other factors.

The value of in-place leases is amortized to expense over the initial term of the respective leases, which range primarily from 2 to 20 years. The value of customer relationship intangibles is amortized to expense over the initial term and any renewal periods in the respective leases, but in no event does the amortization period for intangible assets exceed the remaining depreciable life of the building. If a tenant terminates its lease, the unamortized portion of the in-place lease value and customer relationship intangibles is charged to expense.

In making estimates of fair values for purposes of allocating purchase price, we utilize a number of sources, including independent appraisals that may be obtained in connection with the acquisition or financing of the respective property and other market data. We also consider information obtained about each property as a result of its pre-acquisition due diligence, as well as subsequent marketing and leasing activities, in estimating the fair value of the tangible and intangible assets acquired and intangible liabilities assumed.

Derivative Instruments

We may use derivative financial instruments to hedge all or a portion of the interest rate risk associated with our borrowings. Certain of the techniques used to hedge exposure to interest rate fluctuations may also be used to protect against declines in the market value of assets that result from general trends in debt markets. The principal objective of such agreements is to minimize the risks and/or costs associated with our operating and financial structure as well as to hedge specific anticipated transactions.

We record all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we have elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. We may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or we elect not to apply hedge accounting.

The accounting for subsequent changes in the fair value of these derivatives depends on whether each has been designed and qualifies for hedge accounting treatment. If we elect not to apply hedge accounting treatment, any changes in the fair value of these derivative instruments is recognized immediately in gains (losses) on derivative instruments in the consolidated statement of operations. If the derivative is designated and qualifies for hedge accounting treatment the change in the estimated fair value of the derivative is recorded in other comprehensive income (loss) to the extent that it is effective. Any ineffective portion of a derivative's change in fair value will be immediately recognized in earnings.

Recently Issued Accounting Pronouncements

Recently issued accounting pronouncements are described in Note 3 to our consolidated financial statements.

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Results of Operations

Our portfolio of real estate investments (excluding one vacant property), which were all 100% leased, is comprised of the following 1,181 properties as of June 30, 2013 (dollar amounts in thousands):

Portfolio	Number of Properties	Square Feet	Remaining Lease Term (1)(6)	Base Purchase Price (2)		Capitalization Rate (3)		Annualized Rental Income/NOI (4)		Annualized Rental Income/NOI per Square Foot
Portfolio as of December 31, 2012	653	15,421,465	11.4	$	1,798,435	7.97	%	$	143,397	$	9.30
Acquisitions for the three months ended March 31, 2013:
Academy Sports	1	62,033	16.9	7,785		7.81	%	608		9.80
Advance Auto	6	41,695	8.1	6,003		7.73	%	464		11.13
AMCOR	1	221,035	10.3	17,540		8.44	%	1,480		6.70
Ameriprise	1	145,003	11.8	17,233		7.36	%	1,269		8.75
BJ's Warehouse	1	108,532	10.6	10,772		8.20	%	883		8.14
Bojangles	1	3,792	13.3	1,951		6.87	%	134		35.34
Citizens Bank	1	3,478	9.3	1,134		7.41	%	84		24.15
CVS	5	54,767	7.0	13,726		8.76	%	1,202		21.95
DaVita Dialysis	1	4,275	15.0	1,553		8.89	%	138		32.28
Dollar General	6	54,651	15.0	6,684		7.72	%	516		9.44
Family Dollar	4	34,680	9.1	4,415		9.04	%	399		11.51
FedEx	3	82,633	7.9	12,746		8.53	%	1,087		13.15
Fresenius	2	19,100	5.8	2,670		9.89	%	264		13.82
Kaiser Foundation	1	100,352	9.9	62,501		6.77	%	4,233		42.18
Kohl's	1	88,408	10.8	12,441		6.90	%	858		9.71
Kum & Go	1	4,958	20.0	2,901		7.82	%	227		45.78
Mattress Firm	1	3,971	10.8	1,872		8.44	%	158		39.79
Pilot Flying	1	17,480	5.7	10,350		9.37	%	970		55.49
Qdoba	2	5,000	10.0	2,454		8.52	%	209		41.80
TD Bank	1	143,030	11.8	31,000		8.87	%	2,750		19.23
Walgreens	7	100,869	11.4	34,565		7.64	%	2,640		26.17
Total acquisitions for the three months ended March 31, 2013	48	1,299,742	10.6	262,296		7.84	%	20,573		15.83
Acquisitions for the three months ended June 30, 2013:
3432, LLC	1	4,283	14.2	949		9.38	%	89		20.78
ADF Companies Group	1	2,626	2.0	911		7.24	%	66		25.13
Advance Auto	9	61,536	7.0	9,845		8.15	%	802		13.03
Advanced Dental Implant and Denture Center, LLC	1	2,775	11.0	342		11.70	%	40		14.41
AFC Enterprises	1	1,564	0.7	481		6.24	%	30		19.18
Ale House Management	3	18,807	4.8	12,790		4.97	%	636		33.82
AM-PM Enterprises III, Inc.	1	3,530	19.1	593		7.08	%	42		11.90
Ann Ching Chen	1	6,948	1.3	792		11.62	%	92		13.24
Arbed Tosa 100	1	5,712	11.9	1,585		10.85	%	172		30.11
Arby's Restaurant Group, Inc.	35	104,229	5.1	51,614		7.27	%	3,753		36.01
Auto Zone	1	6,782	15.5	2,000		7.60	%	152		22.41
Baxters Steakhouse	1	5,186	3.0	419		10.02	%	42		8.10
Bee Mac Enterprises	2	4,232	4.6	2,188		6.86	%	150		35.44
Bighorn Associates	1	3,600	3.5	1,211		9.99	%	121		33.61
Black Angus Steakhouse, LLC	1	6,552	5.9	3,434		8.59	%	295		45.02
Bloomin Apple	1	4,234	5.5	2,815		7.10	%	200		47.24
Boston Market Corporation	4	13,713	5.4	6,418		5.75	%	369		26.91
Brinker International	2	10,640	3.5	5,178		7.49	%	388		36.47
Bruegger's Enterprises	2	5,265	6.0	1,418		7.97	%	113		21.46

40

Portfolio	Number of Properties	Square Feet	Remaining Lease Term (1)(6)	Base Purchase Price (2)	Capitalization Rate (3)		Annualized Rental Income/NOI (4)	Annualized Rental Income/NOI per Square Foot
Buca	2	14,885	5.0	3,307	11.61	%	384	25.80
Bullard Restaurants	1	2,693	4.4	1,715	6.30	%	108	40.10
Bullitt Ventures, Inc.	1	5,325	10.2	1,023	8.31	%	85	15.96
Burger King	1	2,800	11.2	997	8.53	%	85	30.36
Burgerbusters, LLC	6	12,903	5.7	9,563	6.04	%	578	44.80
Caribou Coffee	1	1,625	1.9	1,186	7.67	%	91	56.00
Carlos O'Kelly's	9	47,349	4.5	16,213	8.64	%	1,401	29.59
Carrols	18	61,000	7.6	32,878	6.03	%	1,982	32.49
Charlestons	1	6,874	1.7	3,448	3.54	%	122	17.75
Checkers Drive-In Restaurants	12	9,540	12.0	19,033	5.98	%	1,139	119.39
Cherryden	1	7,213	6.7	3,081	7.24	%	223	30.92
Chi-Co., Inc.	1	2,751	4.5	965	7.67	%	74	26.90
Citizens Bank	2	7,800	9.5	2,960	8.75	%	259	33.21
CKE Restaurants	7	24,841	6.9	8,672	6.55	%	568	22.87
Corral Group	1	2,968	8.0	985	6.40	%	63	21.23
CVS	1	10,880	11.6	3,797	7.24	%	275	25.28
Darrin Cobb	1	5,180	8.4	852	8.10	%	69	13.32
Davco Restaurants	1	3,471	12.5	1,843	7.22	%	133	38.32
Den Columbia	1	2,730	3.6	1,736	7.72	%	134	49.08
Denny's Corporation	7	30,193	3.6	9,826	7.08	%	696	23.05
Den-Tex Centra	4	21,098	6.9	6,441	7.84	%	505	23.94
DineEquity Inc.	38	183,400	6.6	75,816	7.12	%	5,397	29.43
Dunkin' Brands	1	2,880	11.2	1,185	7.76	%	92	31.94
Dynamic Management LLC	1	3,263	5.2	784	7.78	%	61	18.69
Einstein/Noah Bagel	1	3,875	8.8	1,016	7.58	%	77	19.87
Enterprises, LLC	1	2,759	9.7	174	25.86	%	45	16.31
Fal Co L.L.C	3	6,240	9.2	562	8.36	%	47	7.53
Family Dollar	5	45,860	7.9	6,805	9.46	%	644	14.04
FedEx	1	17,517	4.6	1,388	9.15	%	127	7.25
Frandeli Group	11	237,898	3.6	21,257	6.91	%	1,469	6.17
Fresenius	4	39,321	11.8	8,283	8.04	%	666	16.94
Fresh Creations, LLC	2	11,315	9.9	1,835	12.64	%	232	20.50
Garden Fresh Restaurant	1	7,411	10.8	2,652	6.79	%	180	24.29
GBM, LLC	2	5,700	6.1	1,781	6.68	%	119	20.88
GDK Development	1	3,682	3.3	1,387	4.04	%	56	15.21
Geko	1	5,012	16.8	1,212	8.83	%	107	21.35
Georgetowne Affiliates	1	3,102	7.1	1,149	5.92	%	68	21.92
Globamax Restaurants	1	3,600	13.4	785	9.04	%	71	19.72
GMRI, Inc.	2	12,190	2.8	5,199	7.35	%	382	31.34
Golden Corral	18	175,150	1.6	52,152	6.12	%	3,191	18.22
Grandys	5	20,584	3.5	3,473	9.07	%	315	15.30
H & K Partners	1	2,000	13.9	1,353	7.32	%	99	49.50
HB Boys	1	2,437	23.9	1,426	7.64	%	109	44.73
Heartland	2	6,139	2.8	3,656	7.74	%	283	46.10
Hometown Folks	2	6,252	19.2	4,995	4.08	%	204	32.63
Houlihan's Restaurant Group	1	10,089	3.9	3,215	8.49	%	273	27.06
Hy-Vee	1	40,461	10.5	4,721	6.91	%	326	8.06
Interfoods of America	3	6,440	4.7	2,960	7.84	%	232	36.02
J.C. Corral, Inc.	1	9,952	6.1	2,962	5.47	%	162	16.28
Jack In The Box, Inc.	45	120,417	3.6	89,622	5.80	%	5,202	43.20

41

Portfolio	Number of Properties	Square Feet	Remaining Lease Term (1)(6)	Base Purchase Price (2)	Capitalization Rate (3)		Annualized Rental Income/NOI (4)	Annualized Rental Income/NOI per Square Foot
JCS Holdings, Inc.	3	16,718	6.1	6,637	7.55	%	501	29.97
John C. Brown	1	6,002	—	445	9.44	%	42	7.00
Ker Management Services, LLC	2	14,105	9.3	2,429	9.72	%	236	16.73
Key Bank	1	3,575	9.51	1,307	7.50	%	98	27.41
K-MAC Holdings Corp	1	2,121	1.1	1,729	6.65	%	115	54.22
Koning Restaurants International	2	5,860	7.3	1,636	6.48	%	106	18.09
Krystal	4	8,926	4.9	5,823	7.37	%	429	48.06
Leeann Chin	3	9,051	7.9	3,570	7.37	%	263	29.06
Little General Store, Inc.	1	1,940	9.4	1,470	3.33	%	49	25.26
Logan's Roadhouse	6	48,406	13.4	31,922	5.70	%	1,821	37.62
Meritage Group	1	2,606	2.7	1,636	6.48	%	106	40.68
Metro Corral Partners	1	12,260	10.9	5,371	7.32	%	393	32.06
Michael Callahan	1	3,206	1.2	1,376	6.10	%	84	26.20
Michigan Mult-King	1	2,036	2.8	991	8.88	%	88	43.22
Midwest BBQ Ventures, LLC	1	5,803	—	1,167	17.31	%	202	34.81
Mountain Range Restaurants	1	5,985	6.6	1,425	6.39	%	91	15.20
MrEats Corral, LLC	1	9,952	0.8	4,421	5.00	%	221	22.21
NBI Food Services	1	2,900	11.9	1,693	5.73	%	97	33.45
NEA-BBQ, LLC	3	16,920	4.9	5,368	7.75	%	416	24.59
North Country Management	1	3,400	5.5	1,302	5.30	%	69	20.29
Ohio Valley Bistros	1	8,242	5.0	4,788	6.95	%	333	40.40
Ok Apple, Inc.	1	4,761	11.0	3,034	7.35	%	223	46.84
Pacific Bells	3	6,594	10.7	5,541	7.65	%	424	64.30
Pennant Foods Corp.	10	29,417	4.6	13,043	7.11	%	928	31.55
Platinum Corral, LLC	2	22,382	2.1	6,538	6.59	%	431	19.26
Prometheus Partners	11	27,601	8.4	18,470	7.27	%	1,342	48.62
Quality Dining	4	19,573	6.6	4,880	7.64	%	373	19.06
Razzoos	1	6,607	2.7	2,490	8.07	%	201	30.42
Real Mex Restaurants	2	15,563	9.5	5,754	7.25	%	417	26.79
Restaurant Management Co.	6	14,536	3.2	3,897	7.36	%	287	19.74
Roger K Osborne	1	2,850	7.1	1,726	5.50	%	95	33.33
Royal Capital	5	27,418	9.6	6,374	10.46	%	667	24.33
Rubio's Restaurants	1	2,379	1.2	1,241	9.67	%	120	50.44
Ruby Tuesday, Inc.	6	30,851	5.6	11,385	7.37	%	839	27.20
Run Restaurants	1	6,356	11.7	2,097	7.77	%	163	25.65
Saulat Enterprises	10	36,844	6.0	6,595	6.82	%	450	12.21
Shoney's	6	31,939	9.6	4,403	8.52	%	375	11.74
Shoot the Moon	1	5,208	3.5	1,291	9.91	%	128	24.58
Shorest, LLC	5	26,512	10.2	4,383	10.47	%	459	17.31
Sonfish	2	6,737	10.4	1,543	13.22	%	204	30.28
Southeast New Mexico Foods	2	4,346	19.2	1,885	6.47	%	122	28.07
Southern Boys Restaurant Group	2	10,283	2.3	2,058	8.31	%	171	16.63
Southern Rock Restaurants, LLC	1	3,389	4.6	1,126	5.86	%	66	19.47
Southern Star Management Group	1	2,763	5.3	737	8.14	%	60	21.72
Subhash Gupta	1	2,591	3.8	1,339	4.93	%	66	25.47
Subway Restaurants	1	2,485	9.4	556	6.29	%	35	14.08
Tacala	2	4,220	5.8	3,400	5.85	%	199	47.16
Talbots	1	313,000	19.9	37,500	10.14	%	3,803	12.15
Tally Ho Partners	1	2,608	6.9	1,716	3.55	%	61	23.39
TCF National Bank	1	5,654	17.1	1,414	7.28	%	103	18.22

42

Portfolio	Number of Properties	Square Feet	Remaining Lease Term (1)(6)	Base Purchase Price (2)		Capitalization Rate (3)		Annualized Rental Income/NOI (4)		Annualized Rental Income/NOI per Square Foot
Texas Roadhouse, Inc.	9	59,852	2.5	24,118		6.78	%	1,635		27.32
The Bailey Company	1	3,477	3.2	1,784		7.34	%	131		37.68
Top Line Restaurants	1	7,025	16.4	1,641		7.62	%	125		17.79
Tractor Supply	1	19,080	14.3	2,078		8.33	%	173		9.07
Tripoli	1	4,558	2.7	2,597		6.31	%	164		35.98
Twin Dragon LLC	1	6,400	3.5	1,126		9.41	%	106		16.56
United States Beef	5	14,725	5.4	4,748		6.72	%	319		21.66
Valenti Management	1	2,535	8.3	1,745		8.48	%	148		58.38
Vitamin Shoppe	1	3,500	9.4	2,100		7.90	%	166		47.43
Vsgh Partners	2	4,802	0.5	1,344		4.69	%	63		13.12
Walgreens	5	71,820	12.5	21,517		7.91	%	1,702		23.70
Wendab Associates	4	11,831	12.7	7,336		8.15	%	598		50.55
Wendy's Company	1	3,199	8.5	1,789		6.04	%	108		33.76
Woodland Group	9	43,623	5.2	17,751		7.39	%	1,311		30.05
Yum! Brands	1	2,900	6.8	2,124		5.27	%	112		38.62
Z & H Foods, Inc.	3	5,295	1.6	1,943		7.05	%	137		25.87
Zee&Son, LLC	1	2,007	19.2	301		8.97	%	27		13.45
Total acquisitions for the three months ended June 30, 2013	480	2,683,389	7.3	878,273		7.10	%	62,359		23.24
Total acquisitions for the six months ended June 30, 2013	528	3,983,131	8.1	1,140,569		7.27	%	82,932		20.82
Portfolio as of June 30, 2013(5)	1,181	19,404,596	9.9	$	2,939,004	7.70	%	$	226,329	$	11.66

______________________________________________

(1) Remaining lease term as of June 30, 2013, in years. If the portfolio has multiple locations with varying lease expirations, remaining lease term is calculated on a weighted-average basis. Total remaining lease term is a weighted-average of the remaining lease term of the total portfolio.

(2) Contract purchase price, excluding acquisition and transaction-related costs. Acquisition and transaction-related costs include legal and other closing costs on property.

(3) Annualized rental income or annualized net operating income (“NOI”) on a straight-line basis, divided by base purchase price. Total capitalization rate is an average of the capitalization rate of the total portfolio.

(4) Annualized rental income/NOI for net leases is rental income on a straight-line basis as of June 30, 2013, which includes the effect of tenant concessions such as free rent, as applicable. For modified gross leased properties NOI is rental income on a straight-line basis as of June 30, 2013, which includes the effect of tenant concessions such as free rent, as applicable, plus operating expense reimbursement revenue less property operating expenses. 47 properties are subject to direct financing leases and therefore for accounting purposes, revenue is recognized as direct financing lease income on the discounted cash flows of the lease payments. Amount reflected is the annualized cash rents on these properties.

(5) Total portfolio excludes one vacant property contributed in September 2011, which is classified as held for sale as of June 30, 2013.

Comparison of the Three Months Ended June 30,2013 to Three Months Ended June 30,2012

Rental Income

Rental income increased $31.8 million to $43.1 million for the three months ended June 30,2013 compared to $11.3 million for the three months ended June 30,2012. Rental income was driven by our acquisition of 882 properties subsequent to June 30, 2012 for an aggregate purchase price of $2.2 billion. The annualized rental income per square foot of the properties at June 30, 2013 was $11.66 with a weighted average remaining lease term of 9.9 years.

Our properties are primarily leased from 5 to 25 years to investment grade tenants, as determined by major credit rating agencies. All properties were 100% leased in both periods, with the exception of one and two vacant properties classified as held for sale at June 30, 2013 and 2012, respectively. During the three months ended June 30,2013 and 2012, we experienced no property vacancies, tenant turnover, lease renegotiation or significant capital expenditures. Cash same store rents on the 183 properties held for the full period in both of the three months ended June 30,2013 and 2012 increased $0.1 million, or 0.7%, to $8.2 million compared to $8.1 million for the three months ended June 30,2013 and 2012, respectively. Annualized average rental income per square foot was $3.07 at June 30, 2013 compared to $3.04 at June 30, 2012.

43

Operating Expense Reimbursements

Operating expense reimbursements increased by approximately $1.7 million to $1.8 million for the three months ended June 30,2013 compared to $0.1 million for the three months ended June 30,2012. Operating expense reimbursements represent reimbursements for taxes, property maintenance and other charges contractually due from the tenant per their respective leases. Operating expense reimbursements were driven by our acquisition of 882 properties since June 30, 2012.

Acquisition Related Costs

Acquisition related costs increased by approximately $7.3 million to $15.1 million for the three months ended June 30,2013 compared to $7.8 million for the three months ended June 30,2012. Acquisition and related costs represent the costs related to the acquisition of properties. Acquisition costs mainly consisted of legal costs, deed transfer costs and other costs related to real estate purchase transactions. Certain acquisition costs are based on a percentage of the base purchase price of acquired real estate investment, as such, the increase in acquisition related costs was primarily a result of real estate investments with a purchase price of $878.5 million in the three months ended June 30,2013 compared to $307.6 million in the three months ended June 30,2012. Increases primarily related to the acquisition of the 447 property GE Capital Portfolio.

Merger and Other Transaction Related Costs

During the three months ended June 30,2013, costs related to the pending ARCT IV Merger, as well as other transaction costs were $4.7 million.

Property Expenses

Property expenses increased by approximately $2.2 million to $2.5 million for the three months ended June 30,2013 compared to $0.3 million for the three months ended June 30,2012. These costs relate to expenses associated with maintaining certain properties, including real estate taxes, ground lease rent, insurance and repairs and maintenance expenses. The increase in property expenses are mainly due to our acquisition of properties with modified gross leases subsequent to June 30, 2012, and an increased number of properties for which the Company pays expenses, which are reimbursed by the tenant.

General and Administrative Expenses

General and administrative expenses increased by $0.6 million to $1.1 million for the three months ended June 30,2013 compared to $0.5 million for the three months ended June 30,2012. General and administrative expenses primarily included board member compensation, professional fees such as legal fees, accountant fees and financial printer services fees, and insurance expense.

Equity-Based Compensation Expenses

Equity-based compensation expenses increased by approximately $3.2 million to $3.5 million for the three months ended June 30,2013 compared to $0.2 million for the three months ended June 30,2012. Equity-based compensation expenses primarily included expense for the OPP, which was entered into upon consummation of the ARCT III Merger, as well as the amortization of restricted stock.

Depreciation and Amortization Expense

Depreciation and amortization expense increased by $20.8 million to $27.8 million for the three months ended June 30,2013 compared to $7.0 million for the three months ended June 30,2012. The increase in depreciation and amortization expense was driven by our acquisition of 882 properties since June 30, 2012 for an aggregate purchase price of $2.2 billion.

Asset Management and Incentive Fees to Affiliates

Prior to the consummation of the ARCT III Merger, we paid the Manager an annual base management fee equal to 0.50% per annum of the average unadjusted book value of our real estate assets, calculated and payable monthly in advance. Subsequent to the consummation of the ARCT III Merger, we are contractually obligated to pay the Manager an annual base management fee equal to 0.50% per annum for up to $3.0 billion of unadjusted book value of assets and 0.40% of unadjusted book value of assets greater than $3.0 billion. For the three months ended June 30,2013 and 2012, the Manager waived base management fees earned of $2.0 million and $1.0 million, respectively.

We may be required to pay the Manager a quarterly incentive fee, equal to the difference between (1) the product of (a) 20% and (b) the excess our annualized core earnings (as defined in the management agreement with the Manager) over the product of (i) the weighted average number of shares multiplied by the weighted average issuance price per share of common stock (ii) 8% and (2) the sum of any incentive compensation paid to the manager with respect to the first three calendar quarters of the previous 12-month period. One half of each quarterly installment of the incentive fee will be payable in shares of common stock. The remainder of the incentive fee will be payable in cash. No incentive fees were earned for the three months ended June 30,2013 and 2012, respectively.

44

Interest Expense

Interest expense increased by approximately $8.5 million to $11.2 million for the three months ended June 30,2013 compared to $2.7 million for the three months ended June 30,2012. The increase in interest expense was due to increases in debt balances used to fund portfolio acquisitions, partially offset by a decrease in the average annualized interest rate on borrowings. The average debt balances for the three months ended June 30, 2013 and 2012 were $1.0 billion and $201.4 million, respectively. The average annualized interest rate on all debt, including the effect of derivative instruments used to hedge the effects of interest rate volatility but excluding amortization of deferred financing costs and non-usage fees, for the three months ended June 30, 2013 and 2012 was 3.48% and 4.19%, respectively.

Our interest expense in future periods will vary based on our level of future borrowings, which will depend on the level of proceeds raised in offerings, the cost of borrowings, and the opportunity to acquire real estate assets which meet our investment objectives.

Loss on Contingent Value Rights

Loss on contingent value rights was $31.1 million for the three months ended June 30,2013. The loss pertains to the fair value of our obligation to pay certain holders of Common Stock CVR's and Preferred Stock CVR's for the difference between the value of our shares on certain measurement dates and the value of the shares at the time of issuance as set forth in the respective contingent value rights agreements. We did not have any contingent value rights obligations during the three months ended June 30,2012.

Loss on Derivative Instruments

There was no gain or loss on the fair value of derivative instruments for the three months ended June 30,2012, compared to a loss of $40,000 for the three months ended June 30,2013 that resulted from marking our derivative instruments to fair value. The loss was primarily a result of a higher notional balance of derivatives held in the three months ended June 30,2013 compared to the three months ended June 30,2012.

Gain (Loss) on Properties Held for Sale

Net loss from discontinued operations decreased by approximately $0.2 million to a gain of $0.04 million for the three months ended June 30,2013 compared to $0.2 million for the three months ended June 30,2012. As of the three months ended June 30,2013 and 2012, we held two properties (one vacant and one occupied) and two vacant properties, respectively, classified as held for sale on the balance sheets and reported in discontinued operations on the statements of operations and comprehensive loss. The net losses from discontinued operations during the three months ended June 30,2012 were primarily due to impairments on the held for sale properties representing the difference between the carrying value and estimated proceeds from the sale of the properties less estimated selling costs.

Comparison of the Six Months Ended June 30,2013 to Six Months Ended June 30,2012

Rental Income

Rental income increased $64.0 million to $81.4 million for the six months ended June 30,2013 compared to $17.4 million for the six months ended June 30,2012. Rental income was driven by our acquisition of 882 properties subsequent to June 30, 2012 for an aggregate purchase price of $2.2 billion. The annualized rental income per square foot of the properties at June 30, 2013 was $11.66 with a weighted average remaining lease term of 9.9 years.

Our properties are primarily leased from 5 to 25 years to investment grade tenants, as determined by major credit rating agencies. All properties were 100% leased in both periods, with the exception of one and two vacant properties classified as held for sale at June 30, 2013 and 2012, respectively. During the six months ended June 30,2013 and 2012, we experienced no property vacancies, tenant turnover, lease renegotiation or capital expenditures. Cash same store rents on the 129 properties held for the full period in each of the six months ended June 30,2013 and 2012 increased $0.1 million, or 1.5%, to $8.7 million compared to $8.6 million for the six months ended June 30,2013 and 2012, respectively. Annualized average rental income per square foot was $6.20 at June 30, 2013 compared to $6.11 at June 30, 2012.

Operating Expense Reimbursements

Operating expense reimbursements increased by approximately $3.4 million to $3.7 million for the six months ended June 30,2013 compared to $0.3 million for the six months ended June 30,2012. Operating expense reimbursements represent reimbursements for taxes, property maintenance and other charges contractually due from the tenant per their respective leases. Operating expense reimbursements were driven by our acquisition of 882 properties since June 30, 2012.

45

Acquisition Related Costs

Acquisition related costs increased by approximately $8.1 million to $20.7 million for the six months ended June 30,2013 compared to $12.6 million for the six months ended June 30,2012. Acquisition and related costs represent the costs related to the acquisition of properties. Acquisition costs mainly consisted of legal costs, deed transfer costs and other costs related to real estate purchase transactions. Certain acquisition costs are based on a percentage of the base purchase price of acquired real estate investment, as such, the increase in acquisition related costs was primarily a result of real estate investments with a purchase price of $1.1 billion in the six months ended June 30,2013 compared to $518.4 million in the six months ended June 30,2012. In conjunction with the ARCT III Merger, it was agreed that our Manager would no longer charge acquisition fees.

Merger and Other Transaction Related Costs

During the six months ended June 30,2013, costs related to the Merger with ARCT III, which was consummated in February 2013, costs related to the pending ARCT IV Merger, as well as other transaction costs were $142.4 million. Upon the consummation of the ARCT III Merger an affiliate of ARCT III received a subordinated incentive distribution upon the attainment of certain performance hurdles. For the six months ended June 30,2013, $98.4 million was recorded for this fee. We issued 7.3 million of OP Units to the affiliate as compensation for this fee. In addition, these costs consisted of professional fees, printing fees, proxy services and other costs associated with entering into and completing the ARCT III Merger.

Property Expenses

Property expenses increased by approximately $4.3 million to $4.9 million for the six months ended June 30,2013 compared to $0.6 million for the six months ended June 30,2012. These costs relate to expenses associated with maintaining certain properties, including real estate taxes, ground lease rent, insurance and repairs and maintenance expenses. The increase in property expenses are mainly due to our acquisition of properties with modified gross leases subsequent to June 30, 2012, and an increased number of properties for which the Company pays expenses, which are reimbursed by the tenant.

General and Administrative Expenses

General and administrative expenses increased by $1.4 million to $2.4 million for the six months ended June 30,2013 compared to $1.0 million for the six months ended June 30,2012. General and administrative expenses primarily included board member compensation, professional fees such as legal fees, accountant fees and financial printer services fees, and insurance expense.

Equity-Based Compensation Expenses

Equity-based compensation expenses increased by approximately $4.0 million to $4.3 million for the six months ended June 30,2013 compared to $0.3 million for the six months ended June 30,2012. Equity-based compensation expenses primarily included expense for the OPP, which was entered into upon consummation of the ARCT III Merger, as well as the amortization of restricted stock.

Depreciation and Amortization Expense

Depreciation and amortization expense increased by $42.3 million to $52.8 million for the six months ended June 30,2013 compared to $10.5 million for the six months ended June 30,2012. The increase in depreciation and amortization expense was driven by our acquisition of 882 properties since June 30, 2012 for an aggregate purchase price of $2.2 billion.

Asset Management and Incentive Fees to Affiliates

Prior to the consummation of the ARCT III Merger, we paid the Manager an annual base management fee equal to 0.50% per annum of the average unadjusted book value of our real estate assets, calculated and payable monthly in advance, provided that the full amount of the distributions we have declared for the six immediately preceding months is equal to or greater than certain net income thresholds related to our operations. Subsequent to the consummation of the ARCT III Merger, we will pay the Manager an annual base management fee equal to 0.50% per annum for up to $3.0 billion of unadjusted book value of assets and 0.40% of unadjusted book value of assets greater than $3.0 billion. For the six months ended June 30,2013 and 2012, the Manager waived base management fees earned of $2.4 million and $1.2 million, respectively.

We may be required to pay the Manager a quarterly incentive fee, equal to the difference between (1) the product of (a) 20% and (b) the excess our annualized core earnings (as defined in the management agreement with the Manager) over the product of (i) the weighted average number of shares multiplied by the weighted average issuance price per share of common stock (ii) 8% and (2) the sum of any incentive compensation paid to the manager with respect to the first three calendar quarters of the previous 12-month period. One half of each quarterly installment of the incentive fee will be payable in shares of common stock. The remainder of the incentive fee will be payable in cash. No incentive fees were earned for the three months ended June 30,2013 and 2012, respectively.

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Interest Expense

Interest expense increased by approximately $13.3 million to $17.5 million for the six months ended June 30,2013 compared to $4.1 million for the six months ended June 30,2012. The increase in interest expense was due to increases in debt balances used to fund portfolio acquisitions, partially offset by a decrease in the average annualized interest rate on borrowings. The average debt balances for the six months ended June 30, 2013 and 2012 were $797.2 million and $175.6 million, respectively. The average annualized interest rate on all debt, including the effect of derivative instruments used to hedge the effects of interest rate volatility but excluding amortization of deferred financing costs and non-usage fees, for the six months ended June 30, 2013 and 2012 was 3.51% and 4.04%, respectively.

Our interest expense in future periods will vary based on our level of future borrowings, which will depend on the level of proceeds raised in offerings, the cost of borrowings, and the opportunity to acquire real estate assets which meet our investment objectives.

Income from Investment Securities

There was no income from investment securities for the six months ended June 30,2012, compared to income of $0.2 million for the six months ended June 30,2013 that resulted from investment income earned by our preferred debt and equity securities.

Gain on Sale of Investment Securities

There was no gain or loss on the sale of investment securities for the six months ended June 30,2012, compared to a gain of $0.5 million for the six months ended June 30,2013 that resulted from selling the preferred debt and equity securities that we held.

Loss on Contingent Value Rights

Loss on contingent value rights was $31.1 million for the six months ended June 30,2013. The loss pertains to the fair value of our obligation to pay certain preferred and common shareholders for the difference between the value of our shares on certain measurement dates and the value of the shares at the time of issuance as set forth by the contingent value rights agreement. We did not have any contingent value rights obligations during the six months ended June 30,2012.

Loss on Derivative Instruments

There was no gain or loss on the fair value of derivative instruments for the six months ended June 30,2012, compared to a loss of $45,000 for the six months ended June 30,2013 that resulted from marking our derivative instruments to fair value.

Gain (Loss) on Properties Held for Sale

Net loss from discontinued operations decreased by approximately $0.6 million to net gain of $0.1 million for the six months ended June 30,2013 compared to net loss of $0.5 million for the six months ended June 30,2012. As of the six months ended June 30,2013 and 2012, we held two properties (one vacant and one occupied) and two vacant properties, respectively, classified as held for sale on the balance sheet and reported in discontinued operations on the statements of operations. The net losses from discontinued operations during the six months ended June 30,2012 were primarily due to impairments on the held for sale properties representing the difference between the carrying value and estimated proceeds from the sale of the properties less estimated selling costs.

Cash Flows for the Six Months Ended June 30,2013

During the six months ended June 30,2013, net cash provided by operating activities was $5.7 million. The level of cash flows used in or provided by operating activities is affected by acquisition and transaction costs, the timing of interest payments, as well as the receipt of scheduled rent payments. Cash flows provided by operating activities during the six months ended June 30,2013 was mainly due to adjusted net income of $11.9 million (net loss of $190.4 million adjusted for non-cash items including the issuance of operating partnership units, depreciation and amortization, amortization of deferred financing costs, gain on held for sale properties, equity-based compensation, loss on derivative instruments, loss on contingent value right obligations and gain on sale on investments summing to $202.2 million, in the aggregate), and an increase in deferred rent and other liabilities of $0.9 million. Theses inflows were partially offset by a decrease in prepaid and other assets of $6.8 million, and a decrease in accounts payable and accrued expenses of $0.4 million.

Net cash used in investing activities for the six months ended June 30,2013 of $1.1 billion, primarily related to the acquisition of 528 properties with an aggregate purchase price of $1.1 billion, investments in direct financing leases of $67.5 million, investments in other assets and deposits for real estate investments of $1.7 million, and the purchase of investment securities of $12.0 million, partially offset by the proceeds from the sales of investment securities of $44.2 million.

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Net cash provided by financing activities of $958.5 million during the six months ended June 30,2013 related to proceeds net of repayments from our senior corporate credit facility of $600.0 million, $489.8 million of proceeds net of offering-related costs from the issuance of common stock, proceeds from issuance of convertible obligations to Series C Convertible Preferred stockholders of $445.0 million, proceeds from mortgage notes payable of $4.8 million and $0.8 million from contributions from non-controlling interest holders. These inflows were partially offset by common stock repurchases of $350.4 million, payments on our senior secured revolving credit facility of $124.6 million, $25.3 million deferred financing cost payments, distributions paid of $74.9 million, distributions to non-controlling interest holders of $3.1 million, consideration paid for assets of Manager in excess of carryover basis of $3.0 million, and a reduction in restricted cash of $0.5 million.

Cash Flows for the Six Months Ended June 30,2012

During the six months ended June 30,2012, net cash provided by operating activities was $0.5 million. The level of cash flows used in or provided by operating activities is affected by acquisition and transaction costs, the timing of interest payments and the amount of borrowings outstanding during the period, as well as the receipt of scheduled rent payments. Cash flows provided by operating activities during the six months ended June 30,2012 was mainly due to adjusted net loss of $0.3 million (net loss of $12.2 million adjusted for non-cash items including depreciation and amortization, amortization of deferred financing costs, equity-based compensation, and loss on held for sale properties, summing to $11.9 million, in the aggregate), a decrease of $1.7 million in accounts payable and accrued expenses, an increase in deferred rent and other liabilities of $0.8 million, partially offset by a decrease in prepaid expenses of $1.8 million.

Net cash used in investing activities for the six months ended June 30,2012 of $512.6 million related to properties acquired and deposits for real estate investments made during the year.

Net cash provided by financing activities of $886.7 million during the six months ended June 30,2012 related to proceeds net of offering-related costs from the issuance of common and preferred stock of $735.0 million, $139.4 million of proceeds from mortgage notes payable and $32.5 million of proceeds, net of repayments, from our senior secured revolving credit facility. These inflows were partially offset by distributions paid of $8.3 million, payments of deferred financing costs of $9.3 million, a reduction in restricted cash of $1.5 million, advances to affiliates of $0.7 million, and common stock repurchases of $0.1 million.

Liquidity and Capital Resources

In the normal course of business, our principal demands for funds will continue to be for property acquisitions, either directly or through investment interests, for the payment of operating expenses, distributions to our investors, and for the payment of principal and interest on our outstanding indebtedness. We expect to meet our future short-term operating liquidity requirements through net cash provided by our current property operations. Management expects that our properties will generate sufficient cash flow to cover all operating expenses and the payment of a monthly distribution. The majority of our net leases contain contractual rent escalations during the primary term of the lease. Other potential future sources of capital include proceeds from secured or unsecured financings from banks or other lenders, proceeds from offerings, including our ATM program, proceeds from the sale of properties and undistributed funds from operations. With the stabilization of the investment portfolio, we expect to significantly increase the amount of cash flow generated from operating activities in future periods. Such increased cash flow will positively impact the amount of funds available for dividends.

Sources of Funds

Funds from Operations and Adjusted Funds from Operations

 Due to certain unique operating characteristics of real estate companies, as discussed below, the National Association of Real Estate Investment Trusts, Inc. (“NAREIT”), an industry trade group, has promulgated a measure known as funds from operations (“FFO”), which we believe to be an appropriate supplemental measure to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental performance measure. FFO is not equivalent to our net income or loss as determined under U.S. GAAP.

We define FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT, as revised in February 2004 (the “White Paper“). The White Paper defines FFO as net income or loss computed in accordance with U.S. GAAP, excluding gains or losses from sales of property but including asset impairment writedowns, plus depreciation and amortization, after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures are calculated to reflect FFO. Our FFO calculation complies with NAREIT’s policy described above.

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The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time, especially if such assets are not adequately maintained or repaired and renovated as required by relevant circumstances and/or is requested or required by lessees for operational purposes in order to maintain the value disclosed. We believe that, since real estate values historically rise and fall with market conditions, including inflation, interest rates, the business cycle, unemployment and consumer spending, presentations of operating results for a REIT using historical accounting for depreciation may be less informative. Historical accounting for real estate involves the use of U.S. GAAP. Any other method of accounting for real estate such as the fair value method cannot be construed to be any more accurate or relevant than the comparable methodologies of real estate valuation found in U.S. GAAP. Nevertheless, we believe that the use of FFO, which excludes the impact of real estate related depreciation and amortization, provides a more complete understanding of our performance to investors and to management, and when compared year over year, reflects the impact on our operations from trends in occupancy rates, rental rates, operating costs, general and administrative expenses, and interest costs, which may not be immediately apparent from net income. We also add back to net income deriving FFO certain costs associated with mergers and other transactions as these expenses and transactions do not reflect our operations in the current period. However, FFO and adjusted funds from operations (“AFFO”), as described below, should not be construed to be more relevant or accurate than the current U.S. GAAP methodology in calculating net income or in its applicability in evaluating our operating performance. The method utilized to evaluate the value and performance of real estate under U.S. GAAP should be construed as a more relevant measure of operational performance and considered more prominently than the non-GAAP FFO and AFFO measures and the adjustments to U.S. GAAP in calculating FFO and AFFO.

We consider FFO and FFO, as adjusted to exclude acquisition-related fees and expenses, or AFFO, useful indicators of the performance of a REIT. Because FFO calculations exclude such factors as depreciation and amortization of real estate assets and gains or losses from sales of operating real estate assets (which can vary among owners of identical assets in similar conditions based on historical cost accounting and useful-life estimates), they facilitate comparisons of operating performance between periods and between other REITs in our peer group. Accounting for real estate assets in accordance with U.S. GAAP implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market conditions, many industry investors and analysts have considered the presentation of operating results for real estate companies that use historical cost accounting to be insufficient by themselves.

Additionally, we believe that AFFO, by excluding acquisition-related fees and expenses, provides information consistent with management's analysis of the operating performance of the properties. By providing AFFO, we believe we are presenting useful information that assists investors and analysts to better assess the sustainability of our operating performance. Further, we believe AFFO is useful in comparing the sustainability of our operating performance with the sustainability of the operating performance of other real estate companies, including exchange-traded and non-traded REITs.

As a result, we believe that the use of FFO and AFFO, together with the required U.S. GAAP presentations, provide a more complete understanding of our performance relative to our peers and a more informed and appropriate basis on which to make decisions involving operating, financing, and investing activities.

FFO and AFFO are non-GAAP financial measures and do not represent net income as defined by U.S. GAAP. FFO and AFFO do not represent cash flows from operations as defined by U.S. GAAP, are not indicative of cash available to fund all cash flow needs and liquidity, including our ability to pay distributions and should not be considered as alternatives to net income, as determined in accordance with U.S. GAAP, for purposes of evaluating our operating performance. Other REITs may not define FFO in accordance with the current NAREIT definition (as we do) or may interpret the current NAREIT definition differently than we do and/or calculate AFFO differently than we do. Consequently, our presentation of FFO and AFFO may not be comparable to other similarly titled measures presented by other REITs.

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The below table reflects the items deducted or added to net loss in our calculation of FFO and AFFO for the three months endedJune 30, 2013 and 2012 (amounts in thousands). Amounts are presented net of any non-controlling interest effect where applicable.

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net loss attributable to stockholders (in accordance with U.S. GAAP)	$	(51,679	)	$	(7,070	)	$	(189,613	)	$	(12,098	)
Merger and other transaction costs	4,680			20			142,449			20
Loss on contingent valuation rights	31,134			—			31,134			—
(Gain) loss on held for sale properties	—			82			(14		)	405
Gain on sale of investment securities	—			—			(451		)	—
Loss on derivative instruments	40			—			45			—
Interest on convertible obligation to preferred investors	1,630			—			1,630			—
Depreciation and amortization	27,806			6,994			52,829			10,529
FFO	13,611			26			38,009			(1,144		)
Acquisition and transaction related costs	15,144			7,814			20,726			12,599
Amortization of above-market lease	63			—			126			—
Amortization of deferred financing costs	2,166			385			3,274			596
Straight-line rent	(1,605		)	(352		)	(2,975		)	(565		)
Non-cash equity compensation expense	3,454			178			4,330			324
AFFO	$	32,833		$	8,051		$	63,490		$	11,810

Capital Markets

The following are our equity offerings and awards of common stock during the six months endedJune 30, 2013 (dollar amounts in millions):

Type of offering	Closing Date	Number of Shares	Gross Proceeds
Registered follow on offering	January 29, 2013	2,070,000	$	26.7
ATM	January 1 - June 30, 2013	553,300	8.9
Private placement offering	June 7, 2013	29,411,764	455.0
Total		32,035,064	$	490.6

Upon the consummation of the ARCT III Merger, 29.2 million shares of the then outstanding shares of ARCT III's common stock holders elected to be paid in cash at $12.00 per share. In addition, upon the consummation of the ARCT III Merger, 148.1 million shares of ARCT III's common stock were converted to shares of our common stock at the ARCT III Exchange Ratio, resulting in an additional 140.7 million shares of our common stock outstanding after the exchange.

On August 1, 2012, we filed a $500 million universal shelf registration statement and a resale registration statement with the SEC. Each registration statement became effective on August 17, 2012. As of June 30, 2013, we had issued 2.1 million shares of common stock through a registered follow on offering and an ATM offering under the $500 million universal shelf registration statement. No preferred stock, debt or equity-linked security had been issued under the universal shelf registration statement. The resale registration statement, as amended, registers the resale of up to 1,882,248 shares of common stock issued in connection with any future conversion of certain currently outstanding restricted shares, convertible preferred stock or limited partnership interests in the OP. As of June 30, 2013, no common stock had been issued under the resale registration statement.

On March 14, 2013, we filed a universal automatic shelf registration statement and achieved well-known seasoned issuer (“WKSI”) status. The Company intends to maintain both the $500.0 million universal shelf registration statement and the WKSI universal automatic shelf registration statement.

In January 2013, we commenced an “at the market” equity offering program (“ATM”) in which we may from time to time offer and sell shares of our common stock having an aggregate offering proceeds of up to $60.0 million. The shares will be issued pursuant to our $500.0 million universal shelf registration statement.

In addition to our common stock offerings, on June 7, 2013, the Company issued 28.4 million shares convertible preferred stock (the “Series C Convertible Preferred Stock”) for gross proceeds of $445.0 million. See Note 10Convertible Preferred Stock in the consolidated financial statements for a description of the conversion features of the Series C Convertible Preferred Stock.

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Availability of Funds from Revolving Credit Facilities

On February 14, 2013, ARCT III, entered into the Credit Facility with Wells Fargo Bank, National Association, as administrative agent, RBS Citizens, N.A. and Regions Bank, as syndication agents, and Capital One, N.A. and JP Morgan Chase Bank, N.A., as documentation agents. Since that date the facility has been augmented to increase the commitments of certain lenders and add Bank of America N.A., Barclays Bank PLC, TD Bank N.A., U.S. Bank N.A., Union Bank N.A., UBS AG, Comerica Bank and First Tennessee Bank, as lenders.

These additional commitments increased the facility to $1.45 billion. The Credit Facility has an accordion feature, which if exercised in full, the aggregate commitments (comprised of revolving, term loan and delayed draw commitments) under the credit agreement would be $2.5 billion, subject to borrowing base availability.

The Credit Facility contains an $810.0 million term loan facility and a $640.0 million revolving credit facility. Loans under the Credit Facility are priced at a floating interest rate of LIBOR plus 1.60% to 2.20%, based upon our current leverage. To the extent that we receive an investment grade credit rating as determined by a major credit rating agency, at the our election, advances under the Credit Facility will be priced at their applicable rate plus 0.90% to 1.75% and term loans will be priced at a floating interest rate of LIBOR plus 1.15% to 2.00%, based upon our then current investment grade credit rating. We may also make fixed rate borrowings under the Credit Facility.

As of August 5, 2013, additional commitments from lenders increased the facility to $1.7 billion.

The Credit Facility provides for monthly interest payments. In the event of a default, each lender has the right to terminate its obligations under the credit facility, and to accelerate the payment on any unpaid principal amount of all outstanding loans. We have guaranteed the obligations under the credit facility. The revolving credit facility will terminate on February 14, 2017, unless extended, and the term loan facility will terminate on February 14, 2018. We may prepay borrowings under the Credit Facility and, to the extent that borrowings are unused under the revolving credit facility and the term loan facility, we incur an unused fee of 0.15% to 0.25% per annum on the unused amount depending on the unused balance as a percentage of the total facility and the type of funding. The Credit Facility also requires us to maintain certain property available for collateral as a condition to funding.

As of June 30, 2013, there was $600.0 million outstanding on the Credit Facility, which bore a floating interest rate, which on June 30, 2013 was 1.95%. $515.0 million of the Credit Facility's interest rate is fixed at 2.80% through the use of derivative instruments, used to hedge against interest rate volatility. At June 30, 2013, there was up to $1.9 billion available to us for future borrowings, subject to borrowing availability.

On February 28, 2013, we repaid all of the outstanding borrowings under the senior revolving credit facility in the amount of $124.6 million, and the credit agreement was terminated. The average interest rate on the borrowings during the period the balance was outstanding was 3.11%. On February 14, 2013, simultaneous with ARCT III entering into the Credit Facility, ARCT III terminated its secured credit facility agreement, which had been unused.

Convertible Senior Note Offering

On July 29, 2013, the Company issued $300.0 million of 3.00 % Convertible Senior Notes (“Notes”) due in 2018 in an underwritten public offering. The Notes will mature on August 1, 2018. The Notes may be converted into cash, common stock or a combination thereof in limited circumstances prior to February 1, 2018 and may be converted at any time into such consideration on or after February 1, 2018. Additionally, the underwriters have a 30-day option to purchase up to an additional $30.0 million of Notes. To date, $10.0 million of the over allotment option has been exercised. The Company intends to use the net proceeds of the offering (a) to repay outstanding indebtedness under its existing senior secured revolving credit facility (which will increase the availability of funds under such credit facility) and (b) for other general corporate purposes which includes investing in properties in accordance with its investment objectives.

Principal Use of Funds

Acquisitions

Generally, cash needs for property acquisitions will be met through proceeds from the public or private offerings of debt and equity and other financings. We may also from time to time enter into other agreements with third parties whereby third parties will make equity investments in specific properties or groups of properties that we acquire.

Our Manager evaluates potential acquisitions of real estate and real estate-related assets and engages in negotiations with sellers and borrowers on our behalf. Investors and stockholders should be aware that after a purchase contract is executed that contains specific terms the property will not be purchased until the successful completion of due diligence and negotiation of final binding agreements. During this period, we may decide to temporarily invest any unused proceeds from equity offerings in certain investments that could yield lower returns than the properties. These lower returns may affect our ability to make distributions.

To date, in addition to the CapLease Merger and ARCT IV merger discussed in Note 2 —Mergers and Acquisitions in the consolidated financial statements, we have identified various portfolio opportunities and have entered into various definitive

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agreements for property purchases, one of which is to acquire 121 properties for an aggregate purchase price of approximately $604.1 million, exclusive of closing costs. The portfolio is entirely free standing single tenant net leased properties aggregating 6.2 million square feet, 100% leased to 16 tenants, 35.4% of which are investment grade rated, with average remaining lease terms of 13.8 years. The properties are geographically diverse, located in 30 states.

The Company expects to finance the aggregate purchase price of the previously announced mergers and acquisitions described above in part through the assumption of outstanding indebtedness, and expects to finance the balance of the aggregate purchase price through a combination of (i) available cash on hand and (iii) any funds available and not otherwise allocated to previously announced acquisitions from (a) a portion of the $896.0 million in net proceeds from the sale of shares of ARCP common stock and convertible preferred stock in separate previously disclosed private placement transactions, which transactions were completed on June 7, 2013; (b) a portion of the $289.2 million in net proceeds (or $318.2 million if the underwriters exercise their over allotment option in full) from the sale of the Notes; (c) an expected issuance of approximately $500 million of ARCP common stock; (d) funds available from the issuance of common stock through the Company's current at-the-market program or any successor program thereto; (e) financing available under the Company's credit facility, where the company has commitments (including revolving and term loans) for total borrowing of up to $1.7 billion with an accordion feature of up to $2.5 billion, subject to borrowing base availability among other conditions; and (f) additional alternative financing arrangements, as needed, from the issuance of additional common stock, preferred securities or other debt, equity or equity-linked financings.

Dividends

The amount of dividends payable to our stockholders is determined by our board of directors and is dependent on a number of factors, including funds available for dividends, financial condition, capital expenditure requirements, as applicable, and annual dividend requirements needed to qualify and maintain our status as a REIT under the Code. Operating cash flows are expected to increase as additional properties are acquired in our investment portfolio.

We, our board of directors and Manager share a similar philosophy with respect to paying our dividends. The dividends should principally be derived from cash flows generated from real estate operations. In order to improve our operating cash flows and our ability to pay dividends from operating cash flows, our Manager has in the past agreed to waive certain fees including asset management and incentive fees. Our Manager will determine if a portion or all of such fees will be waived in subsequent periods on a quarter-to-quarter basis. Base asset management fees waived during the three and six months endedJune 30, 2013 were $2.0 million and $2.4 million, respectively. Property management and leasing fees of $0.8 million were waived during the six months endedJune 30, 2013; there were no property management and leasing fees during the three months endedJune 30, 2013. The fees that were waived relating to the activity are not deferrals and accordingly, will not be paid. Because our Manager waived certain fees that we owed, cash flow from operations that would have been used to pay such fees to our Manager was available to pay dividends to our stockholders. See Note 14 — Related Party Transactions and Arrangements in the consolidated financial statements within this report for further information on fees paid to and forgiven by our Manager.

The management agreement with our Manager provides for payment of the asset management fee. Our Manager will waive such portion of its management fee that, when added to our AFFO, without regard to the waiver of the management fee, would increase our AFFO so that it equals the dividends declared by us for the prior six months. For purposes of this determination, AFFO is FFO (as defined by NAREIT), adjusted to (i) include acquisition fees and related expenses which is deducted in computing FFO; (ii) include non-cash restricted stock grant amortization, if any, which is deducted in computing FFO; and (iii) include impairments of real estate related investments, if any (including properties, loans receivable and equity and debt investments) which are deducted in computing FFO. Our Manager will determine if such fees will be partially or fully waived in subsequent periods on a quarter-to-quarter basis.

In addition, pursuant to our administrative support agreement with our Sponsor, our Sponsor had agreed to pay or reimburse us for certain of our general and administrative costs to the extent that the amount of our dividends declared until September 6, 2012, which was one year following the closing of our IPO, exceeded the amount of our AFFO in order that such dividends do not exceed the amount of our AFFO, computed without regard to such general and administrative costs paid for, or reimbursed, by our Sponsor.

As our real estate portfolio matures, we expect cash flows from operations to cover our dividends. As the cash flows from operations become more significant, our Manager may discontinue its past practice of forgiving fees and may charge the entire fee in accordance with the agreement with our Manager. There can be no assurance that our Manager will continue to waive earned asset management or incentive fees in the future. 

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The following table shows the sources for the payment of dividends to common stockholders for the three and six months endedJune 30, 2013 (dollars in thousands):

	Three Months Ended					Three Months Ended					Six Months Ended
	March 31, 2013					June 30, 2013					June 30, 2013
	Dividends			% of Dividends		Dividends			% of Dividends		Dividends			% of Dividends
Dividends:
Distributions paid in cash	$	27,409				$	37,088				$	64,497
Distributions reinvested	4,895					—					4,895
	$	32,304				$	37,088				$	69,392
Source of dividends:
Cash flows provided by operations	$	—		0.0	%	$	5,674		15.3	%	$	5,674		8.2	%
Proceeds from financing activities	27,409			84.8	%	31,414			84.7	%	58,823			84.8	%
Common stock issued under the DRIP	4,895			15.2	%	—			0.0	%	4,895			7.0	%
Total sources of dividends	$	32,304		100.0	%	$	37,088		100.0	%	$	69,392		100.0	%
Net loss attributable to stockholders (in accordance with U.S. GAAP)	$	(137,934	)			$	(51,679	)			$	(189,613	)

Loan Obligations

The payment terms of our loan obligations vary. In general, only interest amounts are payable monthly with all unpaid principal and interest due at maturity. Some of our loan agreements stipulate that we comply with specific reporting and financial covenants mainly related to debt coverage ratios and loan to value ratios. Each loan that has these requirements has specific ratio thresholds that must be met. As of June 30, 2013 we were in compliance with the debt covenants under our loan agreements.

As of June 30, 2013, we had non-recourse mortgage indebtedness of $269.9 million which was collateralized by 165 properties. Our mortgage indebtedness bore interest at weighted average rate of 4.25% per annum and had a weighted average maturity of 4.99 years. We may in the future incur additional mortgage debt on the properties we currently own or use long-term non-recourse financing to acquire additional properties in the future.

As of June 30, 2013, there was $600.0 million outstanding on the Credit Facility, which bore a floating interest rate of 1.95%. $515.0 million of the Credit Facility's interest rate is fixed at 2.802% through the use of derivative instruments. At June 30, 2013, there was up to $1.9 billion available to us for future borrowings, subject to certain conditions including borrowing base availability.

At June 30, 2013, our leverage ratio (net debt, excluding debt convertible to common stock, divided by enterprise value) was 20.8%.

On February 28, 2013, we repaid all of the outstanding borrowings under our senior revolving credit facility, and the credit agreement was terminated.

On February 14, 2013, simultaneous with ARCT III entering into the Credit Facility, ARCT III terminated its secured credit facility agreement, which had been unused.

Our loan obligations require the maintenance of financial covenants, as well as restrictions on corporate guarantees, the maintenance of certain financial ratios (such as specified debt to equity and debt service coverage ratios) as well as the maintenance of a minimum net worth. At June 30, 2013 and 2012, the Company was in compliance with the debt covenants under all of our loan obligations.

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Contractual Obligations

The following is a summary of our contractual obligations as of June 30, 2013 (in thousands):

	Total		July 1, 2013 - December 31, 2013		2014 – 2015		2016 – 2017		Thereafter
Principal payments due on mortgage notes payable	$	269,918	$	74	$	13,956	$	186,588	$	69,300
Interest payments due on mortgage notes payable	61,498		5,795		22,689		16,592		16,422
Principal payments due on senior corporate credit facility	600,000		—		—		—		600,000
Interest payments due on senior corporate credit facility	74,406		8,044		32,176		32,176		2,010
Principal obligation to Series C Convertible Preferred stockholders, at fair value	445,000		445,000		—		—		—
Interest payments due on obligation to Series C Convertible Preferred Stock	13,038		13,038		—		—		—
Contingent value rights obligation to preferred and common investors, at fair value	31,134		31,134		—		—		—
Payments due on ground lease obligations	4,050		174		697		702		2,477
Total	$	1,499,044	$	503,259	$	69,518	$	236,058	$	690,209

Election as a REIT

We elected to be taxed as a REIT under Sections 856 through 860 of the Code commencing with the taxable year ended December 31, 2011. If we continue to qualify for taxation as a REIT, we generally will not be subject to federal corporate income tax to the extent we distribute our REIT taxable income to our stockholders, and so long as we distribute at least 90% of our REIT taxable income. REITs are subject to a number of other organizational and operational requirements. Even if we qualify for taxation as a REIT, we may be subject to certain state and local taxes on our income and property, and federal income and excise taxes on our undistributed income. We believe we are organized and operating in such a manner as to qualify to be taxed as a REIT for the taxable year ending December 31, 2013.

Inflation

We may be adversely impacted by inflation on any leases that do not contain indexed escalation provisions. In addition, our net leases may require the tenant to pay its allocable share of operating expenses, including common area maintenance costs, real estate taxes and insurance. This may reduce our exposure to increases in costs and operating expenses resulting from inflation.

Related-Party Transactions and Agreements

We have entered into agreements with affiliates, whereby we pay or have paid in the past certain fees or reimbursements to our Sponsor, our Manager or their affiliates for acquisition fees and expenses, organization and offering costs, asset management fees and reimbursement of operating costs and have in the past paid sales commissions and dealer manager fees. See Note 14 — Related Party Transactions and Arrangements in our financial statements included in this report for a discussion of the various related-party transactions, agreements and fees.

In addition, the partnership agreement of the OP provides for the special allocation, solely for tax purposes, of excess depreciation deductions of up to $10.0 million to ARC Real Estate Partners, LLC, a limited partner of the OP. In connection with this special allocation, ARC Real Estate Partners, LLC has agreed to restore a deficit balance in its capital account in the event of a liquidation of the OP and has agreed to provide a guaranty or indemnity of indebtedness of the OP. ARC Real Estate Partners, LLC is directly or indirectly controlled by certain officers and directors of ARCP.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk.

The market risk associated with financial instruments and derivative financial instruments is the risk of loss from adverse changes in market prices or interest rates. Our market risk arises primarily from interest rate risk relating to variable-rate borrowings. To meet our short and long-term liquidity requirements, we borrow funds at a combination of fixed and variable rates. Our interest rate risk management objectives are to limit the impact of interest rate changes in earnings and cash flows and to lower our overall borrowing costs. To achieve these objectives, from time to time, we may enter into interest rate hedge contracts such as swaps, collars and treasury lock agreements in order to mitigate our interest rate risk with respect to various debt instruments. We would not hold or issue these derivative contracts for trading or speculative purposes. We do not have any foreign operations and thus we are not exposed to foreign currency fluctuations.

As of June 30, 2013, our debt included fixed-rate debt, including debt that has interest rates that are fixed with the use of derivative instruments, with a carrying value of $1.2 billion and a fair value of $1.2 billion. Changes in market interest rates on our fixed rate debt impact fair value of the debt, but they have no impact on interest incurred or cash flow. For instance, if interest rates rise 100 basis points and our fixed rate debt balance remains constant, we expect the fair value of our debt to decrease, the same way the price of a bond declines as interest rates rise. The sensitivity analysis related to our fixed-rate debt assumes an immediate 100 basis point move in interest rates from their June 30, 2013 levels, with all other variables held constant. A 100 basis point increase in market interest rates would result in a decrease in the fair value of our fixed rate debt by approximately $16.0 million. A 100 basis point decrease in market interest rates would result in an increase in the fair value of our fixed-rate debt by approximately $21.0 million.

As of June 30, 2013, our debt included variable-rate debt with a carrying value of $85.0 million. The sensitivity analysis related to our variable-rate debt assumes an immediate 100 basis point move in interest rates from their June 30, 2013 levels, with all other variables held constant. A 100 basis point increase or decrease in variable interest rates on our variable-rate notes payable would increase or decrease our interest expense by approximately $0.9 million annually.

As the information presented above includes only those exposures that existed as of June 30, 2013, it does not consider exposures or positions arising after that date. The information represented herein has limited predictive value. Future actual realized gains or losses with respect to interest rate fluctuations will depend on cumulative exposures, hedging strategies employed and the magnitude of the fluctuations.

These amounts were determined by considering the impact of hypothetical interest rate changes on our borrowing costs, and, assume no other changes in our capital structure.

Item 4. Controls and Procedures.

Disclosure Controls and Procedures

In accordance with Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act, as amended (the “Exchange Act”), we, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q and determined that the disclosure controls and procedures are effective.

No change occurred in our internal controls over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) of the Exchange Act) during the three months endedJune 30, 2013 that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

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PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

The information contained in “Note 13 —Commitments and Contingencies — Litigation” of our notes to the consolidated financial statements included in this Quarterly Report on Form 10-Q is incorporated by reference into this Item 1. Except as set forth therein, as of the end of the period covered by this Quarterly Report on Form 10-Q, we are not a party to, and none of our properties are subject to, any material pending legal proceedings.

Item 1A. Risk Factors.

There have been no material changes to the risk factors previously disclosed in the Annual Report on Form 10-K for the year ended December 31, 2012, as amended and supplemented by subsequent Quarterly Reports on Form 10-Q and by subsequent Current Reports on Form 8-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

On April 19, 2013, we issued approximately 38,300 shares of our common stock upon the conversion of limited partner interests in the OP (the “OP Unit Conversion”) at a purchase price of $16.23, for an aggregate purchase price of approximately $0.6 million.

On June 11, 2013, we issued approximately 560,900 shares of our common stock upon the conversion of limited partner interests in the OP at a purchase price of $14.56, for an aggregate purchase price of approximately $5.4 million.

On June 7, 2013, we closed on a private placement transaction for the sale and issuance of approximately 29.4 million shares of our common stock, par value $0.01 per share, at a purchase price of $15.47 per share, for an aggregate purchase price of $455.0 million (the “Common Stock Transaction”).

Concurrently with the closing of the Common Stock Transaction, we closed on a private placement transaction for the sale of approximately 28.4 million shares of a 5.81% convertible preferred stock designated as Series C Convertible Preferred Stock, at a purchase price of $15.67 per share, for an aggregate purchase price of $445.0 million (the “Preferred Stock Transaction”). After deducting for fees and expenses, the aggregate net proceeds from (i) the Common Stock Transaction were approximately $453.0 million and (ii) the Preferred Stock Transaction were approximately $443.0 million, for aggregate net proceeds from both transactions of approximately $896.0 million.

The shares of common stock and Series C Convertible Preferred Stock offered and sold pursuant to the OP Unit Conversion, the Common Stock Transaction and the Preferred Stock Transaction were sold pursuant to an exemption from registration under Section 4(2) of the Securities Act and Rule 506 of Regulation D promulgated thereunder.

Item 3. Defaults Upon Senior Securities.

None

Item 4. Mine Safety Disclosures.

Not applicable

Item 5. Other Information.

None

Item 6. Exhibits.

The exhibits listed on the Exhibit Index (following the signatures section of this report) are included, or incorporated by reference, in this Quarterly Report on Form 10-Q.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

AMERICAN REALTY CAPITAL PROPERTIES, INC.

By: /s/ NICHOLAS S. SCHORSCH

Nicholas S. Schorsch

Chief Executive Officer and Chairman of the Board of Directors

(Principal Executive Officer)

By: /s/ BRIAN S. BLOCK

Brian S. Block

Executive Vice President and Chief Financial Officer

(Principal Financial Officer and Principal Accounting Officer)

Date: August 6, 2013

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EXHIBITS

The following exhibits are included, or incorporated by reference, in this Quarterly Report on Form 10-Q for the six months endedJune 30, 2013 (and are numbered in accordance with Item 601 of Regulation S-K):

Exhibit No.	Description
1.1 (7)	Underwriting Agreement, dated July 23, 2013, by and among American Realty Capital Properties, Inc., ARC Properties Operating Partnership, L.P., J.P. Morgan Securities LLC and Citigroup Global Markets Inc., as representatives of the several underwriters listed therein.
2.1 (1)	Agreement and Plan of Merger, dated as of May 28, 2013, among American Realty Capital Properties, Inc., ARC Properties Operating Partnership, L.P., Safari Acquisition, LLC, CapLease, Inc., Caplease, LP,  and CLF OP General Partner LLC
2.2 (5)	Agreement and Plan of Merger, dated as of July 1, 2013, among American Realty Capital Properties, Inc., American Realty Capital Trust IV, Inc., Thunder Acquisition, LLC, ARC Properties Operating Partnership, L.P. and American Realty Capital Operating Partnership IV, L.P.
3.5 (4)	Articles Supplementary for the Series C Convertible Preferred Stock of American Realty Capital Properties, Inc., dated June 6, 2013
3.6 (6)	Articles of Amendment to Articles of Amendment and Restatement of American Realty Capital Properties, Inc., effective July 2, 2013
4.1 (7)	Indenture, dated as of July 29, 2013, between American Realty Capital Properties, Inc. and U.S. Bank National Association, as trustee
4.2 (7)	First Supplemental Indenture, dated as of July 29, 2013, between American Realty Capital Properties, Inc. and U.S. Bank National Association, as trustee
4.3 (7)	Form of 3.00% Convertible Senior Notes due 2018 (included in Exhibit 4.2)
10.49 (1)	Voting Agreement, dated as of May 28, 2013, by and among American Realty Capital Properties, Inc., Paul H. McDowell, William R. Pollert, Shawn P. Seale, Robert C. Blanz and Paul C. Hughes
10.50 (1)	Management Letter Agreement, dated as of May 28, 2013, among American Realty Capital Properties, Inc., Paul H. McDowell, William R. Pollert, Shawn P. Seale, Robert C. Blanz, Michael J. Heneghan and Paul C. Hughes
10.51 (2)	Securities Purchase Agreement, dated as of June 4, 2013, between American Realty Capital Properties, Inc. and investors party thereto
10.52(2)	Convertible Preferred Stock Purchase Agreement, dated as of June 4, 2013, between American Realty Capital Properties, Inc. and investors party thereto
10.53(3)	Purchase and Sale Agreement, dated as of May 31, 2013, among American Realty Capital Properties, Inc., ARC Properties Operating Partnership, L.P., CNL APF Partners, LP, USRP (SFGP), LLC, CNL Funding 2000-A, LLC, Net Lease Funding 2005, LLC and CNL Restaurant Capital Corp.
10.54(4)	Form of Common Stock CVR Agreement
10.55(4)	Form of Convertible Preferred Stock CVR Agreement
10.56(5)	Letter Agreement, dated as of July 1, 2013, among American Realty Capital Properties, Inc., American Realty Capital Trust IV, Inc., American Realty Capital Operating Partnership IV, L.P., American Realty Capital Trust IV Special Limited Partner, LLC, American Realty Capital Advisors IV, LLC and American Realty Capital Properties IV, LLC
10.57(5)	Asset Purchase and Sale Agreement, dated as of July 1, 2013, between ARC Properties Operating Partnership, L.P. and American Realty Capital Advisors IV, LLC
10.58*	Augmenting Lender and Increasing Lender Supplement and Incremental Amendment, dated as of March 28, 2013, to the Credit Agreement, among ARC Properties Operating Partnership, L.P., Tiger Acquisition, LLC, American Realty Capital Properties, Inc., the lenders party thereto and Wells Fargo Bank, National Association
10.59*	Third Amendment to Credit Agreement, by and among ARC Properties Operating Partnership, L.P., Tiger Acquisition, LLC, American Realty Capital Properties, Inc., the Lenders party thereto, and Wells Fargo Bank, National Association, dated as of May 28, 2013
10.60*	Fourth Amendment to Credit Agreement, by and among ARC Properties Operating Partnership, L.P., Tiger Acquisition, LLC, American Realty Capital Properties, Inc., the Lenders party thereto, and Wells Fargo Bank, National Association, dated as of July 22, 2013
10.61*	Augmenting Lender and Increasing Lender Supplement and Incremental Amendment to the Credit Agreement, dated as of August 1, 2013, among ARC Properties Operating Partnership, L.P., Tiger Acquisition, LLC, American Realty Capital Properties, Inc., the Lenders party thereto and Wells Fargo Bank, National Association
31.1 *	Certification of the Principal Executive Officer of the Company pursuant to Securities Exchange Act Rule 13a-14(a) or 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2 *	Certification of the Principal Financial Officer of the Company pursuant to Securities Exchange Act Rule 13a-14(a) or 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32 *	Written statements of the Principal Executive Officer and Principal Financial Officer of the Company pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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EXHIBITS

Exhibit No.

Description

101 *

XBRL (eXtensible Business Reporting Language). The following materials from American Realty Capital Properties, Inc.'s Quarterly Report on Form 10-Q for the three months ended June 30, 2013, formatted in XBRL: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations and Comprehensive Income, (iii) the Consolidated Statement of Changes in Equity, (iv) the Consolidated Statements of Cash Flows and (v) the Notes to Consolidated Financial Statements. As provided in Rule 406T of Regulation S-T, this information is furnished and not filed for purpose of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.

_______________________________________________

*    Filed herewith

(1)    Filed as an exhibit to American Realty Capital Properties, Inc.'s Current Report on Form 8-K filed with the SEC on May 28, 2013.

(2) Filed as an exhibit to American Realty Capital Properties, Inc.'s Current Report on Form 8-K filed with the SEC on June 5, 2013.

(3) Filed as an exhibit to American Realty Capital Properties, Inc.'s Amended Current Report on Form 8-K/A filed with the SEC on June 7, 2013.

(4) Filed as an exhibit to American Realty Capital Properties, Inc.'s Current Report on Form 8-K filed with the SEC on June 12, 2013.

(5) Filed as an exhibit to American Realty Capital Properties, Inc.'s Current Report on Form 8-K filed with the SEC on July 2, 2013.

(6) Filed as an exhibit to American Realty Capital Properties, Inc.'s Current Report on Form 8-K filed with the SEC on July 9, 2013.

(7) Filed as an exhibit to American Realty Capital Properties, Inc.'s Current Report on Form 8-K filed with the SEC on July 29, 2013.

59

EX-10.58

EXECUTION COPY

AUGMENTING LENDER AND INCREASING LENDER SUPPLEMENT AND INCREMENTAL AMENDMENT

THIS AUGMENTING LENDER AND INCREASING LENDER SUPPLEMENT AND INCREMENTAL AMENDMENT, dated as of March 28, 2013 (this “Supplement”), to the Credit Agreement, dated as of February 14, 2013 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among ARC Properties Operating Partnership, L.P. (as successor to American Realty Capital Operating Partnership III, L.P., the “Borrower”), Tiger Acquisition, LLC (as successor to American Realty Capital Trust III, Inc.), American Realty Capital Properties, Inc., the Lenders party thereto and Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”).

W I T N E S S E T H

WHEREAS, the Credit Agreement provides in Section 2.15 thereof that any bank, financial institution or other entity may extend Revolving Commitments and participate in tranches of Incremental Term Loans under the Credit Agreement subject to the approval of the Borrower, the Issuing Bank, the Swingline Lender and the Administrative Agent, by executing and delivering to the Borrower and the Administrative Agent documentation acceptable to the Administrative Agent; and

WHEREAS, the undersigned Increasing Lenders are currently party to the Credit Agreement and now desire to increase their respective Revolving Commitments and extend Incremental Term Loans;

WHEREAS, the undersigned Augmenting Lender has committed to provide a Revolving Commitment of $100,000,000 on the date hereof, subject to the terms and conditions of this Supplement;

WHEREAS, to implement the increase in the Revolving Commitments and the Incremental Term Loans pursuant to this Supplement, the parties hereto hereby agree to amend the Credit Agreement in accordance with Section 2.15 of the Credit Agreement;

NOW, THEREFORE, each of the parties hereto hereby agrees as follows:

1. Increasing Lenders. As of the effective date of this Supplement pursuant to Section 4 below, each undersigned Increasing Lender agrees to increase its Revolving Commitment and extend a commitment with respect to Incremental Term Loans, in each case, in such amounts as set forth on Exhibit B hereto (each Increasing Lender extending a commitment for Incremental Term Loans, a “March 2013 Incremental Term Loan Lender”, such commitments to extend Incremental Term Loans, the “March 2013 Incremental Term Loan Commitments” and such Incremental Term Loans, the “March 2013 Incremental Term Loans”). Unless otherwise specified in this Supplement, for all purposes of the Credit Agreement (as amended hereby), the March 2013 Incremental Term Loans, the March 2013 Incremental Term Loan Lenders and the March 2013 Incremental Term Loan Commitments shall be deemed to constitute “Term Loans,” “Term Loan Lenders” and “Term Loan Commitments,” respectively.

2. Augmenting Lender.

a. The undersigned Augmenting Lender agrees to be bound by the provisions of the Credit Agreement and agrees that it shall, on the effective date of this Supplement pursuant to Section 4 below, become a Lender for all purposes of the Credit Agreement to the same extent as if originally a party thereto, with a Revolving Commitment of $100,000,000.

b. The undersigned Augmenting Lender (a) represents and warrants that it is legally authorized to enter into this Supplement; (b) confirms that it has received a copy of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 5.01 thereof, as applicable, and has reviewed such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement; (c) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement or any other instrument or document furnished pursuant hereto or thereto; (d) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement or any other instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are incidental thereto; and (e) agrees that it will be bound by the provisions of the Credit Agreement and will perform in accordance with its terms all the obligations which by the terms of the Credit Agreement are required to be performed by it as a Lender.

3. Amendments to Credit Agreement. As of the date hereof, the Credit Agreement is amended as follows:

a. The definition of “Applicable Term Loan Percentage” set forth in Section 1.01 of the Credit Agreement is hereby amended and restated in its entirety as follows:

“Applicable Term Loan Percentage” means, as to each Term Loan Lender, the ratio, expressed as a percentage of (a) at any time any Availability Period shall be in effect, (i) (x) the amount of such Lender’s Term Loan Commitment plus (y) the amount of such Lender’s outstanding Term Loans to (ii) (x) the aggregate amount of the Term Loan Commitments of all Term Loan Lenders plus (y) aggregate amount of all outstanding Term Loans and (b) at any time no Availability Period shall be in effect, (i) the amount of such Lender’s outstanding Term Loans to (ii) the aggregate amount of all outstanding Term Loans.

b. The definition of “Availability Period” set forth in Section 1.01 of the Credit Agreement is hereby amended and restated in its entirety as follows:

“Availability Period” means, (a) with respect to Term Loans other than March 2013 Incremental Term Loans, the period from and including the Effective Date to the earlier of (i) the date of termination of the Term Loan Commitments other than March 2013 Incremental Term Loan Commitments pursuant to Section 2.06(b), and (ii) the date of termination of the commitment of each Lender to make Loans pursuant to Section 9.02 (the “Initial Availability Period”) and (b) with respect to March 2013 Incremental Term Loans, the period from and including the Initial Term Loan Commitment Expiration Date to the earlier of (i) the date of termination of the March 2013 Incremental Term Loan Commitments pursuant to Section 2.06(b), and (ii) the date of termination of the commitment of each Lender to make Loans pursuant to Section 9.02 (the “March 2013 Availability Period”).

c. The definition of “Term Loan Commitment” set forth in Section 1.01 of the Credit Agreement is hereby amended and restated in its entirety as follows:

2

“Term Loan Commitment” means, as to each Term Loan Lender, such Lender’s obligation to make Term Loans during the applicable Availability Period pursuant to Section 2.01(b), in an amount up to, but not exceeding, the amount set forth for such Lender on Schedule 2.01 as such Lender’s “Initial Term Loan Commitment Amount” or “March 2013 Term Loan Commitment Amount”, as applicable, as such Schedule 2.01 may be modified from time to time in accordance with the terms hereof.

d. Section 1.01 of the Credit Agreement is hereby amended by inserting in appropriate alphabetical order the following new definition:

“Applicable Initial Term Loan Percentage” means, as to each Term Loan Lender during the Initial Availability Period, the ratio, expressed as a percentage of (a) (i) the amount of such Lender’s Initial Term Loan Commitment plus (ii) the amount of such Lender’s outstanding Initial Term Loans to (b) (i) the aggregate amount of the Initial Term Loan Commitments of all Term Loan Lenders plus (ii) aggregate amount of all outstanding Initial Term Loans.

“Applicable March 2013 Incremental Term Loan Percentage” means, as to each Term Loan Lender during the March 2013 Availability Period, the ratio, expressed as a percentage of (a) (i) the amount of such Term Loan Lender’s March 2013 Incremental Term Loan Commitment plus (ii) the amount of such Lender’s outstanding March 2013 Incremental Term Loans to (b) (i) the aggregate amount of the March 2013 Incremental Term Loan Commitments of all Term Loan Lenders plus (ii) aggregate amount of all outstanding March 2013 Incremental Term Loans.

“Initial Term Loan Commitments” means the Term Loan Commitments other than (a) the March 2013 Incremental Term Loan Commitments and (b) any other commitments for Incremental Term Loans initially made after February 28, 2013.

“Initial Term Loan Commitment Expiration Date” means the date occurring on the earlier of (a) the date on which the Initial Term Loan Commitments are reduced to zero in accordance with the first sentence of Section 2.06(b) and (b) the six (6) month anniversary of the Effective Date.

“Initial Term Loans” means the Term Loans other than (a) the March 2013 Incremental Term Loans and (b) any other Incremental Term Loans made pursuant to commitments which were initially made after February 28, 2013.

“March 2013 Incremental Term Loan Effective Date” means March 28, 2013.

e. Section 2.01(b) of the Credit Agreement is hereby deleted in its entirety and replaced with the following:

(b) Term Loans. Subject to the terms and conditions set forth herein, including without limitation, Section 2.14, each Term Loan Lender severally and not jointly agrees to make Term Loans to Borrower from time to time, on any Business Day during the applicable Availability Period (each such date, a “Term Loan Borrowing Date”) in an aggregate amount not to exceed such Term Loan Lender’s applicable Term Loan Commitment; provided that Borrower shall not be permitted to request (x) a Borrowing of Term Loans on more than three (3) occasions during the Initial Availability

3

Period and (y) a Borrowing of March 2013 Incremental Term Loans on more than three (3) occasions during the March 2013 Availability Period. The Borrowings of Term Loans may be ratable Floating Rate Borrowings or ratable Fixed Rate Borrowings. Amounts repaid or prepaid in respect of the Term Loans may not be reborrowed.

f. Section 2.02(b) of the Credit Agreement is hereby amended by deleting the first sentence thereof in its entirety and replacing it with the following:

(b) Following receipt of a Loan Notice, Administrative Agent shall promptly notify each Lender of the amount of its Applicable Revolving Percentage, Applicable Initial Term Loan Percentage or Applicable March 2013 Incremental Term Loan Percentage, as applicable, of the applicable Loans, and if no timely notice of a conversion or continuation is provided by Borrower, Administrative Agent shall notify each Lender of the details of any automatic continuation described in the preceding subsection.

g. Section 2.06(b) of the Credit Agreement is hereby deleted in its entirety and replaced with the following:

(b) Term Loan Commitments. The applicable Term Loan Commitment of each Term Loan Lender shall be immediately and permanently reduced on each Term Loan Borrowing Date upon such Term Loan Lender making a Term Loan to Borrower on such Term Loan Borrowing Date in an amount corresponding to such Term Loan Lender’s Applicable Initial Term Loan Percentage or Applicable March 2013 Incremental Term Loan Percentage, as applicable, of the aggregate principal amount of the Term Loans made by the applicable Term Loan Lenders to Borrower on such Term Loan Borrowing Date. The aggregate remaining Term Loan Commitments other than the March 2013 Incremental Term Loan Commitments shall terminate at 5:00 p.m. on the six (6) month anniversary of the Effective Date. The aggregate remaining March 2013 Incremental Term Loan Commitments shall terminate at 5:00 p.m. on the six (6) month anniversary of the March 2013 Incremental Term Loan Effective Date.

h. Section 2.09(c) of the Credit Agreement is hereby deleted in its entirety and replaced with the following:

(c) Term Loan Facility Fees. During the period (i) with respect to the Term Loan Commitments other than the March 2013 Incremental Term Loan Commitments, from the Effective Date and until the termination of the Initial Availability Period and (ii) with respect to the March 2013 Incremental Term Loan Commitments, from the March 2013 Incremental Term Loan Effective Date and until the termination of the March 2013 Availability Period, Borrower agrees to pay to Administrative Agent for the account of the applicable Term Loan Lenders an unused term loan facility fee equal to (x) the amount by which the aggregate amount of the applicable Term Loan Commitments exceeds the average daily amount of the aggregate outstanding principal balance of applicable Term Loans multiplied by (y) a rate per annum equal to 0.25%. Such fee shall be computed on a daily basis and payable monthly in arrears on the last Business Day of each calendar month ending after the Effective Date during the term of the applicable Availability Period and on the last day of the applicable Availability Period (or, if earlier, on the date the applicable Term Loan Commitments shall have been reduced to zero in accordance with Section 2.06(b) or otherwise terminated).

4

i. Schedule 2.01 to the Credit Agreement is hereby deleted in its entirety and replaced with Schedule 2.01 attached hereto as Exhibit B.

4. This Supplement shall become effective upon (a) the satisfaction of the conditions precedent specified in Section 2.15 of the Credit Agreement, which shall occur no later than March 28, 2013 (the “Termination Date”) and (b) receipt on or prior to the Termination Date by the undersigned Augmenting Lender and each undersigned Increasing Lender of such fees as are due and owing to such Augmenting Lender or Increasing Lender in connection with the increase of commitments pursuant to this Supplement.

5. The Borrower hereby elects to increase the Revolving Commitments and enter into one or more tranches of Incremental Term Loans and has delivered to the Administrative Agent a certificate signed by a Responsible Officer of the Borrower pursuant to Section 2.15 of the Credit Agreement, substantially in the form attached hereto as Exhibit A.

6. This Supplement shall constitute a Loan Document.

7. Capitalized terms defined in the Credit Agreement shall have their defined meanings when used herein.

8. This Supplement shall be governed by, and construed in accordance with, the laws of the State of New York.

9. This Supplement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same document.

[remainder of this page intentionally left blank]

5

IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.

BARCLAYS BANK PLC,
as Augmenting Lender

By: /s/ Craig Malloy                         

Name: Craig Malloy

Title: Director

Signature Page to

Augmenting Lender and Increasing Lender Supplement and Incremental Amendment

BANK OF AMERICA, N.A.,

as Increasing Lender


By: /s/ Michael W. Edwards           
Name: Michael W. Edwards
Title: Senior Vice President

Signature Page to

Augmenting Lender and Increasing Lender Supplement and Incremental Amendment

WELLS FARGO BANK, NATIONAL

ASSOCIATION, as Increasing Lender


By: /s/ D. Bryan Gregory                   
Name: D. Bryan Gregory
Title: Director

Signature Page to

Augmenting Lender and Increasing Lender Supplement and Incremental Amendment

Accepted and agreed to as of the date first written above:

ARC PROPERTIES OPERATING PARTNERSHIP, L.P.


By: /s/ Jesse C. Galloway              
Name: Jesse C. Galloway
Title: Authorized Signatory

Signature Page to

Augmenting Lender and Increasing Lender Supplement and Incremental Amendment

Accepted and agreed to as of the date first written above:

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as Administrative Agent, Issuing Bank and Swingline Lender


By: /s/ D. Bryan Gregory                           
Name: D. Bryan Gregory
Title: Director

Signature Page to

Augmenting Lender and Increasing Lender Supplement and Incremental Amendment

EXHIBIT A

OFFICER’S CERTIFICATE

March 28, 2013

The undersigned, Brian Block of ARC Properties Operating Partnership, L.P., a Delaware limited partnership (“ARCPOP”), in connection with (i) that certain Credit Agreement dated as of February 14^th, 2013 (as amended, restated, replaced, supplemented or otherwise modified from time to time, the “Credit Agreement”) by and among ARCPOP (as successor to American Realty Capital Operating Partnership III, L.P., the “Borrower”), Tiger Acquisition, LLC (as successor to American Realty Capital Trust III, Inc.), American Realty Capital Properties, Inc., Wells Fargo Bank, National Association (“Wells Fargo”), as Administrative Agent (the “Administrative Agent”) and the Lenders from time to time party thereto, and (ii) that certain Augmenting Lender and Increasing Lender Supplement and Incremental Amendment, dated as of March 28, 2013 to the Credit Agreement (the “Supplement”), among the Borrower, certain Augmenting Lenders, certain Increasing Lenders and Wells Fargo, as administrative agent, Issuing Bank and Swingline Lender, hereby certifies as follows (terms used herein and not defined herein shall have the meanings assigned to such terms in the Credit Agreement or, if not defined therein, in the Supplement):

1. No consents, licenses or approvals are required in connection with the execution and delivery of the Supplement or performance of the Loan Documents (including the Supplement).

2. The conditions specified in Sections 5.02(a) and (b) of the Credit Agreement have been satisfied.

3. After giving effect to the increase in the Revolving Commitments, the Incremental Term Loan Commitment and the Incremental Term Loans to be made on the date hereof, the sum of (a) Total Outstandings plus (b) Total Bridge Facility Outstandings will not exceed the Borrowing Base.

4. ARCPOP is in pro forma compliance with the covenants set forth in Section 8.14 of the Credit Agreement after giving effect to the Loans to be made on the date hereof and the application of the proceeds therefrom as if made and applied on the date hereof, as evidenced by the calculations in Schedule 1 attached hereto.

ARC PROPERTIES OPERATING PARTNERSHIP, L.P.


By:_________________________________
      Brian Block

      Chief Financial Officer

Schedule 1

Calculations showing Pro-Forma Compliance

EXHIBIT B

SCHEDULE 2.01

COMMITMENTS

Lender	Revolving Loan Commitment	Initial Term Loan Commitment	March 2013 Incremental Term Loan Commitment
Wells Fargo Bank	$120,000,000	$75,000,000	$105,000,000
Bank of America, N.A.	$120,000,000	$75,000,000	$105,000,000
Regions Bank	$48,000,000	$72,000,000	$0
RBS Citizens, N.A.	$40,000,000	$60,000,000	$0
JPMorgan Chase Bank, N.A.	$48,000,000	$72,000,000	$0
Capital One, N.A.	$40,000,000	$60,000,000	$0
Barclays Bank PLC	$100,000,000	$0	$0
TD Bank, N.A.	$30,000,000	$45,000,000	$0
U.S. Bank National Association	$30,000,000	$45,000,000	$0
Union Bank, National Association	$30,000,000	$45,000,000	$0
UBS AG, Stamford Branch	$16,000,000	$24,000,000	$0
Comerica Bank	$12,000,000	$18,000,000	$0
First Tennessee Bank National Association	$6,000,000	$9,000,000	$0
Total	$640,000,000	$600,000,000	$210,000,000

EX-10.59

EXECUTION COPY

THIRD AMENDMENT TO

CREDIT AGREEMENT

THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Third Amendment”) is made and entered into as of this 28^th day of May, 2013 by and among ARC Properties Operating Partnership, L.P. (as successor to American Realty Capital Operating Partnership III, L.P.), a Delaware limited partnership (“Borrower”), TIGER ACQUISITION, LLC (as successor to American Realty Capital Trust III, Inc.), a Delaware limited liability company (“Tiger”), AMERICAN REALTY CAPITAL PROPERTIES, INC., a Maryland corporation (“ARCP”), the Lenders party hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent for the benefit of the Lenders (in such capacity, the “Administrative Agent”), as Issuing Bank and as Swingline Lender.

WITNESSETH:

WHEREAS, Borrower, Tiger, ARCP, the Administrative Agent and the Lenders are parties to a certain Credit Agreement dated as of February 14, 2013 (as amended by a First Amendment dated as of March 18, 2013 and an Augmenting Lender and Increasing Lender Supplement and Incremental Amendment dated as of March 28, 2013, together with any other modifications and amendments, collectively, the “Credit Agreement”);

WHEREAS, Borrower has requested that the Administrative Agent and the Lenders amend certain terms and conditions of the Credit Agreement as described herein; and

WHEREAS, the Administrative Agent and the Lenders party to this Third Amendment have agreed to so amend certain terms and conditions of the Credit Agreement, all on the terms and conditions set forth below in this Third Amendment.

NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties hereto hereby agree as follows:

1. Definitions. All capitalized undefined terms used in this Third Amendment shall have the meanings ascribed thereto in the Credit Agreement, as amended hereby.

2. Amendments to Credit Agreement. As of the date hereof, the Credit Agreement is amended as follows:

a. Section 1.01 of the Credit Agreement is hereby amended by inserting in appropriate alphabetical order the following new definition:

“Fundamental Change” has the meaning specified in Section 8.03.

b. Section 8.02 of the Credit Agreement is hereby amended by (i) deleting the “and” now appearing at the end of clause (j) thereof and (ii) inserting the following new clauses (l) and (m) immediately after clause (k) thereof:

(l) any Fundamental Change to the extent permitted under Section 8.03; and

(m) Investments in the ordinary course of business constituting (i) all of the Equity Interests of any Person the assets of which (other than immaterial assets) constitute real property assets and which Investments do not constitute or include the assumption of Indebtedness of such Person or a Guarantee of Indebtedness of such Person (in each case other than Non-Recourse Indebtedness) or (ii) all of the Equity Interests in any other Person the assets of which (other than immaterial assets) constitute real property assets so long as (A) immediately prior thereto, and immediately thereafter and after giving effect thereto, no Default or Event of Default has occurred or would result therefrom and (B) prior to consummating such Investment, Borrower shall have delivered to the Administrative Agent for distribution to each of the Lenders a Compliance Certificate, calculated on a pro forma basis based on information then available to the Borrower, evidencing the continued compliance by the Loan Parties with the terms and conditions of this Agreement and the other Loan Documents, including without limitation, the financial covenants contained in Section 8.14, after giving effect to such Investment;

c. Section 8.03 of the Credit Agreement is hereby amended and restated in its entirety as follows:

8.03       Fundamental Changes. Each of Parent and Borrower shall not, nor shall it permit any other Loan Party to, directly or indirectly, merge, dissolve, liquidate, consolidate with or into another Person, or Dispose of (whether in one transaction or in a series of transactions) all or substantially all of its assets (whether now owned or hereafter acquired) to or in favor of any Person (any such transaction, a “Fundamental Change”), except that, so long as no Event of Default has occurred and is continuing or would result therefrom:

(a)     any Loan Party (other than Parent or Borrower) may merge with (i) Parent or Borrower, provided that Parent or Borrower, as applicable, shall be the continuing or surviving Person, or (ii) any other Loan Party, or (iii) any other Person provided that, if it owns a Borrowing Base Property and is not the surviving entity, then Borrower has complied with Section 4.09 to remove such Borrowing Base Property from the Borrowing Base;

(b)     any Loan Party (other than Parent or Borrower) may Dispose of all or substantially all of its assets (upon voluntary liquidation or otherwise) to another Loan Party;

(c)     any Loan Party may Dispose of a Property owned by such Loan Party in the ordinary course of business and for fair value; provided that if such Property is a Borrowing Base Property, then Borrower shall have complied with Section 4.09;

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(d)     Parent or Borrower may, directly or indirectly, merge or consolidate with any other Person so long as (i) Parent or Borrower shall be the survivor thereof; (ii) Borrower shall have given the Administrative Agent and the Lenders at least 30 days’ prior written notice of such consolidation or merger; (iii) immediately prior thereto, and immediately thereafter and after giving effect thereto, no Default or Event of Default has occurred or would result therefrom; (iv) at the time Borrower gives notice pursuant to clause (ii) of this subsection, Borrower shall have delivered to the Administrative Agent for distribution to each of the Lenders a Compliance Certificate, calculated on a pro forma basis based on information then available to the Borrower, evidencing the continued compliance by the Loan Parties with the terms and conditions of this Agreement and the other Loan Documents, including without limitation, the financial covenants contained in Section 8.14, after giving effect to such consolidation or merger and (v) Borrower obtains the prior written consent in writing of the Required Lenders in their sole discretion (which consent was granted by the Required Lenders pursuant to the terms of the Third Amendment to this Agreement dated May 28, 2013); and

(e)     Parent and Borrower may consummate the Permitted Merger Transaction.

Nothing in this Section shall be deemed to prohibit the sale or leasing of Property or portions of Property in the ordinary course of business.

d. Section 8.05 of the Credit Agreement is hereby amended by (i) deleting the “and” now appearing at the end of clause (h) thereof, (ii) deleting the period (“.”) now appearing at the end of clause (i) thereof and substituting the following therefor: “; and”; and (iii) inserting the following new clause (j) immediately after clause (i) thereof:

(j)           Parent, Borrower or any Loan Party may declare and make any Restricted Payment of non-core assets (or the Equity Interest of any Subsidiary the sole assets of which are non-core assets) acquired in a Fundamental Change; provided that (i) such Restricted Payment shall be made within 360 days of such Fundamental Change, (ii) immediately prior thereto, and immediately thereafter and after giving effect thereto, no Default or Event of Default has occurred or would result therefrom and (iii) Borrower and Parent will remain in pro forma compliance with the covenants set forth in Section 8.14 after giving effect to such Restricted Payment.

e. Section 8.06 of the Credit Agreement is hereby amended to add “(other than Sections 8.02(l) and (m))” immediately after “Except for Investments permitted under Section 8.02” contained therein.

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3. Required Lender Consent and Waiver. Each of the Lenders party hereto hereby consents to any Fundamental Change that shall have satisfied the requirements of clauses (i) through (iv) of Section 8.03(d) of the Credit Agreement as amended by this Third Amendment and, solely in connection with that certain acquisition by Parent, Borrower and its Subsidiaries of an entity identified to the Lenders under the code name “Cowboy” and/or its affiliates (the “Company”) pursuant to that certain Agreement and Plan of Merger to be entered into on or about the date hereof, by and among Parent, Borrower, a subsidiary of the Parent established for the purposes of the Cowboy Acquisition, the Company and certain subsidiaries of the Company (the “Cowboy Acquisition”), the Required Lenders hereby solely waive the requirements of Section 8.03(d)(ii) and (iv) in respect of the Cowboy Acquisition; provided, with respect to the waiver of Section 8.03(d)(iv), that Borrower deliver the Compliance Certificate referred to therein on or prior to the date the Cowboy Acquisition is consummated.

4. Conditions to Effectiveness. This Third Amendment shall not be effective until the Administrative Agent shall have received counterparts of this Third Amendment duly executed and delivered by the Borrower and the other Loan Parties, the Administrative Agent, the Issuing Bank, the Swingline Lender and the Required Lenders.

5. Representations and Warranties. The representations and warranties of Borrower and each other Loan Party, contained in Article VI of the Credit Agreement or any other Loan Document are true and correct in all material respects (except to the extent that any such representation and warranty is qualified as to “materiality,” “Material Adverse Effect” or similar language, in which case it shall be true and correct in all respects (after giving effect to any such qualification)) on and as of the date hereof; provided, if any such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects (except to the extent that any such representation and warranty is qualified as to “materiality,” “Material Adverse Effect” or similar language, in which case it shall be true and correct in all respects (after giving effect to any such qualification)) as of such earlier date.

6. Limited Amendment; Ratification of Loan Documents. Except as specifically amended hereby, the terms and conditions of the Credit Agreement and the other Loan Documents shall remain in full force and effect, and are hereby ratified and affirmed in all respects. This Third Amendment shall not be deemed a waiver of, or consent to, or a modification or amendment of, any other term or condition of the Credit Agreement or any other Loan Document, except as expressly set forth herein.

7. Governing Law. This Third Amendment shall be governed by and construed in accordance with the laws of the State of New York.

8. Miscellaneous. This Third Amendment may be executed in any number of counterparts, which shall together constitute an entire original agreement, and shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. This Third Amendment expresses the entire understanding of the parties with respect to

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the transactions contemplated hereby. No prior negotiations or discussions shall limit, modify, or otherwise affect the provisions hereof. Any determination that any provision of this Third Amendment or any application hereof is invalid, illegal or unenforceable in any respect and in any instance shall not affect the validity, legality, or enforceability of such provision in any other instance, or the validity, legality, or enforceability of any other provisions of this Third Amendment. The Loan Parties represent and warrant that they have consulted with independent legal counsel of their selection in connection herewith and are not relying on any representations or warranties of the Administrative Agent or the Lenders or their counsel in entering into this Third Amendment. This Third Amendment shall constitute a Loan Document.

[remainder of page left intentionally blank]

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IN WITNESS WHEREOF, the parties hereto have caused this Third Amendment to be duly executed as of the day and year first above written.

ARC Properties Operating Partnership, L.P.,
a Delaware limited partnership
By:	/s/ Brian S. Block
	Name: Brian S. Block
	Title: EVP and Chief Financial Officer
AMERICAN REALTY CAPITAL PROPERTIES, INC., a Maryland corporation
By:	/s/ Brian S. Block
	Name: Brian S. Block
	Title: EVP and Chief Financial Officer
TIGER ACQUISITION, LLC, a Delaware limited liability company
By:	/s/ Brian S. Block
	Name: Brian S. Block
	Title: EVP and Chief Financial Officer

Signature Page to
Third Amendment to Credit Agreement

WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, SwingLine Lender, Issuing Bank and as a Lender
By:	/s/ Matt Ricketts
	Name: Matt Ricketts
	Title: Managing Director

Signature Page to
Third Amendment to Credit Agreement

BARCLAYS BANK PLC,
as a Lender
By:	/s/ Noam Azachi
	Name: NOAM AZACHI
	Title: VICE PRESIDENT

Signature Page to
Third Amendment to Credit Agreement

BANK OF AMERICA, N.A.
as a Lender
By:	/s/ Michael W. Edwards
	Name: Michael W. Edwards
	Title: Senior Vice President

Signature Page to
Third Amendment to Credit Agreement

JPMORGAN CHASE BANK, N.A.,
as a Lender
By:	/s/ Rita Lai
	Name: Rita Lai
	Title: Senior Credit Banker

Signature Page to
Third Amendment to Credit Agreement

Each of the undersigned, as Guarantor under that certain Amended and Restated Parent Guaranty Agreement dated as of February 28, 2013, hereby consents to the foregoing Third Amendment to Credit Agreement and acknowledges and agrees that the Amended and Restated Parent Guaranty Agreement executed by the undersigned dated as of February 28, 2013 remains in full force and effect.

AMERICAN REALTY CAPITAL PROPERTIES, INC., a Maryland corporation
By:	/s/ Nicholas S. Schorsch
	Name: Nicholas S. Schorsch
	Title: CEO & Chairman
TIGER ACQUISITION, LLC, a Delaware limited liability company
By:	/s/ Nicholas S. Schorsch
	Name: Nicholas S. Schorsch
	Title:  Authorized Signatory

Signature Page to
Third Amendment to Credit Agreement

Each of the undersigned, as Guarantor under that certain Subsidiary Guaranty Agreement dated as of February 14, 2013 (as amended and in effect from time to time) hereby consents to the foregoing Third Amendment to Credit Agreement and acknowledges and agrees that the Subsidiary Guaranty Agreement and each Pledge Agreement executed by the undersigned remains in full force and effect.

ARC INCOME PROPERTIES, LLC
By:	/s/ Jesse C. Galloway
	Name: Jesse C. Galloway
	Title: Authorized Signatory

Signature Page to
Third Amendment to Credit Agreement

Each of the undersigned, as Guarantor under that certain Subsidiary Guaranty Agreement dated as of February 14, 2013 (as amended and in effect from time to time) hereby consents to the foregoing Third Amendment to Credit Agreement and acknowledges and agrees that the Subsidiary Guaranty Agreement and each Pledge Agreement executed by the undersigned remains in full force and effect.

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ARC FMJSNMI001, LLC

ARC FMKMLOH001, LLC

ARC FMPRUIN001, LLC

ARC FMWGNIL001, LLC

ARC FMWSWNC001, LLC

ARC GEAUBAL001, LLC

ARC GMFTWIN001, LLC

ARC GSFTWTX001, LLC

ARC GSGLOVA001, LLC

ARC GSMOBAL001, LLC

ARC GSSPRAZ001, LLC

ARC GSSPRMO001, LLC

ARC HBRHLNC001, LLC

ARC IMCLBOH001, LLC

ARC KFCPTCA001, LLC

ARC KGBTVAR001, LLC

ARC KGCYNWY001, LLC

ARC KGFTNCO001, LLC

ARC KGLWLAR001, LLC

ARC KGMCTIA001, LLC

ARC KGMMTCO001, LLC

ARC KGOTMIA001, LLC

ARC KGPGDAR001, LLC

ARC KGRGSAR001, LLC

ARC KGSWDAR001, LLC

ARC KGTGAND001, LLC

ARC KLABYGA001, LLC

ARC KLATLGA001, LLC

ARC KLATLGA002, LLC

ARC KLAUGGA001, LLC

ARC KLCBSGA001, LLC

ARC KLCTNTN001, LLC

ARC KLEPTGA001, LLC

ARC KLGFPMS001, LLC

ARC KLJACFL001, LLC

ARC KLJAKMS001, LLC

ARC KLJAKMS002, LLC

ARC KLKNXTN001, LLC

ARC KLMCNGA001, LLC

ARC KLMDGGA001, LLC

ARC KLMGYAL001, LLC

ARC KLORLFL001, LLC

ARC KLORLFL002, LLC

ARC KLPHCAL001, LLC

ARC KLPLCFL001, LLC

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ARC KLPRLMS001, LLC

ARC KLSAGFL001, LLC

ARC KLSNVGA001, LLC

ARC KLTCLAL001, LLC

ARC MFBSEID001, LLC

ARC MFCBSIN001, LLC

ARC MFFNCSC001, LLC

ARC MFNDLTX001, LLC

ARC MFRLHNC001, LLC

ARC MFWSNNC001, LLC

ARC NTMRWGA001, LLC

ARC NTSTLMO001, LLC

ARC ORLMIWY001, LLC

ARC ORONAAL001, LLC

ARC PFCNLGA001, LLC

ARC PRRCRNY001, LLC

ARC PSCLSNC001, LLC

ARC PSCLTNC001, LLC

ARC PSCLTNC002, LLC

ARC PSCLTNC003, LLC

ARC PSCLTNC004, LLC

ARC PSCNRNC001, LLC

ARC PSFMLSC001, LLC

ARC PSLTNNC001, LLC

ARC PSMGYAL001, LLC

ARC PSMTSNC001, LLC

ARC PSTVLNC001, LLC

ARC RAHTNWV001, LLC

ARC RAJFVIN001, LLC

ARC RALMAOH001, LLC

ARC RALNGKY001, LLC

ARC RALVLOH001, LLC

ARC RALXNKY001, LLC

ARC RAMAROH001, LLC

ARC RAPRSKY001, LLC

ARC RASFDKY001, LLC

ARC RASVLKY001, LLC

ARC RMWFDKS002, LLC

ARC SBTPAFL001, LLC

ARC SEGCTVA001, LLC

ARC SEHPNVA001, LLC

ARC SEHPNVA002, LLC

ARC SESSAFL001, LLC

ARC SSPMTMA001, LLC

ARC STORROH001, LLC

ARC STORROH002, LLC

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ARC STORROH003, LLC

ARC TDFMTME001, LLC

ARC TRSEAWA001, LLC

ARC TSGRYLA001, LLC

ARC TSNGNMI001, LLC

ARC TSPYMNH001, LLC

ARC WGABOPR001, LLC

ARC WGACWGA002, LLC

ARC WGANDIN001, LLC

ARC WGCDVTN001, LLC

ARC WGCGOIL001, LLC

ARC WGCGOIL002, LLC

ARC WGCLBMS001, LLC

ARC WGCTPMI001, LLC

ARC WGESYSC001, LLC

ARC WGETNOH001, LLC

ARC WGGVLSC001, LLC

ARC WGLNPMI001, LLC

ARC WGLVSNV001, LLC

ARC WGMEMTN001, LLC

ARC WGNCNSC001, LLC

ARC WGPORAZ001, LLC

ARC WGTLQOK001, LLC

ARC WGTRYMI001, LLC

ARC WGWRNMI001, LLC

ARC WMDVLVA001, LLC

ARC3 DGADYTX01, LLC

ARC3 DGBKLMO01, LLC

ARC3 DGLKCLA001, LLC

ARC3 DGNCZMS001, LLC

ARC3 DGNHNMO01, LLC

ARC3 DGWMRLA001, LLC

ARC3 FDHLKMS01, LLC

ARC3 FEEWCWA001, LLC

ARC3 FEKKMIN01, LLC

ARC3 FEPBGWV001, LLC

ARC3 FEQNCIL01, LLC

ARC3 GSSTUFL001, LLC

ARC3WGSTNNY001, LLC

ARCP AAFNTMI001, LLC

ARCP AAYLNMI001, LLC

ARCP DGAFTAR01, LLC

ARCP DGAPCMO001, LLC

ARCP DGASDMO001, LLC

ARCP DGASGMO001, LLC

ARCP DGBLFMO001, LLC

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ARCP DGBRNMO001, LLC

ARCP DGCCDMO01, LLC

ARCP DGCMROK001, LLC

ARCP DGCNYKS01, LLC

ARCP DGCRLAR001, LLC

ARCP DGCTNMO001, LLC

ARCP DGCVRMO01, LLC

ARCP DGDMDMO001, LLC

ARCP DGFPNAR01, LLC

ARCP DGGFDMO01, LLC

ARCP DGGRFAR001, LLC

ARCP DGHVLMO01, LLC

ARCP DGJNBIL001, LLC

ARCP DGLSNMO001, LLC

ARCP DGNWTOK01, LLC

ARCP DGOGVMO01, LLC

ARCP DGPCYFL01, LLC

ARCP DGPMRMO001, LLC

ARCP DGSJSMO01, LLC

ARCP DGSNCMO01, LLC

ARCP DGSNTMO01, LLC

ARCP DGWNAMO01, LLC

ARCP DGWSGMO01, LLC

ARCP GSFRENY001, LLC

ARCP GSPLTNY01, LLC

ARCP GSWARPA001, LLC

ARCP JDDPTIA01, LLC

ARCP MBDLSTX01, LLC

ARCP TSRGCTX01, LLC

ARCPWGEPTMI001, LLC

ARCPWGMRBSC001, LLC

CRE JV Mixed Five CT Branch Holdings LLC

CRE JV Mixed Five DE Branch Holdings LLC

CRE JV Mixed Five IL 3 Branch Holdings LLC

CRE JV Mixed Five IL 4 Branch Holdings LLC

CRE JV Mixed Five IL 5 Branch Holdings LLC

CRE JV Mixed Five MI 1 Branch Holdings LLC

CRE JV Mixed Five MI 2 Branch Holdings LLC

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CRE JV Mixed Five MI 4 Branch Holdings LLC

CRE JV Mixed Five MI 4 Branch Holdings LLC

CRE JV Mixed Five MI 5 Branch Holdings LLC

CRE JV Mixed Five MI 6 Branch Holdings LLC

CRE JV Mixed Five MI 7 Branch Holdings LLC

CRE JVMixed Five NH Branch Holdings LLC

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CRE JV Mixed Five OH 1 Branch Holdings LLC

CRE JV Mixed Five OH 2 Branch Holdings LLC

CRE JV Mixed Five OH 3 Branch Holdings LLC

CRE JV Mixed Five OH 4 Branch Holdings LLC

CRE JV Mixed Five OH 5 Branch Holdings LLC

CRE JV Mixed Five OH 6 Branch Holdings LLC

CRE JV Mixed Five OH 7 Branch Holdings LLC

CRE JV Mixed Five VT Branch Holdings LLC

ARC AABBVKY001, LLC

ARC AAMSEMI001, LLC

ARC AASNAKS001, LLC

ARC AALBYKY001, LLC

ARC AZCGOIL001, LLC

ARC CBSFDMA001, LLC

ARC CVSCDFL001, LLC

ARC DDOSCAR001, LLC

ARC FDDRTMI003, LLC

ARC FDKBYID001, LLC

ARC FDSTLMO002, LLC

ARC FMABLNC001, LLC

ARC FMAGRNC001, LLC

ARC FMABONC001, LLC

ARC FMTVLNC001, LLC

ARC HVVMNSD001, LLC

ARC KHHWLMI001, LLC

ARC KGWKEIA001, LLC

ARC QBFNTMI001, LLC

ARC TBHGHMA001, LLC

ARC TSOCTAL001, LLC

ARC VSEPKIL001, LLC

ARC WGDBNMI001, LLC

ARC WGLPSPR001, LLC

ARC WGLVSNV001, LLC

ARC WGLVNMI001, LLC

ARC WGPHXAZ001, LLC

By: /s/ Jesse C. Galloway____

Name:

Title:

Signature Page to
Third Amendment to Credit Agreement

EX-10.60

EXECUTION COPY 

FOURTH AMENDMENT TO

CREDIT AGREEMENT

THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Fourth Amendment”) is made and entered into as of this 22^nd day of July, 2013 by and among ARC Properties Operating Partnership, L.P. (as successor to American Realty Capital Operating Partnership III, L.P.), a Delaware limited partnership (“Borrower”), TIGER ACQUISITION, LLC (as successor to American Realty Capital Trust III, Inc.), a Delaware limited liability company (“Tiger”), AMERICAN REALTY CAPITAL PROPERTIES, INC., a Maryland corporation (“ARCP”), the Lenders party hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent for the benefit of the Lenders (in such capacity, the “Administrative Agent”), as Issuing Bank and as Swingline Lender.

W I T N E S S E T H:

WHEREAS, Borrower, Tiger, ARCP, the Administrative Agent and the Lenders are parties to a certain Credit Agreement dated as of February 14, 2013 (as amended by (i) the First Amendment dated as of March 18, 2013, (ii) the Augmenting Lender and Increasing Lender Supplement and Incremental Amendment dated as of March 28, 2013 and (iii) the Third Amendment dated as of May 28, 2013, together with any other modifications and amendments, collectively, the “Credit Agreement”);

WHEREAS, Borrower has requested that the Administrative Agent and the Lenders amend certain terms and conditions of the Credit Agreement as described herein; and

WHEREAS, the Administrative Agent and the Lenders party to this Fourth Amendment have agreed to so amend certain terms and conditions of the Credit Agreement and to consent and approve the Additional Properties (as defined below) as Acceptable Properties, all on the terms and conditions set forth below in this Fourth Amendment.

NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties hereto hereby agree as follows:

1. Definitions. All capitalized undefined terms used in this Fourth Amendment shall have the meanings ascribed thereto in the Credit Agreement, as amended hereby.

2. Amendments to Credit Agreement. Effective as set forth in Section 4 below, the Credit Agreement is amended as follows:

a. Section 1.01 of the Credit Agreement is hereby amended by inserting in appropriate alphabetical order the following new definition:

“Eligible Cash“ means, as of any date of determination, all balance sheet cash and Cash Equivalents of the Borrower and the Guarantors in excess of $25,000,000 (after deducting, without duplication, from such balance sheet cash (to the extent such items are included in such balance sheet cash): encumbered cash (other than cash subject to customary rights of set-off), tenant security and other restricted cash and deposits shown on the balance sheet and cash and Cash Equivalents that the Borrower and the Guarantors are unable to access within

thirty (30) days and net of related tax obligations for repatriation and transaction costs and expenses related thereto); provided that in no event shall Eligible Cash exceed the aggregate outstanding principal amount of all Indebtedness of the Consolidated Group in respect of which all payments of principal (including any contingent payments of principal in respect thereof and whether at final maturity or otherwise) shall be due on or before the 12-month anniversary of such date of determination.

“Series C Convertible Preferred Stock” shall mean Parent’s Series C Convertible Preferred Stock, par value $0.01 per share.

b. Section 1.01 of the Credit Agreement is hereby amended by restating the following definitions in their entirety and inserting them in appropriate alphabetical order:

“Adjusted Borrowing Base NOI” means, as of any date of determination for any Borrowing Base Property, (i) Borrowing Base NOI for such Borrowing Base Property for the fiscal quarter most recently ended on or prior to such date of determination, multiplied by four, less (ii) the Capital Reserve for such Borrowing Base Property.

“Borrowing Base Asset Value” means, as of any date of determination, the sum of (a) (i) the aggregate Adjusted Borrowing Base NOI from Borrowing Base Properties owned for the entire fiscal quarter most recently ended on or prior to such date of determination divided by (ii) the Capitalization Rate, plus (b) the aggregate acquisition cost of all Borrowing Base Properties owned as of the last day of the fiscal quarter most recently ended on or prior to such date of determination for a period less than such fiscal quarter; provided that (a) the aggregate Borrowing Base Asset Value from Borrowing Base Properties owned pursuant to an Acceptable Ground Lease shall not exceed twenty percent (20%) of the aggregate Borrowing Base Asset Value, and (b) the aggregate Borrowing Base Asset Value from Borrowing Base Properties which are convenience stores shall not exceed five percent (5.0%) of the aggregate Borrowing Base Asset Value.

“Borrowing Base Asset Value Ratio” means, as of any date of determination, the ratio of (a) Borrowing Base Asset Value to (b) the sum of (i) (x) the Total Outstandings plus (y) from and after the occurrence of the Permitted Bridge Credit Agreement Transaction, the Total Bridge Facility Outstandings plus (z) the aggregate unsecured Indebtedness of the Consolidated Group minus (ii) Eligible Cash as of such date of determination.

“Consolidated Interest Expense” means, for any Person for any period, the total interest expense (including that attributable to Capital Lease Obligations) of such Person for such period with respect to all outstanding Total Funded Debt (including all commissions, discounts and other fees and charges owed by such

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Person with respect to letters of credit and bankers’ acceptance financing and net costs of such Person under Swap Contracts in respect of interest rates to the extent such net costs are allocable to such period in accordance with GAAP). Consolidated Interest Expenses shall exclude (a) interest rate hedge termination payments or receipts, (b) loan prepayment costs, (c) upfront loan fees, (d) interest expense covered by an interest reserve established under a loan facility, (e) any interest expense under any construction loan or construction activity that under GAAP is required to be capitalized and (f) any interest expense in respect of any Indebtedness convertible into the Equity Interests of the Parent or cash or any combination of cash and Equity Interests of the Parent in excess of the cash coupon on such Indebtedness.

“Consolidated Net Income” means, for any Person for any period, the consolidated net income (or loss) of such Person for such period, determined on a consolidated basis in accordance with GAAP; provided that in calculating Consolidated Net Income of Parent for any period, there shall be excluded (a) the income (or deficit) of any Person accrued prior to the date it becomes a Subsidiary or is merged into or consolidated with Parent or any of its Subsidiaries, (b) the income (or deficit) of any Person (other than a Company) in which any Company has an ownership interest, except to the extent that any such income is actually received by such Company in the form of dividends or similar distributions, (c) the undistributed earnings of any Subsidiary of any Company to the extent that the declaration or payment of dividends or similar distributions by such Subsidiary is not at the time permitted by the terms of any Contractual Obligation (other than under any Loan Document) or requirement of Law applicable to such Subsidiary and (d) any interest expense in respect of any Indebtedness convertible into the Equity Interests of the Parent or cash or any combination of cash and Equity Interests of the Parent in excess of the cash coupon on such Indebtedness.

“Funds From Operations” shall have the meaning promulgated by the National Association of Real Estate Investment Trusts at the time of closing (or, if approved by Borrower and Administrative Agent, as such meaning may be updated from time to time) which is the basis of Parent’s publicly filed financial statements, as adjusted by real estate acquisition costs and expenses for acquisitions that were consummated and impairment of real estate assets for the Consolidated Group, plus any interest expense in respect of any Indebtedness convertible into the Equity Interests of the Parent or cash or any combination of cash and Equity Interests of the Parent in excess of the cash coupon on such Indebtedness.

“Total Asset Value” means, as of any date of determination, the sum of (a) Consolidated Group’s pro rata share of NOI for the fiscal quarter most recently ended on or prior to such date of determination, multiplied by four, and divided by the Capitalization Rate (excluding the Consolidated Group’s pro rata

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share of the NOI for any Property not owned for the entire fiscal quarter most recently ended on or prior to such date of determination), (b) the acquisition price paid for any Property acquired during the fiscal quarter most recently ended on or prior to such date of determination and owned as of the last day of such fiscal quarter, (c) cash and Cash Equivalents as of the end of the fiscal quarter most recently ended on or prior to such date of determination, (d) vacant land owned as of the last day of the fiscal quarter most recently ended on or prior to such date of determination, at cost, (e) mortgage notes receivable at GAAP as of the last day of the fiscal quarter most recently ended on or prior to such date of determination, and (f) Construction In Progress owned as of the last day of the fiscal quarter most recently ended on or prior to such date of determination, at cost. Borrower’s Ownership Share of assets held by Unconsolidated Affiliates (excluding assets of the type described in the immediately preceding clause (c)) will be included in the calculation of Total Asset Value consistent with the above described treatment for wholly owned assets.

c. Section 8.02 of the Credit Agreement is hereby amended by (i) deleting the “and” now appearing at the end of clause (l) thereof, (ii) adding “and” at the end of clause (m) thereof and (iii) inserting the following new clause (n) immediately following clause (m) thereof:

(n) Indebtedness of the Borrower owing to the Parent provided that such Indebtedness is subordinated to the Obligations in a manner satisfactory to Administrative Agent;

d. Section 8.05 of the Credit Agreement is hereby amended by (i) deleting the “ and” now appearing at the end of clause (i) thereof, (ii) deleting the “.” now appearing at the end of clause (j) thereof and substituting the following therefor: “;” and (iii) inserting the following new clauses (k) and (l) immediately following clause (j) thereof:

(k) Parent may make, and Borrower may make dividends or distributions to Parent to allow Parent to make, any (i) mandatory redemption payments pursuant to the terms of, or any payments that may be required in connection with the conversion of, the Series C Convertible Preferred Stock and (ii) any dividends on the Series C Convertible Preferred Stock that may be required to be paid, in each case, pursuant to the terms thereof as in effect as of June 4, 2013 (or as amended in any manner that does not increase the payment obligations of the Parent in respect thereof); and

(l) Parent or Borrower may make, and Borrower may make dividends or distributions to Parent to allow Parent to make, any (i) redemption or cash settlement payments and (ii) any cash interest payments, in each case, in accordance with the terms of any series of Indebtedness convertible into Equity Interests or cash or any combination of cash and Equity Interests of the Parent and

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issued by Parent or Borrower and otherwise permitted hereunder. For the avoidance of doubt, the dividends and distributions under this clause (l) shall be permitted so long as no Default shall have occurred and be continuing at the time of the issuance of the relevant Indebtedness.

e. Section 8.14(b) of the Credit Agreement is hereby amended and restated in its entirety as follows:

(b) Maximum Secured Recourse Indebtedness. Recourse Indebtedness of Parent and Borrower (excluding unsecured Indebtedness and any Indebtedness under this Agreement and, from and after the occurrence of the Permitted Bridge Credit Agreement Transaction, the Bridge Credit Agreement) to exceed ten percent (10%) of Total Asset Value of the Companies.

f. Section 9.01 of the Credit Agreement is hereby amended to add the following at the end of the clause (f) thereof:

; provided that this clause (f) shall not apply to any redemption, conversion or settlement of any such Indebtedness that is convertible into Equity Interests in the Parent (and cash in lieu of fractional shares or units) and/or cash (in lieu of such Equity Interests in an amount determined by reference to the price of the common stock of the Parent at the time of such redemption, conversion or settlement) pursuant to its terms unless such redemption, conversion or settlement results from a default thereunder or an event of a type that constitutes an Event of Default

3. Consent.  The Borrower has informed the Administrative Agent and the Lenders of the acquisition by the Borrower and certain of its Subsidiaries of the Properties identified on Schedule I attached hereto (the “Additional Properties”).  Subject to the satisfaction or waiver of the conditions precedent set forth in Section 4 below, solely for the purposes of calculating the financial covenants set forth in Section 8.14 of the Credit Agreement, the Administrative Agent and the Lenders party hereto acknowledge and approve that each of the Additional Properties shall be Acceptable Properties, effective as of June 27, 2013, so long as on or before July 26, 2013 (or such later date as the Administrative Agent may determine in its sole discretion) the requirements set forth in clauses (i) through (iii) of the definition of “Acceptable Properties” in the Credit Agreement shall have been satisfied with respect to each such Additional Property. Notwithstanding the foregoing, it us understood and agreed that, except as expressly set forth in the preceding sentence, no Additional Property shall be included in the calculation of the Borrowing Base under the Credit Agreement (including, without limitation, for purposes of Section 2.14(b) of the Credit Agreement), unless and until the requirements set forth in clauses (i) through (iii) of the definition of “Acceptable Properties” in the Credit Agreement shall have been satisfied with respect to such Additional Property, and the failure to satisfy such requirements with respect to the Additional Properties on or before July 26, 2013 (or such

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later date as the Administrative Agent may determine in its sole discretion) shall constitute an Event of Default.

4. Conditions to Effectiveness. This Fourth Amendment shall not be effective until the Administrative Agent shall have received counterparts of this Fourth Amendment duly executed and delivered by the Borrower and the other Loan Parties, the Administrative Agent, the Issuing Bank, the Swingline Lender and the Required Lenders; provided that upon this Fourth Amendment becoming effective the provisions of Section 2 hereof shall be deemed to be effective as of June 4, 2013.

5. Representations and Warranties. The representations and warranties of Borrower and each other Loan Party, contained in Article VI of the Credit Agreement or any other Loan Document are true and correct in all material respects (except to the extent that any such representation and warranty is qualified as to “materiality,” “Material Adverse Effect” or similar language, in which case it shall be true and correct in all respects (after giving effect to any such qualification)) on and as of the date hereof; provided, if any such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects (except to the extent that any such representation and warranty is qualified as to “materiality,” “Material Adverse Effect” or similar language, in which case it shall be true and correct in all respects (after giving effect to any such qualification)) as of such earlier date.

6. Limited Amendment; Ratification of Loan Documents. Except as specifically amended or modified hereby, the terms and conditions of the Credit Agreement and the other Loan Documents shall remain in full force and effect, and are hereby ratified and affirmed in all respects. This Fourth Amendment shall not be deemed a waiver of, or consent to, or a modification or amendment of, any other term or condition of the Credit Agreement or any other Loan Document, except as expressly set forth herein.

7.

Governing Law. This Fourth Amendment shall be governed by and construed in accordance with the laws of the State of New York.

8.

Miscellaneous. This Fourth Amendment may be executed in any number of counterparts, which shall together constitute an entire original agreement, and shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. This Fourth Amendment expresses the entire understanding of the parties with respect to the transactions contemplated hereby. No prior negotiations or discussions shall limit, modify, or otherwise affect the provisions hereof. Any determination that any provision of this Fourth Amendment or any application hereof is invalid, illegal or unenforceable in any respect and in any instance shall not affect the validity, legality, or enforceability of such provision in any other instance, or the validity, legality, or enforceability of any other provisions of this Fourth Amendment. The Loan Parties represent and warrant that they have consulted with independent legal counsel of their selection in connection herewith and are not relying on any representations or warranties of the Administrative

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Agent or the Lenders or their counsel in entering into this Fourth Amendment. This Fourth Amendment shall constitute a Loan Document.

[remainder of page left intentionally blank]

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IN WITNESS WHEREOF, the parties hereto have caused this Fourth Amendment to be duly executed as of the day and year first above written.

ARC Properties Operating Partnership, L.P.,

a Delaware limited partnership

By: /s/ Jesse C. Galloway_________

Name: Jesse C. Galloway

Title: Authorized Signatory

AMERICAN REALTY CAPITAL PROPERTIES, INC., a Maryland corporation

By/s/ Jesse C. Galloway_________

Name: Jesse C. Galloway

Title: Authorized Signatory

TIGER ACQUISITION, LLC, a Delaware limited liability company

By/s/ Jesse C. Galloway_________

Name: Jesse C. Galloway

Title: Authorized Signatory

Signature Page to

Fourth Amendment to Credit Agreement

WELLS FARGO BANK, NATIONAL
ASSOCIATION, as Administrative Agent, SwingLine
Lender, Issuing Bank and as a Lender

By: /s/ Matthew Ricketts___________________
Name: Matthew Ricketts
Title: Managing Director

Signature Page to

Fourth Amendment to Credit Agreement

BARCLAYS BANK PLC,

as a Lender

By: /s/ Noam Azachi______________________
Name: Noam Azachi
Title: Vice President

Signature Page to

Fourth Amendment to Credit Agreement

BANK OF AMERICA, N.A., as a Lender

By: /s/ Michael W. Edwards________________
Name: Michael W. Edwards
Title: Senior Vice President

Signature Page to

Fourth Amendment to Credit Agreement

JPMORGAN CHASE BANK, N.A.

as a Lender

By: /s/ Rita Lai_____________________
Name: Rita Lai
Title: Senior Credit Banker

Signature Page to

Fourth Amendment to Credit Agreement

RBS CITIZENS NA,

as a Lender

By: /s/ Donald Woods__________________
Name: Donald Woods
Title: SVP

Signature Page to

Fourth Amendment to Credit Agreement

Capital One, N.A.,

as a Lender

By: /s/ Frederick H. Denecke________________
Name: Frederick H. Denecke
Title: Vice President

Signature Page to

Fourth Amendment to Credit Agreement

RAYMOND JAMES BANK, N.A.,

as a Lender

By: /s/ James M. Armstrong_______________
Name: James M. Armstrong
Title: Senior Vice President

Signature Page to

Fourth Amendment to Credit Agreement

COMERICA BANK,

as a Lender

By: /s/ Charles Weddell__________________
Name: Charles Weddell
Title: Vice President

Signature Page to

Fourth Amendment to Credit Agreement

Each of the undersigned, as Guarantor under that certain Amended and Restated Parent Guaranty Agreement dated as of February 28, 2013, hereby consents to the foregoing Fourth Amendment to Credit Agreement and acknowledges and agrees that the Amended and Restated Parent Guaranty Agreement executed by the undersigned dated as of February 28, 2013 remains in full force and effect.

AMERICAN REALTY CAPITAL PROPERTIES, INC., a Maryland corporation

By: /s/ Jesse C. Galloway_________

Name: Jesse C. Galloway

Title: Authorized Signatory

TIGER ACQUISITION, LLC, a Delaware limited liability company

By: /s/ Jesse C. Galloway_________

Name: Jesse C. Galloway

Title: Authorized Signatory

Signature Page to

Fourth Amendment to Credit Agreement

Each of the undersigned, as Guarantor under that certain Subsidiary Guaranty Agreement dated as of February 14, 2013 (as amended and in effect from time to time) hereby consents to the foregoing Fourth Amendment to Credit Agreement and acknowledges and agrees that the Subsidiary Guaranty Agreement and each Pledge Agreement executed by the undersigned remains in full force and effect.

ARC AAABYGA001, LLC

ARC AAATNTX001, LLC

ARC AABDNKY001, LLC

ARC AABHMAL001, LLC

ARC AABHMAL002, LLC

ARC AABNBKY001, LLC

ARC AACFDSC001, LLC

ARC AACLRAL001, LLC

ARC AACMBPA001, LLC

ARC AACPNSC001, LLC

ARC AACROGA001, LLC

ARC AADTNAL001, LLC

ARC AAEPSAL001, LLC

ARC AAFLNOH001, LLC

ARC AAFTWIN001, LLC

ARC AAFTWIN002, LLC

ARC AAGFSNC001, LLC

ARC AAHNBKY001, LLC

ARC AAHUSTX003, LLC

ARC AAHVLGA001, LLC

ARC AAHZHGA001, LLC

ARC AAINZKY001, LLC

ARC AAKNAWI001, LLC

ARC AALFDKY001, LLC

ARC AALWDNJ001, LLC

ARC AAOKCOK001, LLC

ARC AAPRYGA001, LLC

ARC AAPSDTX001, LLC

ARC AASMSWV001, LLC

ARC AASPDOH001, LLC

ARC AASWRTN001, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

Signature Page to

Fourth Amendment to Credit Agreement

ARC AATVLGA001, LLC

ARC AATVLPA001, LLC

ARC AAWBYNJ001, LLC

ARC ACAWBWI001, LLC

ARC ACLSHIL001, LLC

ARC AMAHBCA001, LLC

ARC ASDTNGA001, LLC

ARC ASFVLAR001, LLC

ARC BBSTNCA001, LLC

ARC BJBNENC001, LLC

ARC BJBSCNC001, LLC

ARC BJCPNSC001, LLC

ARC BJCTNSC001, LLC

ARC BJDBNNC001, LLC

ARC BJGWDSC001, LLC

ARC BJITLNC001, LLC

ARC BJMGNNC001, LLC

ARC BJMKCSC001, LLC

ARC BJRRDNC001, LLC

ARC BJSPTNC001, LLC

ARC BJWDRGA001, LLC

ARC BJWTBSC001, LLC

ARC BOLLSNM001, LLC

ARC BWNCNOH001, LLC

ARC CBALPPA001, LLC

ARC CBALYPA001, LLC

ARC CBATAPA001, LLC

ARC CBBMNGA001, LLC

ARC CBBRFPA001, LLC

ARC CBBSNGA001, LLC

ARC CBCTRCT001, LLC

ARC CBCVNRI001, LLC

ARC CBDLBPA001, LLC

ARC CBDLSPA001, LLC

ARC CBDRRCT001, LLC

ARC CBDXHPA001, LLC

ARC CBELMCT001, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

Signature Page to

Fourth Amendment to Credit Agreement

ARC CBEPRVA001, LLC

ARC CBEREPA001, LLC

ARC CBFLNOH001, LLC

ARC CBHMNCT001, LLC

ARC CBHSTPA001, LLC

ARC CBHTNPA001, LLC

ARC CBJTNRI001, LLC

ARC CBKNENH001, LLC

ARC CBKSNPA001, LLC

ARC CBLBLPA001, LLC

ARC CBLCRPA002, LLC

ARC CBLDLMA001, LLC

ARC CBLTBPA001, LLC

ARC CBLWSDE001, LLC

ARC CBMBGPA001, LLC

ARC CBMBNNC001, LLC

ARC CBMBYVT001, LLC

ARC CBMCRNH001, LLC

ARC CBMCRNH002, LLC

ARC CBMCRPA001, LLC

ARC CBMDFMA001, LLC

ARC CBMDNMA001, LLC

ARC CBMDNMA002, LLC

ARC CBMFDPA001, LLC

ARC CBMRSPA001, LLC

ARC CBMTLPA001, LLC

ARC CBMTPPA001, LLC

ARC CBMVLCT001, LLC

ARC CBNBDMA001, LLC

ARC CBNPRRI001, LLC

ARC CBOMTPA001, LLC

ARC CBPBGPA001, LLC

ARC CBPBGPA002, LLC

ARC CBPBGPA006, LLC

ARC CBPBGPA007, LLC

ARC CBPBGPA009, LLC

ARC CBPBGPA011, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

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ARC CBPDAPA003, LLC

ARC CBPMAOH002, LLC

ARC CBRNDMA001, LLC

ARC CBSDSMA001, LLC

ARC CBSFDMA001, LLC

ARC CBSLMNH001, LLC

ARC CBSRLOH001, LLC

ARC CBSTNCT001, LLC

ARC CBSTNCT002, LLC

ARC CBSVLMA001, LLC

ARC CBTCKPA001, LLC

ARC CBTMPPA001, LLC

ARC CBTRNPA001, LLC

ARC CBUDYPA001, LLC

ARC CBWBNMA001, LLC

ARC CBWHNPA001, LLC

ARC CBWKFRI001, LLC

ARC CBWRNRI001, LLC

ARC CBWSKVA001, LLC

ARC CBWTNMA001, LLC

ARC CBWTPMA001, LLC

ARC CKAKNOH001, LLC

ARC CKMTZGA001, LLC

ARC CKPNXAZ002, LLC

ARC CVFKNIN001, LLC

ARC CVFLDPA001, LLC

ARC CVGPTMI001, LLC

ARC CVGVLSC001, LLC

ARC CVHRWMI001, LLC

ARC CVLVGNV001, LLC

ARC CVMCBPA001, LLC

ARC CVNVLTN001, LLC

ARC CVRTRNY001, LLC

ARC CVSBGGA001, LLC

ARC CVSPGPA001, LLC

ARC CVVDAGA001, LLC

ARC DDAPKMI001, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

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ARC DDBVLTX001, LLC

ARC DGABNKS001, LLC

ARC DGAUSTX001, LLC

ARC DGBGRMI001, LLC

ARC DGBHMAL001, LLC

ARC DGBLSTX001, LLC

ARC DGBMNAR001, LLC

ARC DGBTNMO001, LLC

ARC DGBVLVA001, LLC

ARC DGBYNTX001, LLC

ARC DGBYNTX002, LLC

ARC DGBYNTX003, LLC

ARC DGCCLAL001, LLC

ARC DGCDWMO001, LLC

ARC DGCFLKS001, LLC

ARC DGCLROK001, LLC

ARC DGCPCTX002, LLC

ARC DGCRTIA001, LLC

ARC DGCRVMO001, LLC

ARC DGCTGIL001, LLC

ARC DGCVSLA001, LLC

ARC DGCVTMI001, LLC

ARC DGCYLTX001, LLC

ARC DGDKNTX001, LLC

ARC DGDNATX001, LLC

ARC DGDNATX002, LLC

ARC DGDNATX003, LLC

ARC DGDYLLA001, LLC

ARC DGDYLTN001, LLC

ARC DGEBGTX001, LLC

ARC DGEDFTX001, LLC

ARC DGEDNMO001, LLC

ARC DGEJNMI001, LLC

ARC DGEREKS001, LLC

ARC DGERVIA001, LLC

ARC DGFLTMI002, LLC

ARC DGFMTNM001, LLC

By: /s/ Jesse C. Galloway____________

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Title: Authorized Signatory

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ARC DGGDLAL001, LLC

ARC DGGNCKS001, LLC

ARC DGGWRMO001, LLC

ARC DGGWRTX001, LLC

ARC DGGYDMI001, LLC

ARC DGHBTKS001, LLC

ARC DGHHNOK001, LLC

ARC DGHKPMO001, LLC

ARC DGHKYMS001, LLC

ARC DGHKYNC001, LLC

ARC DGHPRKS001, LLC

ARC DGIRRMI001, LLC

ARC DGJKNMS001, LLC

ARC DGJKVIL001, LLC

ARC DGJNSMO001, LLC

ARC DGJVLLA001, LLC

ARC DGKMNKS001, LLC

ARC DGKSCMO001, LLC

ARC DGKYLTX001, LLC

ARC DGLBKTX001, LLC

ARC DGLBNMO001, LLC

ARC DGLBNMO002, LLC

ARC DGLDVOH001, LLC

ARC DGLMQTX001, LLC

ARC DGLRDTX001, LLC

ARC DGLVLOH001, LLC

ARC DGLXNIL001, LLC

ARC DGLXNOK001, LLC

ARC DGMADOK001, LLC

ARC DGMBHMO001, LLC

ARC DGMCRTN001, LLC

ARC DGMDLMI001, LLC

ARC DGMDNMS001, LLC

ARC DGMDNMS002, LLC

ARC DGMLGKS001, LLC

ARC DGMLNAL001, LLC

ARC DGMLRMN001, LLC

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ARC DGMNDAR001, LLC

ARC DGMNPKS001, LLC

ARC DGMPRTX001, LLC

ARC DGMPTTX001, LLC

ARC DGMRHMO001, LLC

ARC DGMRNIL001, LLC

ARC DGMRVMO001, LLC

ARC DGMTGMN001, LLC

ARC DGMTMIL001, LLC

ARC DGMVLOK001, LLC

ARC DGMVLTN001, LLC

ARC DGNBFTX001, LLC

ARC DGNCLOH001, LLC

ARC DGNCYKY001, LLC

ARC DGNGEMI001, LLC

ARC DGNIRLA001, LLC

ARC DGNSAIA001, LLC

ARC DGOLVMN001, LLC

ARC DGOSCMO001, LLC

ARC DGOTWIA001, LLC

ARC DGOZKMO001, LLC

ARC DGPBGMO001, LLC

ARC DGPFCMO001, LLC

ARC DGPMNKS001, LLC

ARC DGPTNLA001, LLC

ARC DGRBVMO001, LLC

ARC DGRCYMN001, LLC

ARC DGRMTMO001, LLC

ARC DGRSCMI001, LLC

ARC DGRSSOK001, LLC

ARC DGSCSKS001, LLC

ARC DGSDLMO001, LLC

ARC DGSDNKS001, LLC

ARC DGSFLMO001, LLC

ARC DGSGRMS001, LLC

ARC DGSKNMO001, LLC

ARC DGSLBTX001, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

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ARC DGSNTTX001, LLC

ARC DGSPGMN001, LLC

ARC DGSRGLA001, LLC

ARC DGSRTLA001, LLC

ARC DGSTLMO001, LLC

ARC DGSTLMO002, LLC

ARC DGSWLMS001, LLC

ARC DGTLRTX001, LLC

ARC DGTRYTX001, LLC

ARC DGTYNNC001, LLC

ARC DGVCTTX001, LLC

ARC DGVRGMN001, LLC

ARC DGWCOTX001, LLC

ARC DGWLCTX001, LLC

ARC DGWSTAR001, LLC

ARC DGZCYLA001, LLC

ARC FDARCID001, LLC

ARC FDAVGTX001, LLC

ARC FDBKNIN001, LLC

ARC FDCHOTX001, LLC

ARC FDCLVOH001, LLC

ARC FDCLVOH003, LLC

ARC FDCMONM001, LLC

ARC FDCMTLA001, LLC

ARC FDCWLTX001, LLC

ARC FDDRTMI002, LLC

ARC FDDVLMS001, LLC

ARC FDELKTX001, LLC

ARC FDGPTMS001, LLC

ARC FDGPTMS002, LLC

ARC FDHBGMS001, LLC

ARC FDKLNMS001, LLC

ARC FDKMRWY001, LLC

ARC FDLNXGA001, LLC

ARC FDMTRNM001, LLC

ARC FDOKTTX001, LLC

ARC FDOLNMS001, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

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ARC FDSSGNV001, LLC

ARC FDSTLMO001, LLC

ARC FDSTLMO003, LLC

ARC FDSTLMO004, LLC

ARC FDTFWLA001, LLC

ARC FDWNNMS001, LLC

ARC FEBYNTX001, LLC

ARC FECCOCA001, LLC

ARC FECCTOH001, LLC

ARC FEEVLIN001, LLC

ARC FEHBTTN001, LLC

ARC FEHZDKY001, LLC

ARC FEKKEIL001, LLC

ARC FELDNKY002, LLC

ARC FELWLAR001, LLC

ARC FEMTPPA001, LLC

ARC FEMTVIL001, LLC

ARC FEOMKWA001, LLC

ARC FERVLMN001, LLC

ARC FEWCANV001, LLC

ARC FEWVRNV001, LLC

ARC FEYMAAZ001, LLC

ARC FMARAIL001, LLC

ARC FMBSRLA001, LLC

ARC FMCARMI001, LLC

ARC FMCGOIL001, LLC

ARC FMDLSTX001, LLC

ARC FMJSNMI001, LLC

ARC FMKMLOH001, LLC

ARC FMPRUIN001, LLC

ARC FMWGNIL001, LLC

ARC FMWSWNC001, LLC

ARC GEAUBAL001, LLC

ARC GMFTWIN001, LLC

ARC GSFTWTX001, LLC

ARC GSGLOVA001, LLC

ARC GSMOBAL001, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

Signature Page to

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ARC GSSPRAZ001, LLC

ARC GSSPRMO001, LLC

ARC HBRHLNC001, LLC

ARC IMCLBOH001, LLC

ARC KFCPTCA001, LLC

ARC KGBTVAR001, LLC

ARC KGCYNWY001, LLC

ARC KGFTNCO001, LLC

ARC KGLWLAR001, LLC

ARC KGMCTIA001, LLC

ARC KGMMTCO001, LLC

ARC KGOTMIA001, LLC

ARC KGPGDAR001, LLC

ARC KGRGSAR001, LLC

ARC KGSWDAR001, LLC

ARC KGTGAND001, LLC

ARC KLABYGA001, LLC

ARC KLATLGA001, LLC

ARC KLATLGA002, LLC

ARC KLAUGGA001, LLC

ARC KLCBSGA001, LLC

ARC KLCTNTN001, LLC

ARC KLEPTGA001, LLC

ARC KLGFPMS001, LLC

ARC KLJACFL001, LLC

ARC KLJAKMS001, LLC

ARC KLJAKMS002, LLC

ARC KLKNXTN001, LLC

ARC KLMCNGA001, LLC

ARC KLMDGGA001, LLC

ARC KLMGYAL001, LLC

ARC KLORLFL001, LLC

ARC KLORLFL002, LLC

ARC KLPHCAL001, LLC

ARC KLPLCFL001, LLC

ARC KLPRLMS001, LLC

ARC KLSAGFL001, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

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ARC KLSNVGA001, LLC

ARC KLTCLAL001, LLC

ARC MFBSEID001, LLC

ARC MFCBSIN001, LLC

ARC MFFNCSC001, LLC

ARC MFNDLTX001, LLC

ARC MFRLHNC001, LLC

ARC MFWSNNC001, LLC

ARC NTMRWGA001, LLC

ARC NTSTLMO001, LLC

ARC ORLMIWY001, LLC

ARC ORONAAL001, LLC

ARC PFCNLGA001, LLC

ARC PRRCRNY001, LLC

ARC PSCLSNC001, LLC

ARC PSCLTNC001, LLC

ARC PSCLTNC002, LLC

ARC PSCLTNC003, LLC

ARC PSCLTNC004, LLC

ARC PSCNRNC001, LLC

ARC PSFMLSC001, LLC

ARC PSLTNNC001, LLC

ARC PSMGYAL001, LLC

ARC PSMTSNC001, LLC

ARC PSTVLNC001, LLC

ARC RAHTNWV001, LLC

ARC RAJFVIN001, LLC

ARC RALMAOH001, LLC

ARC RALNGKY001, LLC

ARC RALVLOH001, LLC

ARC RALXNKY001, LLC

ARC RAMAROH001, LLC

ARC RAPRSKY001, LLC

ARC RASFDKY001, LLC

ARC RASVLKY001, LLC

ARC RMWFDKS002, LLC

ARC SBTPAFL001, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

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ARC SEGCTVA001, LLC

ARC SEHPNVA001, LLC

ARC SEHPNVA002, LLC

ARC SESSAFL001, LLC

ARC SSPMTMA001, LLC

ARC STORROH001, LLC

ARC STORROH002, LLC

ARC STORROH003, LLC

ARC TDFMTME001, LLC

ARC TRSEAWA001, LLC

ARC TSGRYLA001, LLC

ARC TSNGNMI001, LLC

ARC TSPYMNH001, LLC

ARC WGABOPR001, LLC

ARC WGACWGA002, LLC

ARC WGANDIN001, LLC

ARC WGCDVTN001, LLC

ARC WGCGOIL001, LLC

ARC WGCGOIL002, LLC

ARC WGCLBMS001, LLC

ARC WGCTPMI001, LLC

ARC WGESYSC001, LLC

ARC WGETNOH001, LLC

ARC WGGVLSC001, LLC

ARC WGLNPMI001, LLC

ARC WGLVSNV001, LLC

ARC WGMEMTN001, LLC

ARC WGNCNSC001, LLC

ARC WGPORAZ001, LLC

ARC WGTLQOK001, LLC

ARC WGTRYMI001, LLC

ARC WGWRNMI001, LLC

ARC WMDVLVA001, LLC

ARC3 DGADYTX01, LLC

ARC3 DGBKLMO01, LLC

ARC3 DGLKCLA001, LLC

ARC3 DGNCZMS001, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

Signature Page to

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ARC3 DGNHNMO01, LLC

ARC3 DGWMRLA001, LLC

ARC3 FDHLKMS01, LLC

ARC3 FEEWCWA001, LLC

ARC3 FEKKMIN01, LLC

ARC3 FEPBGWV001, LLC

ARC3 FEQNCIL01, LLC

ARC3 GSSTUFL001, LLC

ARC3 WGSTNNY001, LLC

ARCP AAFNTMI001, LLC

ARCP AAYLNMI001, LLC

ARCP DGAFTAR01, LLC

ARCP DGAPCMO001, LLC

ARCP DGASDMO001, LLC

ARCP DGASGMO001, LLC

ARCP DGBLFMO001, LLC

ARCP DGBLVAR001, LLC

ARCP DGBRNMO001, LLC

ARCP DGCCDMO01, LLC

ARCP DGCMROK001, LLC

ARCP DGCNYKS01, LLC

ARCP DGCRLAR001, LLC

ARCP DGCTNMO001, LLC

ARCP DGCVRMO01, LLC

ARCP DGDMDMO001, LLC

ARCP DGFPNAR01, LLC

ARCP DGGFDMO01, LLC

ARCP DGGRFAR001, LLC

ARCP DGHVLMO01, LLC

ARCP DGJNBIL001, LLC

ARCP DGLSNMO001, LLC

ARCP DGNWTOK01, LLC

ARCP DGOGVMO01, LLC

ARCP DGPCYFL01, LLC

ARCP DGPMRMO001, LLC

ARCP DGSJSMO01, LLC

ARCP DGSNCMO01, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

Signature Page to

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ARCP DGSNTMO01, LLC

ARCP DGWNAMO01, LLC

ARCP DGWSGMO01, LLC

ARCP GSFRENY001, LLC

ARCP GSPLTNY01, LLC

ARCP GSWARPA001, LLC

ARCP JDDPTIA01, LLC

ARCP MBDLSTX01, LLC

ARCP TSRGCTX01, LLC

ARCP WGEPTMI001, LLC

ARCP WGMRBSC001, LLC

CRE JV Mixed Five IL 2 Branch Holdings LLC

CRE JV Mixed Five IL 3 Branch Holdings LLC

CRE JV Mixed Five IL 5 Branch Holdings LLC

CRE JV Mixed Five MI 1 Branch Holdings LLC

CRE JV Mixed Five MI 2 Branch Holdings LLC

CRE JV Mixed Five MI 3 Branch Holdings LLC

CRE JV Mixed Five MI 4 Branch Holdings LLC

CRE JV Mixed Five MI 5 Branch Holdings LLC

CRE JV Mixed Five MI 6 Branch Holdings LLC

CRE JV Mixed Five MI 7 Branch Holdings LLC

CRE JV Mixed Five NH Branch Holdings LLC

CRE JV Mixed Five OH 1 Branch Holdings LLC

CRE JV Mixed Five OH 2 Branch Holdings LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

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CRE JV Mixed Five OH 3 Branch Holdings LLC

CRE JV Mixed Five OH 4 Branch Holdings LLC

CRE JV Mixed Five OH 5 Branch Holdings LLC

CRE JV Mixed Five OH 6 Branch Holdings LLC

CRE JV Mixed Five OH 7 Branch Holdings LLC

CRE JV Mixed Five VT Branch Holdings LLC

ARC AABBVKY001, LLC

ARC AAMSEMI001, LLC

ARC AASNAKS001, LLC

ARC AALBYKY001, LLC

ARC AZCGOIL001, LLC

ARC CBSFDMA001, LLC

ARC CVSCDFL001, LLC

ARC DDOSCAR001, LLC

ARC FDDRTMI003, LLC

ARC FDKBYID001, LLC

ARC FDSTLMO002, LLC

ARC FMABLNC001, LLC

ARC FMAGRNC001, LLC

ARC FMABONC001, LLC

ARC FMTVLNC001, LLC

ARC HVVMNSD001, LLC

ARC KHHWLMI001, LLC

ARC KGWKEIA001, LLC

ARC QBFNTMI001, LLC

ARC TBHGHMA001, LLC

ARC TSOCTAL001, LLC

ARC VSEPKIL001, LLC

ARC WGDBNMI001, LLC

ARC WGLPSPR001, LLC

ARC WGLVSNV001, LLC

ARC WGLVNMI001, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

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ARC WGPHXAZ001, LLC

ARC INCOME PROPERTIES, LLC

By: /s/ Jesse C. Galloway____________

Name: Jesse C. Galloway

Title: Authorized Signatory

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EX-10.61

EXECUTION COPY

AUGMENTING LENDER AND INCREASING LENDER SUPPLEMENT AND INCREMENTAL AMENDMENT

THIS AUGMENTING LENDER AND INCREASING LENDER SUPPLEMENT AND INCREMENTAL AMENDMENT, dated as of August 1, 2013 (this “Supplement”), to the Credit Agreement, dated as of February 14, 2013 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among ARC Properties Operating Partnership, L.P. (as successor to American Realty Capital Operating Partnership III, L.P., the “Borrower”), Tiger Acquisition, LLC (as successor to American Realty Capital Trust III, Inc.), American Realty Capital Properties, Inc., the Lenders party thereto and Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”), Issuing Bank and Swingline Lender.

WITNESSETH

WHEREAS, the Credit Agreement provides in Section 2.15 thereof that any bank, financial institution or other entity may extend Revolving Commitments and participate in tranches of Incremental Term Loans under the Credit Agreement subject to the approval of the Borrower, the Issuing Bank, the Swingline Lender and the Administrative Agent, by executing and delivering to the Borrower and the Administrative Agent documentation acceptable to the Administrative Agent; and

WHEREAS, the undersigned Increasing Lender is currently party to the Credit Agreement and now desires to provide Incremental Term Loans of $50,000,000, subject to the terms and conditions of this Supplement;

WHEREAS, the undersigned Augmenting Lender has committed to provide a Revolving Commitment of $120,000,000 on the date hereof and to provide Incremental Term Loans of $80,000,000, subject to the terms and conditions of this Supplement;

WHEREAS, to implement the increase in the Revolving Commitments and the Incremental Term Loans pursuant to this Supplement, the parties hereto hereby agree to amend the Credit Agreement in accordance with Section 2.15 of the Credit Agreement;

NOW, THEREFORE, each of the parties hereto hereby agrees as follows:

1.            Increasing Lender. As of the effective date of this Supplement pursuant to Section 4 below, the undersigned Increasing Lender agrees to extend a commitment with respect to Incremental Term Loans, in such amounts as set forth on Exhibit B hereto.

2.            Augmenting Lender.

a.            The undersigned Augmenting Lender agrees to be bound by the provisions of the Credit Agreement and agrees that it shall, on the effective date of this Supplement pursuant to Section 4 below, become a Lender for all purposes of the Credit Agreement to the same extent as if originally a party thereto, with a Revolving Commitment and with a commitment for Incremental Term Loans (with respect to such Incremental Term Loans and the Incremental Term Loans provided by the undersigned Increasing Lender, the “August 2013 Incremental Term Loan Lenders”, such commitments to extend Incremental Term Loans, the “August 2013 Incremental Term Loan Commitments”, and such Incremental Term Loans, the “August 2013 Incremental Term Loans”), in each case, in such amounts as set forth on Exhibit B hereto. Unless otherwise specified in this Supplement, for all purposes of the Credit Agreement (as amended hereby), the August 2013 Incremental Term Loans, the August 2013 Incremental

Term Loan Lenders and the August 2013 Incremental Term Loan Commitments shall be deemed to constitute “Term Loans,” “Term Loan Lenders” and “Term Loan Commitments,” respectively, under and as defined in the Credit Agreement.

b.            The undersigned Augmenting Lender (a) represents and warrants that it is legally authorized to enter into this Supplement; (b) confirms that it has received a copy of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 5.01 thereof, as applicable, and has reviewed such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement; (c) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement or any other instrument or document furnished pursuant hereto or thereto; (d) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement or any other instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are incidental thereto; and (e) agrees that it will be bound by the provisions of the Credit Agreement and will perform in accordance with its terms all the obligations which by the terms of the Credit Agreement are required to be performed by it as a Lender.

3.            Amendments to Credit Agreement. As of the date hereof, the Credit Agreement is amended as follows:

a.            The definition of “Availability Period” set forth in Section 1.01 of the Credit Agreement is hereby amended and restated in its entirety as follows:

“Availability Period” means, (a) with respect to Term Loans other than March 2013 Incremental Term Loans and August 2013 Incremental Term Loans, the period from and including the Effective Date to the earlier of (i) the date of termination of the Initial Term Loan Commitments pursuant to Section 2.06(b), and (ii) the date of termination of the commitment of each Lender to make Loans pursuant to Section 9.02 (the “Initial Availability Period”), (b) with respect to March 2013 Incremental Term Loans, the period from and including the Initial Term Loan Commitment Expiration Date to the earlier of (i) the date of termination of the March 2013 Incremental Term Loan Commitments pursuant to Section 2.06(b), and (ii) the date of termination of the commitment of each Lender to make Loans pursuant to Section 9.02 (the “March 2013 Availability Period”) and (c) with respect to August 2013 Incremental Term Loans, the period from and including the March 2013 Incremental Term Loan Commitment Expiration Date to the earlier of (i) the date of termination of the August 2013 Incremental Term Loan Commitment pursuant to Section 2.06(b), and (ii) the date of termination of the commitment of each Lender to make Loans pursuant to Section 9.02 (the “August 2013 Availability Period”).

b.            The definition of “Term Loan Commitment” set forth in Section 1.01 of the Credit Agreement is hereby amended and restated in its entirety as follows:

“Term Loan Commitment” means, as to each Term Loan Lender, such Lender’s obligation to make Term Loans during the applicable Availability Period pursuant to Section 2.01(b), in an amount up to, but not exceeding, the amount set forth for such Lender on Schedule 2.01 as such Lender’s “Initial Term Loan Commitment

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Amount”, “March 2013 Term Loan Commitment Amount” or “August 2013 Term Loan Commitment Amount”, as applicable, as such Schedule 2.01 may be modified from time to time in accordance with the terms hereof.

c.            Section 1.01 of the Credit Agreement is hereby amended by inserting in appropriate alphabetical order the following new definitions:

“Applicable August 2013 Incremental Term Loan Percentage” means, as to each Term Loan Lender during the August 2013 Availability Period, the ratio, expressed as a percentage of (a) (i) the amount of such Term Loan Lender’s August 2013 Incremental Term Loan Commitment plus (ii) the amount of such Lender’s outstanding August 2013 Incremental Term Loans to (b) (i) the aggregate amount of the August 2013 Incremental Term Loan Commitment of all Term Loan Lenders plus (ii) aggregate amount of all outstanding August 2013 Incremental Term Loans.

“August 2013 Incremental Term Loans” has the meaning set forth in that certain Augmenting Lender and Increasing Lender Supplement and Incremental Amendment hereto dated as of August 1, 2013.

“August 2013 Incremental Term Loan Commitment” has the meaning set forth in that certain Augmenting Lender and Increasing Lender Supplement and Incremental Amendment hereto dated as of August 1, 2013.

“August 2013 Incremental Term Loan Effective Date” means August 1, 2013.

“March 2013 Incremental Term Loans” has the meaning set forth in that certain Augmenting Lender and Increasing Lender Supplement and Incremental Amendment hereto dated as of March 28, 2013.

“March 2013 Incremental Term Loan Commitments” has the meaning set forth in that certain Augmenting Lender and Increasing Lender Supplement and Incremental Amendment hereto dated as of March 28, 2013.

“March 2013 Incremental Term Loan Commitment Expiration Date” means the date occurring on the earlier of (a) the date on which the March 2013 Incremental Term Loan Commitments are reduced to zero in accordance with the first sentence of Section 2.06(b) and (b) the six (6) month anniversary of the March 2013 Incremental Term Loan Effective Date.

d.            Section 2.01(b) of the Credit Agreement is hereby deleted in its entirety and replaced with the following:

(b)            Term Loans. Subject to the terms and conditions set forth herein, including without limitation, Section 2.14, each Term Loan Lender severally and not jointly agrees to make Term Loans to Borrower from time to time, on any Business Day during the applicable Availability Period (each such date, a “Term Loan Borrowing Date”) in an aggregate amount not to exceed such Term Loan Lender’s applicable Term Loan Commitment; provided that Borrower shall not be permitted to request a Borrowing of Term Loans on more than three (3) occasions during the Availability Period applicable to such Term Loans. The Borrowings of Term Loans may be ratable Floating Rate

3

Borrowings or ratable Fixed Rate Borrowings. Amounts repaid or prepaid in respect of the Term Loans may not be reborrowed.

e.            Section 2.02(b) of the Credit Agreement is hereby amended by deleting the first sentence thereof in its entirety and replacing it with the following:

(b)            Following receipt of a Loan Notice, Administrative Agent shall promptly notify each Lender of the amount of its Applicable Revolving Percentage, Applicable Initial Term Loan Percentage, Applicable March 2013 Incremental Term Loan Percentage or Applicable August 2013 Incremental Term Loan Percentage, as applicable, of the applicable Loans, and if no timely notice of a conversion or continuation is provided by Borrower, Administrative Agent shall notify each Lender of the details of any automatic continuation described in the preceding subsection.

f.            Section 2.06(b) of the Credit Agreement is hereby deleted in its entirety and replaced with the following:

(b)  Term Loan Commitments. The applicable Term Loan Commitment of each Term Loan Lender shall be immediately and permanently reduced on each Term Loan Borrowing Date upon such Term Loan Lender making a Term Loan to Borrower on such Term Loan Borrowing Date in an amount corresponding to such Term Loan Lender’s Applicable Initial Term Loan Percentage, Applicable March 2013 Incremental Term Loan Percentage or Applicable August 2013 Incremental Term Loan Percentage, as applicable, of the aggregate principal amount of the Term Loans made by the applicable Term Loan Lenders to Borrower on such Term Loan Borrowing Date. The aggregate remaining Initial Term Loan Commitments shall terminate at 5:00 p.m. on the six (6) month anniversary of the Effective Date. The aggregate remaining March 2013 Incremental Term Loan Commitments shall terminate at 5:00 p.m. on the six (6) month anniversary of the March 2013 Incremental Term Loan Effective Date. The aggregate remaining August 2013 Incremental Term Loan Commitment shall terminate at 5:00 p.m. on the six (6) month anniversary of the August 2013 Incremental Term Loan Effective Date.

g.            Section 2.09(c) of the Credit Agreement is hereby deleted in its entirety and replaced with the following:

(c)  Term Loan Facility Fees. During the period (i) with respect to the Initial Term Loan Commitments, from the Effective Date and until the termination of the Initial Availability Period, (ii) with respect to the March 2013 Incremental Term Loan Commitments, from the March 2013 Incremental Term Loan Effective Date and until the termination of the March 2013 Availability Period and (iii) with respect to the August 2013 Incremental Term Loan Commitment, from the August 2013 Incremental Term Loan Effective Date and until the termination of the August 2013 Availability Period, Borrower agrees to pay to Administrative Agent for the account of the applicable Term Loan Lenders an unused term loan facility fee equal to (x) the amount by which the aggregate amount of the applicable Term Loan Commitments exceeds the average daily amount of the aggregate outstanding principal balance of applicable Term Loans multiplied by (y) a rate per annum equal to 0.25%. Such fee shall be computed on a daily basis and payable monthly in arrears on the last Business Day of each calendar month ending after the Effective Date during the term of the applicable Availability Period and on the last day of the applicable Availability Period (or, if earlier, on the date the

4

applicable Term Loan Commitments shall have been reduced to zero in accordance with Section 2.06(b) or otherwise terminated).

h.            Schedule 2.01 to the Credit Agreement is hereby deleted in its entirety and replaced with Schedule 2.01 attached hereto as Exhibit B.

4.            This Supplement shall become effective upon (a) the satisfaction of the conditions precedent specified in Section 2.15 of the Credit Agreement, which shall occur no later than August 1, 2013 (the “Termination Date”) and (b) receipt on or prior to the Termination Date by the undersigned Augmenting Lender and the undersigned Increasing Lender of such fees as are due and owing to such Augmenting Lender or Increasing Lender in connection with the increase of commitments pursuant to this Supplement.

5.            The Borrower hereby elects to increase the Revolving Commitments and enter into one or more tranches of Incremental Term Loans and has delivered to the Administrative Agent a certificate signed by a Responsible Officer of the Borrower pursuant to Section 2.15 of the Credit Agreement, substantially in the form attached hereto as Exhibit A.

6.            This Supplement shall constitute a Loan Document.

7.            Capitalized terms defined in the Credit Agreement shall have their defined meanings when used herein.

8.            This Supplement shall be governed by, and construed in accordance with, the laws of the State of New York.

9.            This Supplement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same document.

[remainder of this page intentionally left blank]

5

IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.

BARCLAYS BANK PLC,
as an Increasing Lender
By:	/s/ Noam Azachi
Name:  Noam Azachi
Title:    Vice President

Signature Page to

Augmenting Lender and Increasing Lender Supplement and Incremental Amendment

IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.

CITIBANK, N.A.,
as Augmenting Lender
By:	/s/ John C. Rowland
Name:  John C. Rowland
Title:    Vice President

Signature Page to

Augmenting Lender and Increasing Lender Supplement and Incremental Amendment

Accepted and agreed to as of the date first written above:

ARC PROPERTIES OPERATING PARTNERSHIP, L.P.

By:	/s/ James A. Tanaka
Name:	James A. Tanaka
Title:	Authorized Signatory

Signature Page to

Augmenting Lender and Increasing Lender Supplement and Incremental Amendment

Accepted and agreed to as of the date first written above:

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as Administrative Agent, Issuing Bank and Swingline Lender

By:	/s/ D. Bryan Gregory
Name:	D. Bryan Gregory
Title:	Director

Signature Page to

Augmenting Lender and Increasing Lender Supplement and Incremental Amendment

EXHIBIT A

OFFICER’S CERTIFICATE

August 1, 2013

The undersigned, Brian Block of ARC Properties Operating Partnership, L.P., a Delaware limited partnership (“ARCPOP”), in connection with (i) that certain Credit Agreement dated as of February 14^th, 2013 (as amended, restated, replaced, supplemented or otherwise modified from time to time, the “Credit Agreement”) by and among ARCPOP (as successor to American Realty Capital Operating Partnership III, L.P., the “Borrower”), Tiger Acquisition, LLC (as successor to American Realty Capital Trust III, Inc.), American Realty Capital Properties, Inc., Wells Fargo Bank, National Association (“Wells Fargo”), as Administrative Agent (the “Administrative Agent”) and the Lenders from time to time party thereto, and (ii) that certain Augmenting Lender and Increasing Lender Supplement and Incremental Amendment, dated as of August 1, 2013 to the Credit Agreement (the “Supplement”), among the Borrower, Citibank, N.A., as an Augmenting Lender, Barclays Bank PLC, as an Increasing Lender, and Wells Fargo, as administrative agent, Issuing Bank and Swingline Lender, hereby certifies as follows (terms used herein and not defined herein shall have the meanings assigned to such terms in the Credit Agreement or, if not defined therein, in the Supplement):

1.            No consents, licenses or approvals are required in connection with the execution and delivery of the Supplement or performance of the Loan Documents (including the Supplement).

2.            The conditions specified in Sections 5.02(a) and (b) of the Credit Agreement have been satisfied.

3.            After giving effect to the increase in the Revolving Commitments, the Incremental Term Loan Commitment and the Incremental Term Loans to be made on the date hereof, the sum of (a) Total Outstandings plus (b) Total Bridge Facility Outstandings will not exceed the Borrowing Base.

4.            ARCPOP is in pro forma compliance with the covenants set forth in Section 8.14 of the Credit Agreement after giving effect to the Loans to be made on the date hereof and the application of the proceeds therefrom as if made and applied on the date hereof, as evidenced by the calculations in Schedule 1 attached hereto.

ARC PROPERTIES OPERATING PARTNERSHIP, L.P.
By:
	Brian Block
	Chief Financial Officer

Schedule 1

Calculations showing Pro-Forma Compliance

EXHIBIT B

SCHEDULE 2.01

COMMITMENTS

Lender	Revolving Loan Commitment		Initial Term Loan Commitment		March 2013 Incremental Term Loan Commitment		August 2013 Incremental Term Loan Commitment
Wells Fargo Bank	$	100,000,000	$	50,000,000	$	75,000,000	$	0
Bank of America, N.A.	$	100,000,000	$	75,000,000	$	75,000,000	$	0
Citibank, N.A.	$	120,000,000	$	0	$	0	$	80,000,000
Regions Bank	$	48,000,000	$	72,000,000	$	0	$	0
RBS Citizens, N.A.	$	40,000,000	$	60,000,000	$	0	$	0
JPMorgan Chase Bank, N.A.	$	88,000,000	$	72,000,000	$	60,000,000	$	0
Capital One, N.A.	$	40,000,000	$	60,000,000	$	0	$	0
Barclays Bank PLC	$	100,000,000	$	0	$	0	$	50,000,000
TD Bank, N.A.	$	30,000,000	$	45,000,000	$	0	$	0
U.S. Bank National Association	$	30,000,000	$	70,000,000	$	0	$	0
Union Bank, National Association	$	30,000,000	$	45,000,000	$	0	$	0
Raymond James Bank, FSB	$	14,800,000	$	22,200,000	$	0	$	0
Comerica Bank	$	12,000,000	$	18,000,000	$	0	$	0
First Tennessee Bank National Association	$	7,200,000	$	10,800,000	$	0	$	0
Total	$	760,000,000	$	600,000,000	$	210,000,000	$	130,000,000

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO RULE 13a-14(a) AND 15d-14(a) UNDER

THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Nicholas S. Schorsch, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of American Realty Capital Properties, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated this 6th day of August, 2013	/s/ Nicholas S. Schorsch
	Nicholas S. Schorsch
	Chief Executive Officer and
	Chairman of the Board of Directors (Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO RULE 13a-14(a) AND 15d-14(a) UNDER

THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Brian S. Block, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of American Realty Capital Properties Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated this 6th day of August, 2013	/s/ Brian S. Block
	Brian S. Block Executive Vice President and Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer)

EX-32

Exhibit 32

SECTION 1350 CERTIFICATIONS

This Certificate is being delivered pursuant to the requirements of Section 1350 of Chapter 63 (Mail Fraud) of Title 18 (Crimes and Criminal Procedures) of the United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed for purposes of Section 18 of the Securities Act of 1934, as amended.

The undersigned, who are the Chief Executive Officer and Chief Financial Officer of American Realty Capital Properties, Inc. (the “Company”), each hereby certify as follows:

The quarterly report on Form 10-Q of the Company, which accompanies this Certificate, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and all information contained in this quarterly report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated this 6th day of August, 2013
	/s/ Nicholas S. Schorsch
	Nicholas S. Schorsch
	Chief Executive Officer and Chairman of the Board of Directors
	(Principal Executive Officer)
	/s/ Brian S. Block
	Brian S. Block
	Executive Vice President and Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer)

XML

Common Stock

6 Months Ended

Jun. 30, 2013

Stockholders' Equity Note [Abstract]

Common Stock

Common Stock

Increases in Authorized Common Stock

On July 2, 2013, the Company filed articles of amendment to its charter to increase the number of authorized shares of common stock to 750,000,000 shares.

Offerings

On August 1, 2012, the Company filed a $500 million universal shelf registration statement and a resale registration statement with the SEC. Each registration statement became effective on August 17, 2012. As of June 30, 2013, the Company had issued 2.1 million shares of common stock under the $500 million universal shelf registration statement. No preferred stock, debt or equity-linked security had been issued under this $500 million universal shelf registration statement. The resale registration statement, as amended, registers the resale of up to 1,882,248 shares of common stock issued in connection with any future conversion of certain currently outstanding restricted shares, convertible preferred stock or limited partnership interests in the OP.

On March 13, 2013, the Company filed a universal automatic shelf registration statement that was automatically declared effective and achieved well-known seasoned issuer (“WKSI”) status. The Company intends to maintain both the $500 million universal shelf registration statement and the WKSI universal automatic shelf registration statement.

In January 2013, the Company commenced its “at the market” equity offering program (“ATM”) in which it may from time to time offer and sell shares of its common stock having an aggregate offering proceeds of up to $60.0 million. The shares will be issued pursuant to the Company's $500.0 million universal shelf registration statement.

The following are the Company's equity offerings of common stock during the six months endedJune 30, 2013 (dollar amounts in millions):

Type of offering	Closing Date	Number of Shares(1)	Gross Proceeds
Registered follow on offering	January 29, 2013	2,070,000	$	26.7
ATM	January 1 - June 30, 2013	553,300	8.9
Private placement offering	June 7, 2013	29,411,764	455.0
Total		32,035,064	$	490.6

_______________________________________________

(1) Excludes 140.7 million shares of common stock that were issued to the stockholders of ARCT III's common stock in conjunction with the ARCT III Merger.

Upon the closing of the ARCT III Merger, 29.2 million shares of the then outstanding shares of ARCT III's common stock were paid in cash at $12.00 per share, which equals 27.7 million shares of the Company's common stock after the application of the ARCT III Exchange Ratio. In addition, upon closing of the ARCT III Merger, 148.1 million shares of ARCT III's common stock were converted to shares of Company's common stock at the ARCT III Exchange Ratio, resulting in an additional 140.7 million shares of the Company's common stock outstanding after the exchange.

Dividends

The Company's board of directors has authorized, and the Company began paying, dividends since October 2011 on the fifteenth day of each month to stockholders of record on the eight day of such month. During the six months endedJune 30, 2013, the board of directors of the Company has authorized the following increases in the Company's dividend.

Dividend increase declaration date	Annualized dividend per share	Effective date
March 17, 2013	$0.91	June 8, 2013
May 28, 2013	$0.94	*

_______________________________________________

* The dividend increase is contingent upon, and effective with, the earlier of the close of the ARCT IV Merger or the close of the CapLease Merger.

The annualized dividend rate at June 30, 2013 was $0.910 per share.

XML

Common Stock (Details) (USD $)	0 Months Ended	3 Months Ended	6 Months Ended						6 Months Ended			6 Months Ended			0 Months Ended			6 Months Ended		6 Months Ended
	May 28, 2013	Jun. 30, 2013	Jun. 30, 2013	Jun. 30, 2012	Jul. 02, 2013	Dec. 31, 2012	Aug. 01, 2012	Jun. 30, 2013 Common Stock [Member]	Jun. 30, 2013 ARCP [Member]	Jun. 30, 2013 Follow on Offering [Member]	Jan. 28, 2013 Follow on Offering [Member]	Jun. 30, 2013 At the Market Offering [Member]	Jun. 30, 2013 Private Placement [Member]	Jun. 30, 2013 Registration Payment Arrangement, Arrangement [Domain]	Feb. 28, 2013 Cash [Member] Option Two [Member] ARCP Merger [Member]	Feb. 28, 2013 Cash [Member] Option Two [Member] ARCP shares converted from ARCT III shares [Member]	Feb. 28, 2013 Common Stock [Member] Option One [Member] ARCP Merger [Member]	Jun. 30, 2013 Common Stock [Member]	Dec. 31, 2012 Common Stock [Member]	Jun. 30, 2013 Shares Issued under the universal shelf registration Common Stock [Member]
Class of Stock [Line Items]
Maximum Amount of Offering from Universal Shelf Registration Statement							$ 500,000,000					$ 60,000,000
Shares issued (in shares)																		32,035,064		2,100,000
Common stock, shares authorized		240,000,000	240,000,000		750,000,000	240,000,000								1,882,248
Common stock, issued		184,893,886	184,893,886			179,167,112		32,035,064			2,070,000	553,300					140,700,000
Proceeds from issuances of common stock			$ 490,584,000	$ 825,246,000					$ 490,600,000	$ 26,700,000		$ 8,900,000	$ 455,000,000
Shares, Outstanding															29,200,000	27,700,000	148,113,788.5	184,893,886	179,167,112
Convertible stock issued during period, value															$ 12.00
Dividends declared, in dollars per share	$ 0.94	$ 0.910

XML

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Rental income	$ 43,130,000	$ 11,329,000	$ 81,379,000	$ 17,412,000
Operating expense reimbursements	1,830,000	101,000	3,652,000	258,000
Total revenues	44,960,000	11,430,000	85,031,000	17,670,000
Operating expenses:
Acquisition related	15,144,000	7,814,000	20,726,000	12,599,000
Merger and other transaction related	4,680,000	20,000	142,449,000	20,000
Property operating	2,465,000	288,000	4,869,000	580,000
General and administrative	1,125,000	502,000	2,432,000	1,027,000
Equity-based compensation	3,454,000	178,000	4,330,000	324,000
Depreciation and amortization	27,806,000	6,994,000	52,829,000	10,529,000
Operating fees to affiliates	0	0	0	212,000
Total operating expenses	54,674,000	15,796,000	227,635,000	25,291,000
Operating loss	(9,714,000)	(4,366,000)	(142,604,000)	(7,621,000)
Other income (expenses):
Interest expense	(11,238,000)	(2,686,000)	(17,454,000)	(4,142,000)
Unrealized loss on contingent value rights	(31,134,000)	0	(31,134,000)	0
Income from investment securities	0	0	218,000	0
Gain on sale of investment securities	0	0	451,000	0
Unrealized loss on derivative instruments	(40,000)	0	(45,000)	0
Other income (expenses)	91,000	62,000	126,000	67,000
Total other expenses, net	(42,321,000)	(2,624,000)	(47,838,000)	(4,075,000)
Loss from continuing operations	(52,035,000)	(6,990,000)	(190,442,000)	(11,696,000)
Net loss from continuing operations attributable to non-controlling interests	322,000	72,000	756,000	72,000
Net loss from continuing operations attributable to stockholders	(51,713,000)	(6,918,000)	(189,686,000)	(11,624,000)
Discontinued operations:
Net income (loss) from operations of held for sale properties	36,000	(84,000)	63,000	(97,000)
Gain (loss) on held for sale properties	0	(82,000)	14,000	(405,000)
Net income (loss) from discontinued operations	36,000	(166,000)	77,000	(502,000)
Net income (loss) from discontinued operations attributable to non-controlling interests	(2,000)	14,000	(4,000)	28,000
Net income (loss) from discontinued operations attributable to stockholders	34,000	(152,000)	73,000	(474,000)
Net loss	(51,999,000)	(7,156,000)	(190,365,000)	(12,198,000)
Net loss attributable to non-controlling interests	320,000	86,000	752,000	100,000
Net loss attributable to stockholders	(51,679,000)	(7,070,000)	(189,613,000)	(12,098,000)
Other comprehensive gain (loss):
Designated derivatives, fair value adjustments	14,017,000	(2,236,000)	12,840,000	(2,839,000)
Unrealized gain (loss) on investment securities, net	(80,000)	0	13,000	0
Comprehensive loss	$ (37,742,000)	$ (9,306,000)	$ (176,760,000)	$ (14,937,000)
Basic and diluted net loss per share from continuing operations attributable to common stockholders	$ (0.32)	$ (0.10)	$ (1.20)	$ (0.25)
Basic and diluted net loss per share attributable to common stockholders	$ (0.32)	$ (0.10)	$ (1.20)	$ (0.26)

XML

Real Estate Investments

6 Months Ended

Jun. 30, 2013

Real Estate [Abstract]

Real Estate Investments

Real Estate Investments

The following table presents the allocation of the assets acquired during the periods presented (dollar amounts in thousands):

	Three Months Ended June 30,					Six Months Ended June 30,
	2013(1)		2012			2013(1)		2012
Real estate investments, at cost:
Land	$	206,282	$	57,161		$	256,463	$	84,268
Buildings, fixtures and improvements	521,765		219,869			709,374		372,933
Total tangible assets	728,047		277,030			965,837		457,201
Acquired intangibles:
In-place leases	76,986		36,927			107,213		61,175
Total assets acquired, net	805,033		313,957			1,073,050		518,376
OP Units issued to acquire real estate investments	—		(6,352		)	—		(6,352		)
Cash paid for acquired real estate investments	$	805,033	$	307,605		$	1,073,050	$	512,024
Number of properties acquired	433		116			481		170

_______________________________________________

(1) Excludes 47 properties comprised of $67.5 million of net investments subject to direct financing leases.

Land, buildings, fixtures and improvements, in-place lease intangibles and investments in direct financing leases include $774.0 million, comprised of $193.1 million, $450.5 million, $62.9 million and $67.5 million, respectively, provisionally assigned to each class of asset, pending receipt of the final appraisals and other information being prepared by a third-party specialist. 

During the three months ended June 30, 2013, the Company classified a Shaw's Supermarket in Plymouth, MA, as a held for sale property. As of June 30, 2013, the Company owned two properties which were classified as held for sale, including one vacant property.

The following table presents unaudited pro forma information as if the acquisitions during the three and six months endedJune 30, 2013 had been consummated on January 1, 2012. Additionally, the unaudited pro forma net loss attributable to stockholders was adjusted to exclude acquisition related expenses of $15.1 million and $7.8 million for the three months endedJune 30, 2013 and 2012, respectively, and merger and other transaction expenses of $4.7 million for the three months endedJune 30, 2013. The unaudited pro forma net loss attributable to stockholders was adjusted to exclude acquisition related expenses of $20.7 million and $12.6 million for the six months endedJune 30, 2013 and 2012, respectively, and merger and other transaction expenses of $142.4 million for the six months endedJune 30, 2013.

	Three Months Ended June 30,						Six Months Ended June 30,
(Amounts in thousands)	2013			2012			2013			2012
Pro forma revenues	$	56,941		$	27,019		$	113,882		$	59,136
Pro forma net loss attributable to stockholders	$	(30,458	)	$	(2,393	)	$	(18,929	)	$	(2,782	)

Future Lease Payments

The following table presents future minimum base rental cash payments due to the Company over the next five years and thereafter. These amounts exclude contingent rent payments, as applicable, that may be collected from certain tenants based on provisions related to sales thresholds and increases in annual rent based on exceeding certain economic indexes among other items (amounts in thousands):

	Future Minimum Base Rent Payments		Future Minimum Direct Financing Lease Payments(1)
July 1, 2013 - December 31, 2013	$	106,624	$	2,508
2014	210,551		5,105
2015	207,318		5,019
2016	202,300		4,971
2017	192,725		4,603
Thereafter	1,262,001		15,241
Total	$	2,181,519	$	37,447

_______________________________________________

(1) 47 properties are subject to direct financing leases and, therefore, for accounting purposes, revenue is recognized as direct financing lease income on the discounted cash flows of the lease payments. Amounts reflected are the cash rent on these respective properties.

Net Investment in Direct Financing Leases

The components of the Company's net investment in direct financing leases are as follows (in thousands):

	June 30, 2013
Future minimum lease payments receivable	$	37,447
Unguaranteed residual value of property	48,751
Unearned income	(18,680		)
Net investment in direct financing leases	$	67,518

Tenant Concentration

The following table lists the tenants of the Company whose annualized rental income on a straight-line basis represented greater than 10% of consolidated annualized rental income on a straight-line basis as of June 30, 2013 and 2012. Annualized rental income for net leases is rental income on a straight-line basis as of June 30, 2013, which includes the effect of tenant concessions such as free rent, as applicable.

	June 30,
Tenant	2013	2012
FedEx	*	19.9%
Citizens Bank	*	14.8%
Dollar General	*	14.4%
Walgreens	*	10.4%

_______________________________________________

* The tenants' annualized rental income was not greater than 10% of total consolidated annualized rental income for all portfolio properties as of the period specified.

No other tenant represents more than 10% of total consolidated annualized rental income for the periods presented.

Geographic Concentration

The following table lists the states where the Company has concentrations of properties where annual rental income for properties in that state, on a straight-line basis represented greater than 10% of consolidated annualized rental income on a straight-line basis as of June 30, 2013 and 2012:

	June 30,
State	2013	2012
Missouri	*	10.7%
New York	*	10.5%

_______________________________________________

* The annualized rental income from the state was not greater than 10% of total consolidated annualized rental income for all portfolio properties as of the period specified.

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Subsequent Events

6 Months Ended

Jun. 30, 2013

Subsequent Events [Abstract]

Subsequent Events

Subsequent Events

The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q, and determined that there have been no events that have occurred that would require adjustments to our disclosures in the consolidated financial statements except for the following:

Convertible Senior Note Offering

On July 29, 2013, the Company issued $300.0 million of 3.00% Convertible Senior Notes (“Notes”) due 2018 in an underwritten public offering. The Notes will mature on August 1, 2018. The Notes may be converted into cash, common stock or a combination thereof in limited circumstances prior to February 1, 2018 and may be converted into such consideration at any time on or after February 1, 2018. Additionally, the underwriters were granted a 30-day option to purchase up to an additional $30.0 million of Notes to cover over allotments. The over-allotment was exercised in part and the Company issued an additional $10.0 million of Notes pursuant to such over-allotment option on August 1, 2013. The Company intends to use the net proceeds of the offering (a) to repay outstanding indebtedness under its existing senior secured revolving credit facility (which will increase the availability of funds under such credit facility) and (b) for other general corporate purposes which includes investing in properties in accordance with its investment objectives.

Completion of Acquisition of Assets

The following table presents certain information about the properties that the Company acquired from July 1, 2013 to August 2, 2013 (dollar amounts in thousands):

	No. of Buildings	Square Feet	Base Purchase Price (1)
Total Portfolio – June 30, 2013 (2)	1,181	19,404,596	$	2,939,004
Acquisitions	26	218,590	25,317
Total portfolio – August 2, 2013 (2)	1,207	19,623,186	$	2,964,321

____________________________

(1)Contract purchase price, excluding acquisition and transaction related costs.

(2) Total portfolio excludes one vacant property contributed in September 2011 which was classified as held for sale at June 30, 2013.

Pending Portfolio Acquisitions

The Company has entered into various definitive agreements for portfolio purchases, one of which is to acquire 121 properties for an aggregate purchase price of approximately $604.1 million, exclusive of closing costs. The portfolio is entirely free standing single tenant net leased properties aggregating 6.2 million square feet, 100% leased to 16 tenants, 35.4% of which are investment grade rated, with average remaining lease terms of 13.8 years . The properties are geographically diverse, located in 30 states.

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Related Party Transactions and Arrangements (Details) (USD $)	6 Months Ended		12 Months Ended			12 Months Ended	0 Months Ended			6 Months Ended		12 Months Ended	0 Months Ended	6 Months Ended	2 Months Ended	12 Months Ended	0 Months Ended					12 Months Ended	6 Months Ended	12 Months Ended					0 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Feb. 28, 2014	Feb. 28, 2013	Dec. 31, 2012	Sep. 06, 2012 Sponsor [Member]	Feb. 28, 2013 Special Limited Partner [Member]	Jun. 30, 2013 ARC Real Estate Partners, LLC [Member] Operating Partnership Unit [Member]	Dec. 31, 2012 ARC Real Estate Partners, LLC [Member] Operating Partnership Unit [Member]	Jun. 30, 2013 American Realty Capital Advisors III LLC [Member] Advisor [Member]	Feb. 28, 2013 American Realty Capital Advisors III LLC [Member] Advisor [Member]	Dec. 31, 2012 ARC Advisory Services, LLC [Member]	Feb. 28, 2013 Sale of ARCT III OP Units [Member]	Jun. 30, 2013 Class B Units [Member]	Feb. 28, 2013 Class B Units [Member] American Realty Capital Advisors III LLC [Member] Advisor [Member]	Dec. 31, 2012 Class B Units [Member] American Realty Capital Advisors III LLC [Member] Advisor [Member]	Feb. 28, 2013 ARCT III Merger [Member]	Feb. 28, 2013 ARCT III Merger [Member] ARCP [Member]	Feb. 28, 2013 ARCP Merger [Member] Post-Conversion [Member] American Realty Capital III Special Limited Partnership, LLC [Member] Common Stock [Member] Entity Wholly Owned by Sponsor [Member]	Feb. 28, 2013 ARCP Merger [Member] Post-Conversion [Member] Class B Units [Member] American Realty Capital III Special Limited Partnership, LLC [Member] Common Stock [Member] Entity Wholly Owned by Sponsor [Member]	Feb. 28, 2013 ARCP Merger [Member] Pre-Conversion [Member] American Realty Capital III Special Limited Partnership, LLC [Member] Common Stock [Member] Entity Wholly Owned by Sponsor [Member]	Dec. 31, 2012 Legal Services [Member] ARC Advisory Services, LLC [Member]	Jun. 30, 2013 Financial Advisory Services [Member] Realty Captial Securities, LLC and American Realty Capital Advisors, LLC [Member]	Dec. 31, 2012 Financial Advisory Services [Member] Realty Captial Securities, LLC and American Realty Capital Advisors, LLC [Member]	Jun. 30, 2013 Gross Proceeds, Initial Public Offering [Member] Realty Capital Securities, LLC [Member] Dealer Manager [Member]	Sep. 07, 2011 Gross Proceeds, Initial Public Offering [Member] Realty Capital Securities, LLC [Member] Dealer Manager [Member]	Feb. 28, 2013 Pre-tax Non-compounded Return on Capital Contribution [Member] Annual Targeted Investor Return [Member] American Realty Capital Advisors III LLC [Member] Advisor [Member]	Dec. 31, 2012 Pre-tax Non-compounded Return on Capital Contribution [Member] Annual Targeted Investor Return [Member] American Realty Capital Advisors III LLC [Member] Advisor [Member]	Feb. 28, 2013 Pre-tax Non-compounded Return on Capital Contribution [Member] Asset Management Fees [Member] American Realty Capital Advisors III LLC [Member] Advisor [Member]	Dec. 31, 2012 Average Invested Assets [Member] American Realty Capital Advisors III LLC [Member] Advisor [Member]	Sep. 30, 2012 Amount Available or Outstanding Under Financing Arrangement [Member] ARC Properties Advisors, LLC [Member] Manager [Member]	Dec. 31, 2012 Contract Purchase Price [Member] ARC Properties Advisors, LLC [Member] Manager [Member]	Dec. 31, 2012 Gross Revenue, Stand-alone Single-tenant Net Leased Properties [Member] American Realty Capital Advisors III LLC [Member] Advisor [Member]	Dec. 31, 2012 Gross Revenue, Excluding Stand-alone Single-tenant Net Leased Properties [Member] American Realty Capital Advisors III LLC [Member] Advisor [Member]	Jun. 30, 2013 Gross Proceeds, Common Stock [Member] Realty Capital Securities, LLC [Member] Dealer Manager [Member]	Sep. 07, 2011 Gross Proceeds, Common Stock [Member] Realty Capital Securities, LLC [Member] Dealer Manager [Member]	Feb. 28, 2013 Maximum [Member] ARCT III Merger [Member] ARCP [Member]	Dec. 31, 2012 Maximum [Member] Gross Revenue, Managed Properties [Member] American Realty Capital Advisors III LLC [Member] Advisor [Member]	Jun. 30, 2013 Class of Stock [Domain]
Related Party Transaction [Line Items]
Common stock held by related party, percent								4.82%	1.39%
Related Party Transaction, Sales Commissions Earned by Related Party, Percentage of Benchmark																									7.00%	6.00%									3.00%	2.00%
Related Party Transaction, Acquisition Fees Earned by Related Party, Percentage of Benchmark																																1.00%
Related Party Transaction, Financing Coordination Fees Earned by Related Party, Percentage of Benchmark																															0.75%
Asset Management Fee Percentage, Option 1																		0.50%
Asset Management Fee Percentage, Option 2																	0.40%
Unadjusted Book Value of Assets																																					$ 3,000,000,000
Related Party Transaction, Asset Management Fees Earned by Related Party, Percentage of Benchmark																														0.75%
Related Party Transaction, Cumulative Capital Investment Return, as a Percentage of Benchmark																											6.00%	6.00%
Antidilutive securtities excluded from computation of earnings per share	9,051,661													283,018	603,599	145,022
Related Party Transaction, Expenses from Transactions with Related Party										2,284,298																			9,900,000.0
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest, Issuance of Units																			7,300,000	711,190	7,600,000
Related Party Transaction, Property Management Fees Earned by Related Party, Percentage of Benchmark																																	2.00%	4.00%
Related Party Transaction, Oversight Fees Earned by Related Party, Percentage of Benchmark																																						1.00%
Related Party Transactions, Property Management Services Service Period Extension, Days											60 days
Administrative Support Agreement Period, Years						1 year
Merger and other transaction related												200,000										500,000	500,000	100,000
Merger Expenses Agreed To																								600,000
Business Acquisition, Cost of Acquired Entity, Purchase Price																	5,800,000
Related Party Transaction, Cumulative Capital Investment Return																											557,300,000
Related Party Transaction, Proceeds from Related Party													98,400,000
Equity Ownership Holding Period, Years			1 year
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment				1,000,000
Contributions from non-controlling interest holders	0	(708,000)					800,000
ARCP OP Units Issued to Special Limited Partnership				56,797
Available-for-sale Debt Securities, Amortized Cost Basis																																							10,000,000
Other investments, at fair value	$ 9,920,000				$ 41,654,000																																		$ 9,920,000

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Share-Based Compensation

6 Months Ended

Jun. 30, 2013

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Share-Based Compensation

Share-Based Compensation

Equity Plan

The Company has adopted the American Realty Capital Properties, Inc. Equity Plan (the “Equity Plan”), which provides for the grant of stock options, restricted shares of common stock, restricted stock units, dividend equivalent rights and other equity-based awards to the Manager, non-executive directors, officers and other employees and independent contractors, including employees or directors of the Manager and its affiliates who are providing services to the Company.

The Company authorized and reserved a total number of shares equal to 10.0% of the total number of issued and outstanding shares of common stock (on a fully diluted basis assuming the redemption of all OP Units for shares of common stock) to be issued at any time under the Equity Plan for equity incentive awards excluding an initial grant of 167,400 shares to the Manager in connection with the IPO. All such awards of shares will vest ratably on a quarterly or annual basis over a three-year period beginning on the first anniversary of the date of grant and shall provide for “distribution equivalents” with respect to this restricted stock, whether or not vested, at the same time and in the same amounts as dividends are paid to the stockholders.

In February 2013, the Company granted 325,000 restricted shares of common stock to the Manager and certain employees. These shares did not vest upon the consummation of the ARCT III Merger but will vest ratably over a three-year period and shall provide for “distribution equivalents” with respect to this restricted stock, whether or not vested, at the same time and in the same amounts as dividends are paid to the stockholders.

Director Stock Plan

The Company has adopted the American Realty Capital Properties, Inc. Non-Executive Director Stock Plan (the “Director Stock Plan”), which provides for the grant of restricted shares of common stock to each of the Company's independent directors, each of whom is a non-executive director. Awards of restricted stock will vest ratably over a five-year period following the first anniversary of the date of grant in increments of 20.0% per annum, subject to the director’s continued service on the board of directors, and shall provide for “distribution equivalents” with respect to this restricted stock, whether or not vested, at the same time and in the same amounts as distributions are paid to the stockholders. At June 30, 2013, a total of 99,000 shares of common stock are reserved for issuance under the Director Stock Plan.

The fair value of restricted common stock awards under the Equity Plan and Director Stock Plan is determined on the grant date using the closing stock price on NASDAQ that day. The fair value of restricted common stock under the Equity Plan is updated at the end of each quarter based on quarter end closing stock price through the final vesting date.

ARCT III Restricted Share Plan

ARCT III had an employee and director incentive restricted share plan (the “RSP”), which provided for the automatic grant of 3,000 restricted shares of common stock to each of its independent directors, without any further action by ARCT III’s board of directors or its stockholders, on the date of initial election to the board of directors and on the date of each annual stockholder’s meeting thereafter. Restricted stock issued to independent directors vested over a five-year period following the first anniversary of the date of grant in increments of 20.0% per annum. The RSP provided ARCT III with the ability to grant awards of restricted shares to its directors, officers and employees (if ARCT III ever had employees), employees of ARCT III's Advisor and its affiliates, employees of entities that provided services to ARCT III, directors of the ARCT III Advisor or of entities that provided services to ARCT III, certain consultants to ARCT III and the ARCT III Advisor and its affiliates or to entities that provided services to ARCT III.

Immediately prior to the effective time of the ARCT III Merger, each then-outstanding share of ARCT III restricted stock fully vested. All shares of ARCT III common stock then-outstanding as a result of the full vesting of shares of ARCT III restricted stock, and the satisfaction of any applicable withholding taxes, had the right to receive a number of shares of the Company's common stock based on the ARCT III Exchange Ratio.

The following tables detail the restricted shares activity within the Equity Plan, Director Stock Plan and RSP during the three and six months endedJune 30, 2013:

Restricted Share Awards

	Equity Plan			RSP & Director Stock Plan
	Number of Restricted Common Shares	Weighted-Average Issue Price		Number of Restricted Common Shares	Weighted-Average Issue Price
Awarded December 31, 2012	259,909	$	11.84	30,300	$	10.68
Granted	325,000	13.88		18,000	14.58
Forfeited	—	—		—	—
Awarded June 30, 2013	584,909	$	12.95	48,300	$	12.13

Unvested Restricted Shares

	Equity Share Plan					RSP & Director Stock Plan
	Number of Restricted Common Shares		Weighted-Average Issue Price			Number of Restricted Common Shares		Weighted-Average Issue Price
Unvested, December 31, 2012	186,403		$	11.62		27,930		$	10.58
Granted	325,000		13.83			18,000		14.58
Vested	(186,403	)	(11.62		)	(27,930	)	(10.58		)
Forfeited	—		—			—		—
Unvested, June 30, 2013	325,000		$	13.83		18,000		$	14.58

In connection with the ARCT III Merger, each share of the Company's and ARCT III's restricted stock outstanding as of immediately prior to the effective date of the ARCT III Merger became fully vested.

For the three months ended June 30, 2013 and 2012, compensation expense for restricted shares was $0.2 million, respectively. For the six months ended June 30, 2013 and 2012, compensation expense for restricted shares was $0.6 million and $0.4 million, respectively. Compensation expense for the accelerated vesting of restricted shares in conjunction with the ARCT III Merger restricted shares of $2.2 million during the three and six months endedJune 30, 2013 was recorded as Merger costs.

In July 2013, the Company granted 300,000 restricted shares of common stock to the Manager and certain employees at a grant date price of $14.80 per share. These shares will vest ratably over a three-year period and shall provide for “distribution equivalents” with respect to these restricted shares, whether or not vested, at the same time and in the same amounts as dividends are paid to the stockholders.

Multi-Year Performance Plan

Upon consummation of the ARCT III Merger, the Company entered into the 2013 Advisor Multi-Year Outperformance Agreement (the “OPP”) with the Manager, whereby the Manager will be able to potentially earn compensation upon the attainment of stockholder value creation targets.

Under the OPP, the manager was granted 8,241,101 long term incentive plan units (“LTIP Units”) of the OP, which will be earned or forfeited based on the Company's total return to stockholders (including both share price appreciation and common stock distributions) (“Total Return”), for the three year period consisting of:

• Absolute Component: 4.0% of any excess Total Return attained above an absolute hurdle of 7.0% for each annual measurement period, non-compounded, 14.0% for the interim measurement period and 21.0% for the full performance period; and

• Relative Component: 4.0% of any excess Total Return attained above the Total Return for the performance period of a peer group comprised of the following companies: CapLease, Inc.; EPR Properties; Getty Realty Corporation; Lexington Realty Trust; National Retail Properties, Inc.; and Realty Income Corporation.

The award will be funded (“OPP Pool”) up to a maximum award opportunity equal to 5% of the Company's equity market capitalization at the ARCT III Merger date of $2.1 billion (the “OPP Cap”). Awards under the OPP are dependent on achieving an annual hurdle that commenced December 11, 2012, an interim (two-year) hurdle and then the aforementioned three-year hurdle ending on December 31, 2015.

In order to further ensure that the interests of the Manager are aligned with the Company's investors, the Relative Component is subject to a ratable sliding scale factor as follows:

• 100.0% will be earned if the Company attains a median Total Return of at least 6.0% for each annual measurement period, non-compounded, at least 12% for the interim measurement period, and at least 18.0% for the full performance period;

• 50.0% will be earned if the Company attains a median Total Return of at least 0.0% for each measurement period;

• 0.0% will be earned if the Company attains a median Total Return of less than 0.0% for each measurement period; and

• A percentage from 50.0% to 100.0% calculated by linear interpolation will be earned if the Company's median Total Return is between 0.0% and the percentage set for each measurement period.

For each year during the performance period a portion of the OPP Cap equal to a maximum of up to 1.25% of the Company's equity market capitalization of $2.1 billion will be “locked-in” based upon the attainment of the performance hurdles set forth above for each annual measurement period. In addition, a portion of the OPP Cap equal to a maximum of up to 3.0% of the Company's equity market capitalization will be “locked-in” based upon the attainment of the performance hurdles set forth above for the interim measurement period, which if achieved, will supersede and negate any prior “locked-in” portion based upon annual performance through December 31, 2013 and 2014 (i.e., a maximum award opportunity equal to a maximum of up to 3.0% of the Company's equity market capitalization may be “locked-in” through December 31, 2014).

Following the performance period, the Absolute Component and the Relative Component will be calculated separately and then added together to determine the aggregate award earned under the OPP, which will be the lesser of the sum of the two components and the OPP Cap. The OPP Pool will be used to determine the number of LTIP units that vest. Any unvested LTIP units will be immediately forfeited on December 31, 2015. At June 30, 2013, 100% of the pool has been allocated.

The Manager will be entitled to convert 33.3% of the LTIP units earned into OP Units on each of December 31, 2015, 2016 and 2017 and within 30 days following such date. In addition, the OPP provides for accelerated earning and vesting of LTIP Units and redemption of vested LTIP Units for cash if the Manager is terminated or if the Company experiences a change in control. The Manager will be entitled to receive a tax gross-up in the event that any amounts paid to it under the OPP constitute “parachute payments” as defined in Section 280G of the Internal Revenue Code of 1986, as amended (the “Code”).

The fair value of the LTIP Units granted are being amortized over the performance period. During the three and six months endedJune 30, 2013, the Company has recorded expense of $3.1 million and $3.7 million, respectively, for the OPP.

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Derivatives and Hedging Activities (Schedule of Interest Rate Derivatives) (Details) (Derivative Financial Instruments, Liabilities [Member], Cash Flow Hedging [Member], Designated as Hedging Instrument [Member], USD $) In Thousands, unless otherwise specified	Jun. 30, 2013 derivative	Dec. 31, 2012 derivative
Derivative [Line Items]
Number of Interest Rate Derivatives Held		8
Derivative, Notional Amount		$ 202,590
Swap [Member]
Derivative [Line Items]
Number of Interest Rate Derivatives Held	10	7
Derivative, Notional Amount	667,590
Notional Amount of Interest Rate Derivatives (Deprecated 2013-01-31)		152,590
Interest Rate Cap [Member]
Derivative [Line Items]
Number of Interest Rate Derivatives Held		1
Derivative, Notional Amount		$ 50,000

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Related Party Transactions and Arrangements (Schedule of Selling Commissions and Dealer Manager Fees) (Details) (USD $)	3 Months Ended		6 Months Ended			12 Months Ended
	Jun. 30, 2013 Dealer Manager [Member] Realty Capital Securities, LLC [Member] Sales Commissions and Fees [Member] (Deprecated 2013-01-31)	Jun. 30, 2012 Dealer Manager [Member] Realty Capital Securities, LLC [Member] Sales Commissions and Fees [Member] (Deprecated 2013-01-31)	Jun. 30, 2013 Dealer Manager [Member] Realty Capital Securities, LLC [Member] Sales Commissions and Fees [Member] (Deprecated 2013-01-31)	Jun. 30, 2012 Dealer Manager [Member] Realty Capital Securities, LLC [Member] Sales Commissions and Fees [Member] (Deprecated 2013-01-31)	Jun. 30, 2013 Payable [Member] Advisor and Dealer Manager [Member] Fees and Expense Reimbursement, Stock Offering [Member]	Dec. 31, 2012 Payable [Member] Advisor and Dealer Manager [Member] American Realty Capital Properties Advisors, LLC and Realty Capital Securities, LLC [Member] [Member] Fees and Expense Reimbursement, Stock Offering [Member]
Schedule of Selleing Commission and Dealer Manager Fees [Line Items]
Related Party Transaction, Expenses from Transactions with Related Party	$ 0	$ 57,914,000	$ 0	$ 79,791,000	$ 0	$ 0

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Organization (Details)	3 Months Ended			6 Months Ended
	Jun. 30, 2013 property		Jun. 30, 2012 property	Jun. 30, 2013 property		Jun. 30, 2012 property
Operations [Line Items]
Number of Properties Acquired	433	[1]	116	481	[1]	170
General Partner [Member] | ARC Properties Operating Partnership, L.P. [Member]
Operations [Line Items]
General partner ownership interest in OP, Percent				95.30%
Affiliated Entity [Member] | Contributor [Member] | ARC Real Estate Partners, LLC [Member]
Operations [Line Items]
Limited partner ownership interest in OP, Percent				4.30%
Unaffiliated Third Party [Member]
Operations [Line Items]
Limited partner ownership interest in OP, Percent				0.40%
GE Capital Portfolio [Member]
Operations [Line Items]
Number of Properties Acquired				447
Minimum [Member]
Operations [Line Items]
Real Estate Property, Weighted Average Remaining Lease Term	10 years			10 years
Maximum [Member]
Operations [Line Items]
Real Estate Property, Weighted Average Remaining Lease Term	12 years			12 years
Long Term [Member]
Operations [Line Items]
Real Estate Portfolio, Property Concentration, Percentage	70.00%			70.00%
Short Term [Member] [Member]
Operations [Line Items]
Real Estate Portfolio, Property Concentration, Percentage	30.00%			30.00%

[1] Excludes 47 properties comprised of $67.5 million of net investments subject to direct financing leases

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Mortgage Note Payable (Tables)

6 Months Ended

Jun. 30, 2013

Notes Payable [Abstract]

Schedule of Mortgage Notes Payable

The Company’s mortgage notes payable consist of the following as of June 30, 2013 and December 31, 2012 (dollar amounts in thousands):

	Encumbered Properties	Outstanding Loan Amount		Weighted Average Effective Interest Rate (1)		Weighted Average Maturity (2)
June 30, 2013	165	$	269,918	4.25	%	4.99
December 31, 2012	164	$	265,118	4.28	%	5.51

_______________________________________________

(1) Mortgage notes payable have fixed rates or are fixed by way of interest rate swap arrangements. Effective interest rates range from 2.73% to 6.13% at June 30, 2013 and 3.32% to 6.13% at December 31, 2012.

(2) Weighted average remaining years until maturity as of June 30, 2013 and December 31, 2012, respectively.

Schedule Of Aggregate Principal Payments Of Mortgages

The following table summarizes the scheduled aggregate principal repayments subsequent to June 30, 2013 (amounts in thousands):

Year	Total
July 1, 2013 - December 31, 2013	$	74
2014	189
2015	13,767
2016	16,820
2017	169,768
Thereafter	69,300
Total	$	269,918

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Real Estate Investments (Tables)

6 Months Ended

Jun. 30, 2013

Real Estate [Abstract]

Schedule of Business Acquisitions, by Acquisition

The following table presents the allocation of the assets acquired during the periods presented (dollar amounts in thousands):

	Three Months Ended June 30,					Six Months Ended June 30,
	2013(1)		2012			2013(1)		2012
Real estate investments, at cost:
Land	$	206,282	$	57,161		$	256,463	$	84,268
Buildings, fixtures and improvements	521,765		219,869			709,374		372,933
Total tangible assets	728,047		277,030			965,837		457,201
Acquired intangibles:
In-place leases	76,986		36,927			107,213		61,175
Total assets acquired, net	805,033		313,957			1,073,050		518,376
OP Units issued to acquire real estate investments	—		(6,352		)	—		(6,352		)
Cash paid for acquired real estate investments	$	805,033	$	307,605		$	1,073,050	$	512,024
Number of properties acquired	433		116			481		170

_______________________________________________

(1) Excludes 47 properties comprised of $67.5 million of net investments subject to direct financing leases.

Business Acquisition, Pro Forma Information

The following table presents unaudited pro forma information as if the acquisitions during the three and six months endedJune 30, 2013 had been consummated on January 1, 2012. Additionally, the unaudited pro forma net loss attributable to stockholders was adjusted to exclude acquisition related expenses of $15.1 million and $7.8 million for the three months endedJune 30, 2013 and 2012, respectively, and merger and other transaction expenses of $4.7 million for the three months endedJune 30, 2013. The unaudited pro forma net loss attributable to stockholders was adjusted to exclude acquisition related expenses of $20.7 million and $12.6 million for the six months endedJune 30, 2013 and 2012, respectively, and merger and other transaction expenses of $142.4 million for the six months endedJune 30, 2013.

	Three Months Ended June 30,						Six Months Ended June 30,
(Amounts in thousands)	2013			2012			2013			2012
Pro forma revenues	$	56,941		$	27,019		$	113,882		$	59,136
Pro forma net loss attributable to stockholders	$	(30,458	)	$	(2,393	)	$	(18,929	)	$	(2,782	)

Schedule of Future Minimum Rental Payments for Operating Leases

The following table presents future minimum base rental cash payments due to the Company over the next five years and thereafter. These amounts exclude contingent rent payments, as applicable, that may be collected from certain tenants based on provisions related to sales thresholds and increases in annual rent based on exceeding certain economic indexes among other items (amounts in thousands):

	Future Minimum Base Rent Payments		Future Minimum Direct Financing Lease Payments(1)
July 1, 2013 - December 31, 2013	$	106,624	$	2,508
2014	210,551		5,105
2015	207,318		5,019
2016	202,300		4,971
2017	192,725		4,603
Thereafter	1,262,001		15,241
Total	$	2,181,519	$	37,447

_______________________________________________

(1) 47 properties are subject to direct financing leases and, therefore, for accounting purposes, revenue is recognized as direct financing lease income on the discounted cash flows of the lease payments. Amounts reflected are the cash rent on these respective properties.

Schedule of Future Minimum Lease Payments for Capital Leases

The components of the Company's net investment in direct financing leases are as follows (in thousands):

	June 30, 2013
Future minimum lease payments receivable	$	37,447
Unguaranteed residual value of property	48,751
Unearned income	(18,680		)
Net investment in direct financing leases	$	67,518

Schedule of Annualized Rental Income by Major Tenants

The following table lists the tenants of the Company whose annualized rental income on a straight-line basis represented greater than 10% of consolidated annualized rental income on a straight-line basis as of June 30, 2013 and 2012. Annualized rental income for net leases is rental income on a straight-line basis as of June 30, 2013, which includes the effect of tenant concessions such as free rent, as applicable.

	June 30,
Tenant	2013	2012
FedEx	*	19.9%
Citizens Bank	*	14.8%
Dollar General	*	14.4%
Walgreens	*	10.4%

_______________________________________________

* The tenants' annualized rental income was not greater than 10% of total consolidated annualized rental income for all portfolio properties as of the period specified.

Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas

The following table lists the states where the Company has concentrations of properties where annual rental income for properties in that state, on a straight-line basis represented greater than 10% of consolidated annualized rental income on a straight-line basis as of June 30, 2013 and 2012:

	June 30,
State	2013	2012
Missouri	*	10.7%
New York	*	10.5%

_______________________________________________

* The annualized rental income from the state was not greater than 10% of total consolidated annualized rental income for all portfolio properties as of the period specified.

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Fair Value of Financial Instruments (Fair Value, by Balance Sheet Grouping) (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other investments, at fair value	$ 9,920	$ 41,654
Derivative Asset	10,161	0
Derivatives, at fair value	10,161	0
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	1,186	3,830
Derivatives, at fair value	1,186	3,830
Fair Value, Inputs, Level 3 [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt Instrument, Fair Value Disclosure	869,918	389,722
Fair Value, Inputs, Level 3 [Member] | Estimate of Fair Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt Instrument, Fair Value Disclosure	871,645	395,660
Mortgages Notes Payable [Member] | Fair Value, Inputs, Level 3 [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt Instrument, Fair Value Disclosure	269,918	265,118
Mortgages Notes Payable [Member] | Fair Value, Inputs, Level 3 [Member] | Estimate of Fair Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt Instrument, Fair Value Disclosure	271,645	271,056
Senior Secured Credit Facility [Member] | Fair Value, Inputs, Level 3 [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt Instrument, Fair Value Disclosure	0	124,604
Senior Secured Credit Facility [Member] | Fair Value, Inputs, Level 3 [Member] | Estimate of Fair Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt Instrument, Fair Value Disclosure	0	124,604
Unsecured Debt [Member] | Fair Value, Inputs, Level 3 [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt Instrument, Fair Value Disclosure	600,000	0
Unsecured Debt [Member] | Fair Value, Inputs, Level 3 [Member] | Estimate of Fair Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt Instrument, Fair Value Disclosure	600,000	0
Equity Securities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other investments, at fair value	0
Equity Securities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other investments, at fair value	9,920
Equity Securities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other investments, at fair value	0
Equity Securities [Member] | Fair Value, Measurements, Recurring [Member] | Estimate of Fair Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other investments, at fair value	9,920
Interest Rate Swap [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Asset	0
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	0	0
Interest Rate Swap [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivatives, at fair value	(10,161)
Derivatives, at fair value	1,186	(3,830)
Interest Rate Swap [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Asset	0
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	0	0
Interest Rate Swap [Member] | Fair Value, Measurements, Recurring [Member] | Estimate of Fair Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Asset	(10,161)
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	(1,186)	(3,830)
Convertible Debt [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	(445,000)
Convertible Debt [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	0
Convertible Debt [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	0
Convertible Debt [Member] | Fair Value, Measurements, Recurring [Member] | Estimate of Fair Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	(445,000)
Contingent Valuation Rights [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	(31,134)
Contingent Valuation Rights [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	0
Contingent Valuation Rights [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	0
Contingent Valuation Rights [Member] | Fair Value, Measurements, Recurring [Member] | Estimate of Fair Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	(31,134)
Preferred Stock and Senior Notes [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other investments, at fair value		0
Preferred Stock and Senior Notes [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other investments, at fair value		0
Preferred Stock and Senior Notes [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other investments, at fair value		41,654
Preferred Stock and Senior Notes [Member] | Fair Value, Measurements, Recurring [Member] | Estimate of Fair Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other investments, at fair value		$ 41,654

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Commitments and Contingencies (Tables)

6 Months Ended

Jun. 30, 2013

Commitments and Contingencies Disclosure [Abstract]

Contractual Obligation, Fiscal Year Maturity Schedule

The following table reflects the minimum base rental cash payments due from the Company over the next five years and thereafter for ground lease arrangements (amounts in thousands):

	Future Minimum Base Rent Payments
July 1, 2013 - December 31, 2013	$	174
2014	348
2015	349
2016	349
2017	353
Thereafter	2,477
Total	$	4,050

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Summary of Significant Accounting Policies (Details) (USD $)	3 Months Ended
	Jun. 30, 2013		Jun. 07, 2013	Dec. 31, 2012
Class of Stock [Line Items]
Convertible preferred stock, issued	828,472			828,472
Limitation on the Issuance of Common Stock, Percent	19.90%
Common stock, Contingent Value Rights Issued			29,411,764
Common stock, issued	184,893,886			179,167,112
Series C Preferred Stock [Member]
Class of Stock [Line Items]
Convertible preferred stock, issued			28,398,213
Issuance of common stock	$ 445,000,000	[1]
Percent of liquidation preference	102.00%
Value of liquidation preference	$ 15.67
Contingent Value Right, Cash Payment, Amount	2.00
Convertible Preferred Stock, Terms of Conversion	15.67
Private Placement [Member]
Class of Stock [Line Items]
Preferred Stock, Contingent Value Rights Issued			28,400,000
Private Placement [Member]
Class of Stock [Line Items]
Contingent Value Right, Cash Payment, Amount	$ 1.50
Sale of Stock, Price Per Share			$ 15.47
Maximum amount of additional shares allowed to be issued [Member]
Class of Stock [Line Items]
Common stock, issued			3,300,000

[1] The Series C Convertible Preferred Stock is mandatorily redeemable or exchangeable for shares of common stock at the option of the Company within three business days following the earliest to occur of (A) the closing of the CapLease Merger (B) the first trading day following (a) an announcement that CapLease has accepted a competing offer (which did not occur within the time specified in the CapLease Merger Agreement) or (b) the CapLease Merger Agreement is otherwise terminated, and (C) December 31, 2013, the Company will have the option to: (I) convert all shares of Series C Convertible Preferred Stock into such number of shares of the Company’s common stock equal to the par value of the Series C Convertible Preferred Stock divided by the lowest of (i) a 2% discount to the VWAP of the Company’s common stock for the 10 prior trading days, (ii) a 2% discount to the closing price on such date and (iii) $15.67, as adjusted from time to time or (II) redeem all shares of the Company’s Series C Convertible Preferred Stock in cash at 120% of its par value. As of June 30, 2013, the Company is limited, without the approval of holders of the Company's common stock and Series C Convertible Preferred Stock to amend the Series C Articles Supplementary, to issuing no more than 3.3 million shares of common stock upon conversion of shares of Series C Convertible Preferred Stock due to limitations imposed by the articles supplementary for the Series C Convertible Preferred Stock. Therefore, upon the required conversion the Company will cancel any remaining Series C Convertible Preferred Stock in exchange for cash in lieu of common stock in an amount equal to the greater of the product of such number of excess shares into which the shares of Series C stock would have been convertible and (i) 120% of the liquidation preference, which is $15.67, as may be adjusted from time to time, and (ii) the Conversion Price valued at the one-day VWAP of the common stock on the applicable date.

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Derivatives and Hedging Activities (Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Derivative Instruments, Gain (Loss) [Line Items]
Designated derivatives, fair value adjustments	$ 14,017	$ (2,236)	$ 12,840	$ (2,839)
Unrealized loss on derivative instruments	(40)	0	(45)	0
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net			(45)	0
Interest Rate Swap [Member] | Cash Flow Hedging [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Designated derivatives, fair value adjustments	12,748	(2,485)	10,889	(3,174)
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	(23)	0	(23)	0
Interest Rate Swap [Member] | Interest Expense [Member] | Cash Flow Hedging [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax	$ (1,269)	$ (249)	$ (1,951)	$ (335)

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Convertible Preferred Stock (Tables)

6 Months Ended

Jun. 30, 2013

Convertible Preferred Stock [Abstract]

Schedule of Preferred Units

The Company has the following classes of convertible preferred stock outstanding at June 30, 2013:

Issue	Date Issued	Units	Gross Proceeds (In thousands)		Liquidation Preference		Dividend/Interest Rate
Shares classified as Equity:
Series A Convertible Preferred Stock(1)	May 11, 2012	545,454	$	6,000	$	11.00	$	0.77
Series B Convertible Preferred Stock(2)	July 24, 2012	283,018	3,000		10.60		0.74
Shares classified as Liabilities:
Series C Convertible Preferred Stock (3)	June 7, 2013	28,398,213	$	445,000	$	15.67	5.81		%

_______________________________________________

(1)The Series A Convertible Preferred Stock may be redeemed at the option of the Company in whole or in part after the issuance date at $11.00 per share.

(2)The Series B Convertible Preferred Stock may be redeemed at the option of the Company in whole or in part after the issuance date at $10.60 per share.

(3)The Series C Convertible Preferred Stock is mandatorily redeemable or exchangeable for shares of common stock at the option of the Company within three business days following the earliest to occur of (A) the closing of the CapLease Merger (B) the first trading day following (a) an announcement that CapLease has accepted a competing offer (which did not occur within the time specified in the CapLease Merger Agreement) or (b) the CapLease Merger Agreement is otherwise terminated, and (C) December 31, 2013, the Company will have the option to: (I) convert all shares of Series C Convertible Preferred Stock into such number of shares of the Company’s common stock equal to the par value of the Series C Convertible Preferred Stock divided by the lowest of (i) a 2% discount to the VWAP of the Company’s common stock for the 10 prior trading days, (ii) a 2% discount to the closing price on such date and (iii) $15.67, as adjusted from time to time or (II) redeem all shares of the Company’s Series C Convertible Preferred Stock in cash at 120% of its par value. As of June 30, 2013, the Company is limited, without the approval of holders of the Company's common stock and Series C Convertible Preferred Stock to amend the Series C Articles Supplementary, to issuing no more than 3.3 million shares of common stock upon conversion of shares of Series C Convertible Preferred Stock due to limitations imposed by the articles supplementary for the Series C Convertible Preferred Stock. Therefore, upon the required conversion the Company will cancel any remaining Series C Convertible Preferred Stock in exchange for cash in lieu of common stock in an amount equal to the greater of the product of such number of excess shares into which the shares of Series C stock would have been convertible and (i) 120% of the liquidation preference, which is $15.67, as may be adjusted from time to time, and (ii) the Conversion Price valued at the one-day VWAP of the common stock on the applicable date.

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Subsequent Events (Details) (USD $)	3 Months Ended				6 Months Ended						1 Months Ended			3 Months Ended
	Sep. 30, 2013	Jun. 30, 2013 property		Jun. 30, 2012 property	Jun. 30, 2013 property		Jun. 30, 2012 property	Jul. 29, 2013	Aug. 02, 2013 2013 Acquisitons [Member] property sqft	Aug. 02, 2013 Future Portfolio Acquisition [Member] property	Aug. 02, 2013 Property Acquisition [Member] property sqft	Aug. 02, 2013 Future Portfolio Acquisition [Member] tenant state sqft	Jun. 30, 2013 Total Portfolio, As of Document End Date [Member] property sqft	Sep. 30, 2013 Underwriter's Option to Purchase Addtional Notes, Proceeds [Member]	Sep. 30, 2013 Underwriter's Option to Purchase Addtional Notes, Proceeds [Member]
Subsequent Event [Line Items]
Proceeds from issuance of convertible obligations to Series C Convertible Preferred stockholders	$ 300,000,000				$ 445,000,000		$ 0							$ 30,000,000.0	$ 10,000,000
Debt Instrument, Interest Rate, Stated Percentage								3.00%
Number of Real Estate Properties									1,207	121			1,181
Number of Properties Acquired		433	[1]	116	481	[1]	170				26
Square feet of property									19,623,186				19,404,596
Square feet of acquired property											218,590	6,200,000.0
Real Estate Investment, Aggregate Purchase Price									2,964,321,000				2,939,004,000
Real Estate Investment Property, at Cost, Acquisitions											$ 25,317,000	$ 604,100,000.0
Occupancy Rate, Percent												100.00%
Real Estate Tenants, Number												16
Investment Grade Income, Percent												35.40%
Average Remaining Lease Life												13 years 9 months 18 days
Geographical Disclosure, Number of States with Real Estate Properties												30

[1] Excludes 47 properties comprised of $67.5 million of net investments subject to direct financing leases

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Mortgage Note Payable (Schedule of Mortgage Notes Payable) (Details) (USD $) In Thousands, unless otherwise specified				6 Months Ended		12 Months Ended
	Jun. 30, 2013	Feb. 14, 2013	Dec. 31, 2012	Jun. 30, 2013 Mortgages [Member]		Dec. 31, 2012 Mortgages [Member]		Jun. 30, 2013 Minimum [Member] Mortgages [Member]	Dec. 31, 2012 Minimum [Member] Mortgages [Member]	Jun. 30, 2013 Maximum [Member] Mortgages [Member]	Dec. 31, 2012 Maximum [Member] Mortgages [Member]
Mortgage Loans on Real Estate [Line Items]
Encumbered Properties				165		164
Outstanding Loan Amount	$ 269,918		$ 265,118	$ 269,918		$ 265,118
Debt, Weighted Average Interest Rate				4.25%	[1]	4.28%	[1]
Debt, Weighted Average Maturity Term				4 years 11 months 25 days	[2]	5 years 6 months 3 days	[2]
Effective interest rate		0.00%						2.73%	3.32%	6.13%	6.13%

[1] (1)Mortgage notes payable have fixed rates or are fixed by way of interest rate swap arrangements. Effective interest rates range from 2.73% to 6.13% at June 30, 2013 and 3.32% to 6.13% at December 31, 2012.

[2] (2)Weighted average remaining years until maturity as of June 30, 2013 and December 31, 2012, respectively.

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Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2013

Accounting Policies [Abstract]

New Accounting Pronouncements, Policy

Recent Accounting Pronouncements

In December 2011, the Financial Accounting Standards Board (“FASB”) issued guidance regarding disclosures about offsetting assets and liabilities, which requires entities to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The guidance is effective for fiscal years and interim periods beginning on or after January 1, 2013 with retrospective application for all comparative periods presented. The adoption of this guidance, which is related to disclosure only, did not have a material impact on the Company's consolidated financial position, results of operations or cash flows. Refer to Note 9 —Derivatives and Hedging Activities for the Company's disclosure of information about offsetting and related arrangements.

In July 2012, the FASB issued revised guidance intended to simplify how an entity tests indefinite-lived intangible assets for impairment. The amendments will allow an entity first to assess qualitative factors to determine whether it is necessary to perform a quantitative impairment test. An entity will no longer be required to calculate the fair value of an indefinite-lived intangible asset and perform the quantitative test unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. The amendments are effective for annual and interim indefinite-lived intangible asset impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption was permitted. The adoption of this guidance did not have a material impact on the Company's consolidated financial position, results of operations or cash flows.

In February 2013, the FASB issued guidance which requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. The guidance is effective for annual and interim periods beginning after December 15, 2012 with early adoption permitted. The adoption of this guidance, which is related to disclosure only, did not have a material impact on the Company's consolidated financial position, results of operations or cash flows. Refer to Note 9 —Derivatives and Hedging Activities for the Company's disclosure of the information about the amounts reclassified out of accumulated other comprehensive income by component.

In February 2013, the FASB issued new accounting guidance clarifying the accounting and disclosure requirements for obligations resulting from joint and several liability arrangements for which the total amount under the arrangement is fixed at the reporting date. The new guidance is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. The Company does not expect the adoption of this guidance to have a material impact on the Company's consolidated financial position, results of operations or cash flows.

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CONSOLIDATED STATEMENT OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013		Jun. 30, 2012
Net loss	$ (190,365)		$ (12,198)
Adjustments to reconcile net loss to net cash provided by operating activities:
Issuance of operating partnership units for ARCT III Merger and other transaction related expenses	108,247		0
Depreciation	42,491		8,676
Amortization of intangible lease assets	10,511		1,910
Amortization of deferred costs	3,409		619
Amortization of above-market lease asset	126		0
Loss (gain) on held for sale properties	(14)		405
Equity-based compensation	6,708		330
Unrealized loss on derivative instruments	45		0
Unrealized loss on contingent value rights obligations	31,134		0
Gain on sale of investments	(451)		0
Changes in assets and liabilities:
Prepaid expenses and other assets	(6,754)		(1,819)
Accounts payable and accrued expenses	(351)		1,721
Deferred rent and other liabilities	938		814
Net cash provided by operating activities	5,674		458
Cash flows from investing activities:
Investments in real estate and other assets	(1,073,050)	[1],[2]	(512,024)	[1],[2]
Investment in direct financing leases	(67,518)		0
Capital expenditures	(30)		0
Investments in other assets	(1,041)		0
Deposits for real estate investments	(665)		(600)
Payments for purchases of other investments	(12,000)		0
Proceeds from sale of investment securities	44,188		0
Net cash used in investing activities	(1,110,116)		(512,624)
Cash flows from financing activities:
Proceeds from mortgage notes payable	4,800		139,400
Proceeds from senior secured revolving credit facility	0		32,593
Payments on senior secured revolving credit facility	(124,604)		(107)
Proceeds from senior corporate credit facility	825,000		0
Payments on senior corporate credit facility	(225,000)		0
Payments of deferred financing costs	(25,318)		(9,334)
Advance from affiliate bridge loan	0		796
Payment of affiliate bridge loan	0		(796)
Common stock repurchases	(350,396)		(116)
Proceeds from issuances of preferred shares	0		6,000
Proceeds from issuance of convertible obligations to Series C Convertible Preferred stockholders	445,000		0
Proceeds from issuances of common stock	490,584		825,246
Payments of offering costs and fees related to stock issuances	(808)		(96,209)
Contributions from non-controlling interest holders	750		0
Distributions To Non-controlling Interest Holders	3,111		179
Distributions to non-controlling interest holders	(3,035)		0
Distributions paid	(74,867)		(8,343)
Advances from affiliates, net	0		(708)
Premium payment on interest rate cap	0		(13)
Restricted cash	(468)		(1,547)
Net cash provided by financing activities	958,527		886,683
Net change in cash and cash equivalents	(145,915)		374,517
Cash and cash equivalents, beginning of period	156,873		19,331
Cash and cash equivalents, end of period	10,958		393,848
Supplemental Disclosures:
Cash paid for interest	10,995		2,895
Cash paid for income taxes	354		59
Non-cash investing and financing activities:
OP units issued to acquire real estate investment	0	[2]	6,352
Common stock issued through distribution reinvestment plan	4,895		4,257
Reclassification of deferred offering costs	$ 0		$ 5,875

[1]

[2] Excludes 47 properties comprised of $67.5 million of net investments subject to direct financing leases

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Mergers and Acquisitions

6 Months Ended

Jun. 30, 2013

Merger Agreement [Abstract]

Mergers and Acquisitions

Mergers and Acquisitions

Completed Mergers and Significant Acquisitions

American Realty Capital Trust III Merger

On December 14, 2012, the Company entered into an Agreement and Plan of Merger (the “ARCT III Merger Agreement”) with ARCT III and certain subsidiaries of each company. The ARCT III Merger Agreement provided for the merger of ARCT III with and into a subsidiary of the Company (the “ARCT III Merger”). The ARCT III Merger was consummated on February 28, 2013.

Pursuant to the terms and subject to the conditions set forth in the ARCT III Merger Agreement, each outstanding share of common stock of ARCT III was converted into the right to receive (i) 0.95 of a share of the Company's common stock, (the “ARCT III Exchange Ratio”) or (ii) $12.00 in cash. In addition, each outstanding unit of equity ownership of the ARCT III OP was converted into the right to receive 0.95 of the same class of unit of equity ownership in the OP.

Upon the closing of the ARCT III Merger, on February 28, 2013, 29.2 million shares, or 16.5% of the then outstanding shares of ARCT III's common stock, were paid in cash at $12.00 per share, which is equivalent to 27.7 million shares of the Company's common stock based on the ARCT III Exchange Ratio. In addition, 148.1 million shares of ARCT III's common stock were converted to shares of the Company's common stock at the Exchange Ratio, resulting in an additional 140.7 million shares of the Company's common stock outstanding after the exchange.

Upon the consummation of the ARCT III Merger, American Realty Capital III Special Limited Partnership, LLC, the holder of the special limited partner interest in the ARCT III OP, was entitled to subordinated distributions of net sales proceeds from ARCT III OP which resulted in the issuance of units of limited partner interests in the ARCT III OP, when after applying the ARCT III Exchange Ratio, resulting in the issuance of an additional 7.3 million OP Units. The parties have agreed that such OP Units will be subject to a minimum one-year holding period from the date of issuance before being exchangeable into the Company's common stock.

Upon consummation of the ARCT III Merger, the vesting of the shares of the Company's and ARCT III's outstanding restricted stock was accelerated.

In connection with the ARCT III Merger, the Company also had entered into an agreement with the Sponsor and its affiliates to internalize certain functions performed by them prior to the ARCT III Merger, at no cost to the Company, including selected acquisition, accounting and portfolio management services (the “Internalization”). In connection with the Internalization, (i) the Company and its Sponsor terminated the acquisition and capital services agreement dated September 6, 2011, between the parties, which eliminated acquisition and financing fees payable by the Company and (ii) the Manager reduced asset management fees from an annualized 0.50% of the unadjusted book value of all of the Company's assets to (a) 0.50% for up to $3.0 billion of unadjusted book value of assets and (b) 0.40% of unadjusted book value of assets greater than $3.0 billion. In addition, the Company paid $4.1 million for certain furniture, fixtures, equipment, and $1.7 million for certain costs associated with the ARCT III Merger. The Company, the Sponsor and their affiliates are considered entities under common control, as such, the assets acquired from the Advisor were recorded by the Company at their carryover basis of $1.0 million.

Accounting Treatment of the ARCT III Merger

The Company and ARCT III, to the ARCT III Merger date, were considered to be entities under common control. Both entities' advisors were wholly owned subsidiaries of the Sponsor. The Sponsor and its related parties have significant ownership interests in the Company and had significant ownership of ARCT III through the ownership of shares of common stock and other equity interests. In addition, the advisors of both entities were contractually eligible to charge potential fees for their services to both of the companies including asset management fees, incentive fees and other fees and continue to charge fees to the Company. Due to the significance of these fees, the advisors and ultimately the Sponsor is determined to have a significant economic interest in both companies in addition to having the power to direct the activities of the companies through advisory/management agreements, which qualifies them as affiliated companies under common control in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). The acquisition of an entity under common control is accounted for on the carryover basis of accounting whereby the assets and liabilities of the companies are recorded upon the merger on the same basis as they were carried by the companies on the ARCT III Merger date. In addition, U.S. GAAP requires the Company to present historical financial information as if the entities were combined for each period presented, therefore all financial statements including the notes thereto are presented combining ARCP and ARCT III historical financial information.

Credit Facility

The Company and the OP are parties to a credit agreement, dated February 14, 2013, for a senior corporate credit facility (as amended, supplemented or otherwise modified from time to time, the (“Credit Facility”) with Wells Fargo Bank, National Association, as administrative agent, and the other lenders party thereto. The Company and the OP succeeded to the Credit Facility upon the consummation of the ARCT III Merger.

Additionally, upon consummation of the ARCT III Merger, two senior secured revolving credit facilities of up to $150.0 million in the aggregate were paid in full and terminated.

See Note 5 — Credit Facility for further description of the Credit Facility and repayments and terminations of facilities upon the consummation of the ARCT III Merger.

GE Capital Portfolio Acquisition

On June 27, 2013, the Company, through its OP, acquired from certain affiliates of GE Capital Corp., the equity interests in the entities that own a real estate portfolio comprised of 447 properties, which include three other revenue generating assets (the “GE Capital Portfolio”) for consideration of $774.0 million exclusive of closing costs; no liabilities were assumed. The 447 properties are subject to 400 property operating leases, which will be accounted for on the straight-line rent basis of accounting, and 47 direct financing leases, which are accounted for as a receivable at a discount to the remaining lease payments and estimated residual values of the related properties. Income on the direct financing leases are recorded using the effective interest method. In addition, the Company has recorded the fair value of the expected residual value of the property for property under direct financing leases, which will be periodically reevaluated.

Pending Mergers

CapLease, Inc. Merger

On May 28, 2013, the Company entered into an Agreement and Plan of Merger (the “CapLease Merger Agreement”) with CapLease, Inc., a Maryland corporation (“CapLease”), and certain subsidiaries of each company. The CapLease Merger Agreement provides for the merger of CapLease with and into a subsidiary of the Company (the “CapLease Merger”).

Pursuant to the terms and subject to the conditions set forth in the CapLease Merger Agreement, at the effective time of the CapLease Merger, each outstanding share of common stock of CapLease, other than shares owned by the Company, CapLease or any of their respective wholly owned subsidiaries, will be converted into the right to receive $8.50 in cash without interest. Each outstanding share of preferred stock of CapLease, other than shares owned by the Company, CapLease or any of their respective wholly owned subsidiaries, will be converted into the right to receive an amount in cash, without interest, equal to the sum of $25.00 plus all accrued and unpaid dividends on such shares of preferred stock. In addition, in connection with the merger of CapLease, LP with and into the OP (the “CapLease Partnership Merger”), each outstanding unit of equity ownership of the CapLease's operating partnership other than units owned by CapLease or any wholly owned subsidiary of CapLease will be converted into the right to receive $8.50 in cash, without interest. 

Upon consummation of the CapLease Merger, the vesting of the shares of the CapLease's outstanding restricted stock will be accelerated and become fully vested, and restricted stock and any outstanding performance shares will be fully earned and have the right to receive $8.50 per share.

The CapLease Merger is expected to close in the third or fourth quarter of 2013. However, as of the filing of this Quarterly Report on Form 10-Q, the consummation of the CapLease Merger has not yet occurred and, although the Company believes that the completion of the CapLease Merger is probable, the closing of the CapLease Merger is subject to a vote by the CapLease common stockholders and other customary conditions, and therefore there can be no assurance that the CapLease Merger will be consummated. Accordingly, the Company cannot assure that the CapLease Merger will be completed based on the terms of the CapLease Merger Agreement or at all.

American Realty Capital Trust IV Merger

On July 1, 2013, the Company entered into an Agreement and Plan of Merger (the “ARCT IV Merger Agreement”) with American Realty Capital Trust IV, Inc., a Maryland corporation (“ARCT IV”), and certain subsidiaries of each company. The ARCT IV Merger Agreement provides for the merger of ARCT IV with and into a subsidiary of the Company (the “ARCT IV Merger”).

Pursuant to the terms and subject to the conditions set forth in the ARCT IV Merger Agreement, at the effective time of the ARCT IV Merger, each outstanding share of common stock of ARCT IV will be converted into the right to receive (i) $30.00 in cash, but in no event will the aggregate consideration paid in cash be paid on more than 25% of the shares of ARCT IV's common stock issued and outstanding as of immediately prior to the closing of the ARCT IV Merger or, in the Company’s discretion, (ii) either (A) a number of shares of the Company common stock equal to the ARCT IV Exchange Ratio (as defined below) or (B) only if the Market Price (as defined below) is less than $14.94, 2.05 shares of the Company common stock and an amount in cash equal to the product obtained by multiplying the excess of the ARCT IV Exchange Ratio over 2.05 by the Market Price. “ARCT IV Exchange Ratio” means (1) if the volume weighted average closing sale price of a share of the Company common stock over the five (5) consecutive trading days on the NASDAQ Global Select Market ending on the trading day immediately prior to the closing date of the ARCT IV Merger, as reported in The Wall Street Journal (the “Market Price”), is equal to or greater than $14.94, then 2.05, and (2) if the Market Price is less than $14.94, then the quotient (rounded to the nearest one-hundredth) obtained by dividing $30.62 by the Market Price. If the aggregate elections for payment in cash exceed 25% of the number of shares of ARCT IV's common stock issued and outstanding as of immediately prior to the closing of the ARCT IV Merger, then the amount of cash consideration paid on cash elections will be reduced on a pro rata basis with the remaining consideration paid in Company common stock and cash, if applicable. In addition, each outstanding unit of equity ownership of the ARCT IV will be converted into the right to receive a number of OP Units equal to the ARCT IV Exchange Ratio. In addition, on the date of the ARCT IV Merger, all outstanding restricted common stock of ARCT IV date will become fully vested and exchanged for shares of Company common stock based on the ARCT IV Exchange Ratio.

In connection with the ARCT IV Merger, ARCT IV's external advisor has agreed to waive a portion of the real estate commissions contractually due to it from the Company upon the sale of properties in an amount equal to the lesser of (i) 2.0% of the sales price of the properties and (ii) one-half of the competitive real estate commissions if a third party broker is also involved. ARCT IV's external advisor and ARCT IV agreed that ARCT IV's external advisor will be entitled to a reduced real estate commission of $8.4 million.

The Company has also entered into an agreement to purchase certain assets from ARCT IV's external advisor and reimburse ARCT IV's external advisor for certain expenses related to the ARCT IV Merger totaling $5.8 million.

ARCT IV's external advisor will be entitled to subordinated distributions of net sales proceeds in an amount estimated to be approximately $65.2 million, assuming an implied price of ARCT IV's common stock of $30.47 per share in the ARCT IV Merger (which assumes that 75% of the ARCT IV's common stock is exchanged for shares of ARCP common stock, based on a per share price of $30.62 (representing the floor for stock consideration) and 25% of the ARCT IV's common stock is exchanged for cash). Such subordinated distributions of net sales proceeds will be payable in the form of equity units of ARCT IV that will automatically convert into OP Units upon consummation of the ARCT IV Merger and will be subject to a minimum one-year holding period from the date of issuance before being exchangeable into Company common stock. The actual amount of consideration to be paid for subordinated distributions of net sales proceeds will be based, in part, on the market price of Company common stock on the date of the ARCT IV Merger and will not be known until the ARCT IV Merger Agreement date.

Accounting Treatment for the ARCT IV Merger

The Company and ARCT IV are considered to be entities under common control. Both entities' advisors are wholly owned subsidiaries of the Sponsor. The Sponsor and its related parties have ownership interests in the Company and ARCT IV through the ownership of shares of common stock and other equity interests. In addition, the advisors of both entities are contractually eligible to charge potential fees for their services to both of the companies including asset management fees, incentive fees and other fees and will continue to charge fees to the Company following the ARCT IV Merger. Due to the significance of these fees, the advisors and ultimately the Sponsor is determined to have a significant economic interest in both companies in addition to having the power to direct the activities of the companies through advisory/management agreements, which qualifies them as affiliated companies under common control in accordance with U.S. GAAP. The acquisition of an entity under common control is accounted for on the carryover basis of accounting whereby the assets and liabilities of the companies are recorded upon the merger on the same basis as they were carried by the companies on the ARCT IV Merger date. In addition, U.S. GAAP requires the Company to present historical financial information as if the entities were combined for each period presented once the ARCT IV Merger is consummated.

The ARCT IV Merger is expected to close in the third or fourth quarter of 2013. However, as of the filing of this Quarterly Report on Form 10-Q, the consummation of the ARCT IV Merger has not yet occurred and, although the Company believes that the completion of the ARCT IV Merger is probable, the closing of the ARCT IV Merger is subject to a vote by the common stockholders of both ARCT IV and the Company and other customary conditions, and therefore there can be no assurance that the ARCT IV Merger will be consummated. Accordingly, the Company cannot assure that the ARCT IV Merger will be completed based on the terms of the ARCT IV Merger or at all.

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Credit Facilities

6 Months Ended

Jun. 30, 2013

Line of Credit Facility [Abstract]

Credit Facilities

Credit Facility

Credit Facility

The Company and the OP are parties to the Credit Facility with Wells Fargo, National Association, as administrative agent and other lenders party thereto. The Company and the OP succeeded to the Credit Facility upon the consummation of the ARCT III Merger.

At June 30, 2013, the Credit Facility has commitments of $1.45 billion. The Credit Facility has an accordion feature, which, if exercised in full, would allow the Company to increase borrowings under the Credit Facility to $2.5 billion, subject to additional lender commitments and borrowing base availability.

At June 30, 2013, the Credit Facility contains an $810.0 million term loan facility and a $640.0 million revolving credit facility. Loans under the Credit Facility are priced at the applicable rate (at the Company's election, either a floating interest rate based on one month LIBOR, determined on a daily basis) plus 1.60% to 2.20%, or a prime-based interest rate, based upon the Company’s current leverage. To the extent that the Company receives an investment grade credit rating as determined by a major credit rating agency, at the Company's election, advances under the Credit Facility will be priced at their applicable rate plus 0.90% to 1.75% and term loans will be priced at a floating interest rate of LIBOR plus 1.15% to 2.00%, based upon the Company’s then current investment grade credit rating. The Company may also make fixed rate borrowings under the Credit Facility.

As of August 6, 2013, additional commitments from lenders increased available borrowing under the Credit Facility to $1.7 billion, comprised of a $940.0 million term loan facility and a $760.0 million revolving credit facility.

The Credit Facility provides for monthly interest payments. In the event of a default, each lender has the right to terminate its obligations under the Credit Facility, and to accelerate the payment on any unpaid principal amount of all outstanding loans. The Company has guaranteed the obligations under the Credit Facility. The revolving credit facility will terminate on February 14, 2017, unless extended, to which the term loan facility will terminate on February 14, 2018. The Company may prepay borrowings under the Credit Facility and, to the extent that borrowings are unused under the revolving credit facility and the term loan facility, the Company incurs an unused fee of 0.15% to 0.25% per annum on the unused amount depending on the unused balance as a percentage of the total facility and the type of funding. The Credit Facility also requires the Company to maintain certain property available for collateral as a condition to funding.

As of June 30, 2013, there was $600.0 million outstanding on the Credit Facility, of which $85.0 million bore a floating interest rate of 1.95%, and $515.0 million was fixed at 2.80% through the use of derivative instruments, which are used to hedge against interest rate volatility. At June 30, 2013, there was up to $1.9 billion available to the Company for future borrowings, subject to borrowing availability.

The Credit Facility requires the maintenance of financial covenants, as well as restrictions on corporate guarantees, the maintenance of certain financial ratios (such as specified debt to equity and debt service coverage ratios) as well as the maintenance of a minimum net worth. At June 30, 2013, the Company was in compliance with the debt covenants under the Credit Facility.

Repayment of Previous Credit Facilities

On February 28, 2013, the Company repaid all of the outstanding borrowings under its previous senior secured revolving credit facility in the amount of $124.6 million, and the credit agreement for such facility was terminated. The average interest rate on the borrowings during the period the balance was outstanding was 3.11%. On February 14, 2013, simultaneous with entering into the Credit Facility, the Company terminated its secured credit facility agreement, which had been unused.

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Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2013

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

The consolidated financial statements of the Company included herein were prepared in conformity with U.S. GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The information furnished includes all adjustments and accruals of a normal recurring nature, which, in the opinion of management, are necessary for a fair presentation of results for the interim periods. The results of operations for the three and six months endedJune 30, 2013 are not necessarily indicative of the results for the entire year or any subsequent interim period.

These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2012 of the Company, which are included on Form 8-K/A filed with the Securities and Exchange Commission (“SEC”) on May 8, 2013. There have been no significant changes to these policies during the six months ended June 30, 2013, other than the updates described below.

Reclassification

Certain reclassifications have been made to the previously issued historical financial statements of the Company to conform to this presentation.

Investment in Direct Financing Leases

The Company has acquired certain properties that are subject to leases that qualify as direct financing leases in accordance with U.S. GAAP due to the significance of the lease payments from the inception of the leases compared to the fair value of the property. Investments in direct financing leases represent the fair value of the remaining lease payments on the leases and the estimated fair value of any expected residual property value at the end of the lease term. The fair value of the remaining lease payments is estimated using a discounted cash flow based on interest rates that would represent the Company's incremental borrowing rate for similar types of debt. The expected residual property value at the end of the lease term is estimated using market data and assessments of the remaining useful lives of the properties at the end of the lease terms, among other factors. Income from direct financing leases is calculated using the effective interest method over the remaining term of the lease.

Convertible Obligation to Series C Convertible Preferred Stockholders

On June 7, 2013, the Company issued 28.4 million shares of Series C Convertible Preferred Stock (the “Series C Convertible Preferred Stock”) for gross proceeds of $445.0 million. Due to an unconditional obligation to either redeem or convert the Series C Convertible Preferred Stock into a variable number of shares of common stock predominantly based on a fixed monetary amount, the preferred securities are classified as an obligation under U.S. GAAP and are presented on the consolidated balance sheet as a liability. In addition, without the approval of the holders of the Company's common stock and Series C Convertible Preferred Stock, to amend the Company's articles supplementary designating the Series C Convertible Preferred Stock (the “Series C Articles Supplementary”) and to permit the issuance of additional shares of common stock, the sum of the number of shares issued pursuant to the June 7, 2013 private placement of common stock and the conversion of Series C Convertible Preferred Stock may not exceed 19.9% of the number of shares of Company common stock outstanding immediately prior to the closing of the June 7, 2013 private placement. As a result the Company is limited, after consideration of the previously issued 29.4 million shares of common stock in the June 7, 2013 private placement, to the issuance of an additional 3.3 million shares of its common stock, with the balance of the Series C Convertible Preferred Stock to be cancelled in exchange for cash in lieu of such common stock in an amount equal to the greater of the product of such number of excess shares into which the shares of Series C Convertible Preferred Stock would have been convertible and (i) 102% of the liquidation preference, which is $15.67, as may be adjusted from time to time (the “Conversion Price”), and (ii) the Conversion Price valued at the one-day volume-weighted average trading price (“VWAP”) of the common stock on the applicable date. Therefore upon conversion, absent a shareholder vote permitting the issuance of common stock for the conversion, a portion of the shares can be converted to common stock and the remaining shares will be cancelled for cash at a premium as specified in the Series C Articles Supplementary. The preferred shares liability is recorded at fair value at June 30, 2013, which is considered to approximate the gross proceeds received. The preferred shares liability will be carried at fair value and adjusted on a quarterly basis.

Contingent Valuation Rights

In connection with the private placement transactions described above, on June 7, 2013, the Company issued to the common stock investors 29.4 million contingent value rights (“Common Stock CVR's”), and to the Series C Convertible Preferred Stock investors 28.4 million contingent value rights (“Preferred Stock CVR's”), which may entitle the holders of Common Stock CVR's to a cash payment of up to $1.50, equal to the difference of the $15.47 purchase price and the CVR Period VWAP, per Common Stock CVR and the holders of Preferred Stock CVR's to a cash payment of up to $2.00, equal to the difference between the Conversion Price of $15.67 and the CVR Period VWAP, per Preferred Stock CVR in the future depending on the future performance of the Company's common stock, subject to certain limits. Payments to the common and Series C Convertible Preferred contingent value rights holders will be based on a comparison of the issuance price of each class of security to the VWAP of the Company's common stock for 30 trading days beginning on thirtieth trading day after the issuance of the common stock on June 7, 2013 for the common stockholder, and for the Series C Convertible Preferred stockholders, the payment will be based on the VWAP of the Company's common stock for 30 trading days beginning on ninetieth trading day after the earliest to occur of: (i) the closing of the CapLease Merger; (ii) the trading day after (a) the date of an announcement that CapLease, Inc. has accepted a competing offer (which did not occur) or (b) the CapLease Merger is otherwise terminated; and (iii) December 31, 2013. Depending on the VWAP during the respective measurement periods described above, the amount to be paid out for the contingent value rights, if any, will not be known until the end of the measurement periods. The Company has recorded a liability for its obligations to settle the contingent value rights, at fair value. The Company has estimated the fair value of the contingent value rights at June 30, 2013, using the input of third-party valuation specialists and management's own judgment, based primarily on the volatility of the Company's historical stock prices, the effect of certain economic scenarios and the Company's stock price as of June 30, 2013. Changes in the fair value of the contingent valuation rights are recorded in the consolidated statement of operations and comprehensive loss as an unrealized gain or loss in the period incurred.

Contingent Rental Income

The Company owns certain properties that have associated leases that require the tenant to pay contingent rental income based on a percentage of the tenant's sales after the achievement of certain sales thresholds, which may be monthly, quarterly or annual targets. As a lessor, the Company defers the recognition of contingent rental income until the specified target that triggered the contingent rental income is achieved, or until such sales upon which percentage rent is based are known.

Non-Controlling Interests

As described in Note 1— Organization, certain affiliates and non-affiliated third parties have been issued OP Units. Holders of OP Units are considered to be non-controlling interest holders in the OP and their ownership interest is reflected as an addition to equity on the consolidated balance sheet. In addition, a portion of the earnings and losses of the OP are allocated to non-controlling interest holders based on their respective ownership percentage. Furthermore, upon conversion of OP Units to common stock, any gain or loss attributable to the OP Unit Holders is recorded as a component of equity.

Recent Accounting Pronouncements

In December 2011, the Financial Accounting Standards Board (“FASB”) issued guidance regarding disclosures about offsetting assets and liabilities, which requires entities to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The guidance is effective for fiscal years and interim periods beginning on or after January 1, 2013 with retrospective application for all comparative periods presented. The adoption of this guidance, which is related to disclosure only, did not have a material impact on the Company's consolidated financial position, results of operations or cash flows. Refer to Note 9 —Derivatives and Hedging Activities for the Company's disclosure of information about offsetting and related arrangements.

In July 2012, the FASB issued revised guidance intended to simplify how an entity tests indefinite-lived intangible assets for impairment. The amendments will allow an entity first to assess qualitative factors to determine whether it is necessary to perform a quantitative impairment test. An entity will no longer be required to calculate the fair value of an indefinite-lived intangible asset and perform the quantitative test unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. The amendments are effective for annual and interim indefinite-lived intangible asset impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption was permitted. The adoption of this guidance did not have a material impact on the Company's consolidated financial position, results of operations or cash flows.

In February 2013, the FASB issued guidance which requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. The guidance is effective for annual and interim periods beginning after December 15, 2012 with early adoption permitted. The adoption of this guidance, which is related to disclosure only, did not have a material impact on the Company's consolidated financial position, results of operations or cash flows. Refer to Note 9 —Derivatives and Hedging Activities for the Company's disclosure of the information about the amounts reclassified out of accumulated other comprehensive income by component.

In February 2013, the FASB issued new accounting guidance clarifying the accounting and disclosure requirements for obligations resulting from joint and several liability arrangements for which the total amount under the arrangement is fixed at the reporting date. The new guidance is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. The Company does not expect the adoption of this guidance to have a material impact on the Company's consolidated financial position, results of operations or cash flows.

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Real Estate Investments (Details) (USD $)	3 Months Ended				6 Months Ended					3 Months Ended			6 Months Ended													3 Months Ended	6 Months Ended		6 Months Ended
	Jun. 30, 2013 property		Jun. 30, 2012 property		Jun. 30, 2013 property		Jun. 30, 2012 property		Dec. 31, 2012	Jun. 30, 2013 Leases, Acquired-in-Place [Member]		Jun. 30, 2012 Leases, Acquired-in-Place [Member]	Jun. 30, 2013 Leases, Acquired-in-Place [Member]		Jun. 30, 2012 Leases, Acquired-in-Place [Member]	Jun. 30, 2012 MICHIGAN	Jun. 30, 2012 NEW YORK	Jun. 30, 2012 Dollar General [Member]	Jun. 30, 2012 Citizens Bank [Member]	Jun. 30, 2012 FedEx [Member]	Jun. 30, 2012 Walgreens [Member]	Jun. 30, 2013 Geographic Concentration Risk [Member]		Jun. 30, 2013 Customer Concentration Risk [Member]		Jun. 30, 2013 GE Capital Portfolio [Member]	Jun. 30, 2013 GE Capital Portfolio [Member] property	Jun. 27, 2013 GE Capital Portfolio [Member]	Jun. 30, 2013 Direct Financing Lease [Member] GE Capital Portfolio [Member] property
Entity Wide Revenue, Major State, Percentage																10.70%	10.50%
Business Acquisition, Purchase Price Allocation, Land Acquired in Period	$ 206,282,000	[1]	$ 57,161,000		$ 256,463,000	[1]	$ 84,268,000																			$ 193,100,000
Business Acquisition, Purchase Price Allocation, Buildings, Fixtures and Improvements Acquired in Period	521,765,000	[1]	219,869,000		709,374,000	[1]	372,933,000																			450,500,000
Business Acquisition, Purchase Price Allocation, Tangible Assets Acquired in Period	728,047,000	[1]	277,030,000		965,837,000	[1]	457,201,000
Business Acquisition, Purchase Price Allocation, Amortizable Intangible Assets Acquired in Period										76,986,000	[1]	36,927,000	107,213,000	[1]	61,175,000											62,900,000
Business Acquisition, Purchase Price Allocation, Assets Acquired in Period, Net	805,033,000	[1]	313,957,000		1,073,050,000	[1]	518,376,000
OP units issued to acquire real estate investment	0	[1]	(6,352,000)		0	[1]	(6,352,000)
Payments to Acquire Real Estate	805,033,000	[1],[2]	307,605,000	[1],[2]	1,073,050,000	[1],[2]	512,024,000	[1],[2]
Number of Properties Acquired	433	[1]	116		481	[1]	170																				447		47
Investment in direct financing leases, net	67,518,000				67,518,000				0
Real Estate Investment, Aggregate Purchase Price																												773,971,451.000
Real Estate Investment, Purchase Price Allocation, Direct Financing Leases																										67,500,000
Costs of Real Estate Services and Land Sales	15,144,000		7,814,000		20,726,000		12,599,000
Merger and other transaction related	4,680,000		20,000		142,449,000		20,000
Business Acquisition, Pro Forma Revenue	56,941,000		27,019,000		113,882,000		59,136,000
Business Acquisition, Pro Forma Net Income (Loss)	(30,458,000)		(2,393,000)		(18,929,000)		(2,782,000)
Future Minimum Payments, July 1, 2013 - December 31, 2013	106,624,000				106,624,000
Future MinimumDirect Financing Lease Payments, July 1, 2013 - December 31, 2013	2,508,000	[3]			2,508,000	[3]
Future Minimum Payments, 2014	210,551,000				210,551,000
Future Minimum Direct Financing Lease Payments, 2014	5,105,000	[3]			5,105,000	[3]
Future Minimum Payments, 2015	207,318,000				207,318,000
Future Minimum Direct Financing Lease Payments, 2015	5,019,000	[3]			5,019,000	[3]
Future Minimum Payments, 2016	202,300,000				202,300,000
Future Minimum Direct Financing Lease Payments, 2016	4,971,000	[3]			4,971,000	[3]
Future Minimum Payments, 2017	192,725,000				192,725,000
Future Minimum Direct Financing Lease Payments, 2017	4,603,000	[3]			4,603,000	[3]
Future Minimum Payments, Thereafter	1,262,001,000				1,262,001,000
Future Minimum Direct Financing Lease Payments, Thereafter	15,241,000	[3]			15,241,000	[3]
Future Minimum Payments, Total	2,181,519,000				2,181,519,000
Future Minimum Direct Financing Lease Payments, Total	37,447,000	[3]			37,447,000	[3]
Capital Leases, Net Investment in Direct Financing Leases, Unguaranteed Residual Values of Leased Property	48,751,000				48,751,000
Capital Leases, Net Investment in Direct Financing Leases, Deferred Income	$ (18,680,000)				$ (18,680,000)
Concentration Risk, Percentage																		14.40%	14.80%	19.90%	0.00%	10.00%	[4],[5]	10.00%	[4]

[1] Excludes 47 properties comprised of $67.5 million of net investments subject to direct financing leases

[2]

[3] 47 properties are subject to direct financing leases and, therefore, for accounting purposes, revenue is recognized as direct financing lease income on the discounted cash flows of the lease payments. Amounts reflected are the cash rent on these respective properties.

[4] The tenants' annualized rental income was not greater than 10% of total consolidated annualized rental income for all portfolio properties as of the period specified.

[5] * The annualized rental income from the state was not greater than 10% of total consolidated annualized rental income for all portfolio properties as of the period specified.

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Other Investments (Tables)

6 Months Ended

Jun. 30, 2013

Investments, All Other Investments [Abstract]

Schedule of Available-for-sale Securities Reconciliation

The following table details the unrealized gains and losses on investment securities as of June 30, 2013 and December 31, 2012 (amounts in thousands):

	Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Investments in real estate fund as of June 30, 2013	$	10,000	$	—	$	(80	)	$	9,920
Preferred securities as of December 31, 2012	$	41,747	$	223	$	(316	)	$	41,654

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Common Stock Common Stock (Tables)

6 Months Ended

Jun. 30, 2013

Equity [Abstract]

Schedule of Common Stock Offerings

The following are the Company's equity offerings of common stock during the six months endedJune 30, 2013 (dollar amounts in millions):

Type of offering	Closing Date	Number of Shares(1)	Gross Proceeds
Registered follow on offering	January 29, 2013	2,070,000	$	26.7
ATM	January 1 - June 30, 2013	553,300	8.9
Private placement offering	June 7, 2013	29,411,764	455.0
Total		32,035,064	$	490.6

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(1) Excludes 140.7 million shares of common stock that were issued to the stockholders of ARCT III's common stock in conjunction with the ARCT III Merger.

Schedule of Dividends Authorized and Paid

Dividend increase declaration date	Annualized dividend per share	Effective date
March 17, 2013	$0.91	June 8, 2013
May 28, 2013	$0.94	*

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* The dividend increase is contingent upon, and effective with, the earlier of the close of the ARCT IV Merger or the close of the CapLease Merger.

The annualized dividend rate at June 30, 2013 was $0.910 per share.

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Subsequent Events (Tables)

6 Months Ended

Jun. 30, 2013

Subsequent Events [Abstract]

Schedule of Subsequent Events

The following table presents certain information about the properties that the Company acquired from July 1, 2013 to August 2, 2013 (dollar amounts in thousands):

	No. of Buildings	Square Feet	Base Purchase Price (1)
Total Portfolio – June 30, 2013 (2)	1,181	19,404,596	$	2,939,004
Acquisitions	26	218,590	25,317
Total portfolio – August 2, 2013 (2)	1,207	19,623,186	$	2,964,321

____________________________

(1)Contract purchase price, excluding acquisition and transaction related costs.

(2) Total portfolio excludes one vacant property contributed in September 2011 which was classified as held for sale at June 30, 2013.

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Commitments and Contingencies Future Obligations (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013
Unrecorded Unconditional Purchase Obligation [Line Items]
July 1, 2013 - December 31, 2013	$ 174
2014	348
2015	349
2016	349
2017	353
Thereafter	2,477
Total	$ 4,050

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Derivatives and Hedging Activities (Schedule of Derivative Instruments in Statement of Financial Position, Fair Value) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended	12 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Derivatives, Fair Value [Line Items]
Gross Amounts of Recognized Assets	$ 10,161	$ 0
Gross Amounts of Recognized Liabilities	(1,186)	(3,830)
Derivative Asset, Fair Value, Amount Offset Against Collateral	0	0
Net Amounts of Liabilities Presented in the Consolidated Balance Sheet	(1,186)	(3,830)
Financial Instruments	0	0
Cash Collateral Received	0	0
Derivative, Fair Value, Net	8,975	(3,830)
Interest Rate Swap [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Derivatives, Fair Value [Line Items]
Gross Amounts of Recognized Assets	(10,161)
Gross Amounts of Recognized Liabilities	$ (1,186)	$ 3,830

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Other Investments (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended			3 Months Ended	12 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012	Jun. 30, 2013 Class of Stock [Domain]	Dec. 31, 2012 Debt Securities [Member]
Investment [Line Items]
Available-for-sale Debt Securities, Amortized Cost Basis						$ 10,000	$ 41,747
Available-for-sale Securities, Gross Unrealized Gains						0	223
Available-for-sale Securities, Gross Unrealized Losses						(80)	(316)
Other investments, at fair value	9,920		9,920		41,654	9,920	41,654
Gain on sale of investment securities	$ 0	$ 0	$ 451	$ 0

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CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Jun. 30, 2013	Dec. 31, 2012
Convertible preferred stock, par value	$ 0.01	$ 0.01
Convertible preferred stock, shares authorized	100,000,000	100,000,000
Convertible preferred stock, issued	828,472	828,472
Convertible preferred stock, outstanding	828,472	828,472
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	240,000,000	240,000,000
Common stock, issued	184,893,886	179,167,112
Common stock, outstanding	184,893,886	179,167,112

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Fair Value of Financial Instruments

6 Months Ended

Jun. 30, 2013

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

Fair Value of Financial Instruments

The Company determines fair value based on quoted prices when available or through the use of alternative approaches, such as discounting the expected cash flows using market interest rates commensurate with the credit quality and duration of the investment. The guidance defines three levels of inputs that may be used to measure fair value:

Level 1 — Quoted prices in active markets for identical assets and liabilities that the reporting entity has the ability to access at the measurement date.

Level 2 — Inputs other than quoted prices included within Level 1 that are observable for the asset and liability or can be corroborated with observable market data for substantially the entire contractual term of the asset or liability.

Level 3 — Unobservable inputs that reflect the entity’s own assumptions about the assumptions that market participants would use in the pricing of the asset or liability and are consequently not based on market activity, but rather through particular valuation techniques.

The determination of where an asset or liability falls in the hierarchy requires significant judgment and considers factors specific to the asset or liability. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company evaluates its hierarchy disclosures each quarter and depending on various factors, it is possible that an asset or liability may be classified differently from quarter to quarter. However, the Company expects that changes in classifications between levels will be rare.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with those derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties. However, as of June 30, 2013, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of the Company’s derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. The Company’s interest rate cap derivative measured at fair value on a recurring basis as of June 30, 2013 was zero and was classified in Level 2 of the fair value hierarchy.

The valuation of derivative instruments is determined using a discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, as well as observable market-based inputs, including interest rate curves and implied volatilities. In addition, credit valuation adjustments, are incorporated into the fair values to account for the Company’s potential nonperformance risk and the performance risk of the counterparties.

The Company's investments in funds and preferred units trade in active markets or are comprised of securities that trade in active markets and therefore, due to the availability of quoted market prices in active markets are classified these investments as Level 2 in the fair value hierarchy.

The following table presents information about the Company’s assets and liabilities (including derivatives that are presented net) measured at fair value on a recurring basis as of June 30, 2013 and December 31, 2012, aggregated by the level in the fair value hierarchy within which those instruments fall (amounts in thousands):

	Quoted Prices in Active Markets Level 1		Significant Other Observable Inputs Level 2			Significant Unobservable Inputs Level 3			Total
June 30, 2013:
Fund investments	$	—	$	9,920		$	—		$	9,920
Interest rate swap assets	—		10,161			—			10,161
Interest rate swap liabilities	—		(1,186		)	—			(1,186		)
Convertible obligation to Series C Convertible Preferred stockholders	—		—			(445,000		)	(445,000		)
Contingent value rights obligation to preferred and common investors	—		—			(31,134		)	(31,134		)
December 31, 2012:
Preferred securities	$	41,654	$	—		$	—		$	41,654
Interest rate swaps	—		(3,830		)	—			(3,830		)

A review of the fair value hierarchy classification is conducted on a quarterly basis. Changes in the type of inputs may result in a reclassification for certain assets. There were no transfers between Level 1 and Level 2 or Level 3 of the fair value hierarchy during the six months endedJune 30, 2013.

The following is a reconciliation of the beginning and ending balance for the changes in instruments with level 3 inputs in the fair value hierarchy for the three and six months ended June 30, 2013:

	Contingent value rights obligation to preferred and common investors			Convertible obligation to Series C Convertible Preferred stockholders			Total
Beginning balance	$	—		$	—		$	—
Fair value at issuance	—			(445,000		)	(445,000		)
Fair value adjustment	(31,134		)	—			(31,134		)
Ending balance	$	(31,134	)	$	(445,000	)	$	(476,134	)

The fair value of the contingent value rights obligations were estimated by a third party using a Monte Carlo simulation technique to estimate the future value of the Company's common stock price based partially upon observable inputs such as historical volatility and risk free interest rates. The fair value of the convertible obligation to the Series C Convertible Preferred stockholders was based primarily upon the results of the valuation of the contingent value rights estimate of the future value of the Company's common stock and managements intention of obtaining a shareholder vote permitting the conversion of the Series C Convertible Preferred Stock to shares of common stock.

The Company is required to disclose the fair value of financial instruments for which it is practicable to estimate that value. The fair value of short-term financial instruments such as cash and cash equivalents, due to affiliates and accounts payable approximate their carrying value on the accompanying consolidated balance sheets due to their short-term nature.

The fair values of the Company’s financial instruments that are not reported at fair value on the consolidated balance sheets are reported below (amounts in thousands):

		Carrying Amount at		Fair Value at		Carrying Amount at		Fair Value at
	Level	June 30, 2013		June 30, 2013		December 31, 2012		December 31, 2012
Mortgage notes payable	3	$	269,918	$	271,645	$	265,118	$	271,056
Senior secured revolving credit facility	3	—		—		124,604		124,604
Senior corporate credit facility	3	600,000		600,000		—		—
Total		$	869,918	$	871,645	$	389,722	$	395,660

The fair value of mortgage notes payable are obtained by calculating the present value at current market rates. The terms of the senior secured revolving credit facility, the terms of the senior corporate credit facility, and the Company's level ratio are considered commensurate with the market, as such the outstanding balance on the facility approximates fair value.

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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (USD $)	Total	Convertible Preferred Stock [Member]	Common Stock [Member]	Additional Paid-In Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit	Total Stock-holders' Equity	Non-Controlling Interests	Stockholders' Equity, Total
Balance, par value at Dec. 31, 2012	$ 1,792,000		$ 1,792,000
Balance at Dec. 31, 2012	1,548,159,000			1,653,900,000	(3,934,000)	(120,072,000)	1,531,694,000	16,465,000	1,548,159,000
Balance, par value at Dec. 31, 2012	8,000	8,000
Balance, (in shares) at Dec. 31, 2012		828,472	179,167,112
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock (in shares)			32,035,064
Issuance of common stock			320,000	490,264,000			490,584,000	(5,800,000)	490,584,000
Stock Issued During Period, Shares, Conversion of Units			599,233
Stock Issued During Period, Value, OP Units Converted to Shares			6,000	5,794,000
Common stock issued through distribution reinvestment plan (in shares)			489,000
Common stock issued through distribution reinvestment plan	4,895,000		5,000	4,890,000			4,895,000		4,895,000
Common stock repurchases (in shares)			(27,739,523)
Common stock repurchases			(277,000)	(350,119,000)			(350,396,000)		(350,396,000)
Offering costs, commissions and dealer manager fees				(3,260,000)			(3,260,000)		(3,260,000)
Equity-based compensation (in shares)			343,000
Equity-based compensation			0	0			0	3,682,000	3,682,000
Amortization of restricted shares				3,026,000			3,026,000		3,026,000
Consideration paid for assets of Manager in excess of carryover basis				(3,035,000)			(3,035,000)		(3,035,000)
Distributions Declared						(69,817,000)	(69,817,000)		(69,817,000)
Issuance of operating partnership units								108,247,000	108,247,000
Contributions from non-controlling interest holders	0							750,000	750,000
Distributions to non-controlling interest holders								(3,111,000)	(3,111,000)
Net loss	(190,365,000)							(752,000)	(190,365,000)
Net Income (Loss) Attributable to Parent	(189,613,000)					(189,613,000)	(189,613,000)
Other comprehensive income					12,853,000		12,853,000		12,853,000
Balance, par value at Jun. 30, 2013	1,846,000		1,846,000
Balance at Jun. 30, 2013	1,552,212,000			1,801,460,000	8,919,000	(379,502,000)	1,432,731,000	119,481,000	1,552,212,000
Balance, par value at Jun. 30, 2013	$ 8,000	$ 8,000
Balance, (in shares) at Jun. 30, 2013		828,472	184,893,886

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Related Party Transactions and Arrangements (Schedule of Offering Costs Reimbursements to Related Parties) (Details) (Manager [Member], ARC Properties Advisors, LLC [Member], Fees and Expense Reimbursement, Stock Offering [Member], USD $)	3 Months Ended		6 Months Ended			12 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013 Payable [Member]	Dec. 31, 2012 Payable [Member]
Schedule of Offering Costs Reimbursements to Related Parties [Line Items]
Related Party Transaction, Expenses from Transactions with Related Party	$ 499,000	$ 12,869,000	$ 1,114,000	$ 20,231,000	$ 100,000	$ 0

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CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Real estate investments, at cost:
Land	$ 504,562	$ 249,541
Buildings, fixtures and improvements	2,043,270	1,336,726
Acquired intangible lease assets	318,488	212,223
Total real estate investments, at cost	2,866,320	1,798,490
Less: accumulated depreciation and amortization	(108,765)	(56,110)
Total real estate investments, net	2,757,555	1,742,380
Cash and cash equivalents	10,958	156,873
Investment in direct financing leases, net	67,518	0
Other investments, at fair value	9,920	41,654
Derivatives, at fair value	10,161	0
Derivative Asset	10,161	0
Restricted cash	1,576	1,108
Prepaid expenses and other assets	14,626	7,416
Deferred costs, net	38,443	15,356
Assets held for sale	6,028	665
Total assets	2,916,785	1,965,452
LIABILITIES AND EQUITY
Mortgage notes payable	269,918	265,118
Senior secured revolving credit facility	0	124,604
Senior corporate credit facility	600,000	0
Convertible obligation to Series C Convertible Preferred stockholders	445,000	0
Contingent value rights obligation to preferred and common investors, at fair value	31,134	0
Derivatives, at fair value	1,186	3,830
Accounts payable and accrued expenses	12,060	9,459
Deferred rent and other liabilities	5,274	4,336
Distributions payable	1	9,946
Total liabilities	1,364,573	417,293
Convertible preferred stock, $0.01 par value, 100,000,000 shares authorized, 828,472 shares issued and outstanding at June 30, 2013 and December 31, 2012, respectively	8	8
Common stock, $0.01 par value, 240,000,000 shares authorized, 184,893,886 and 179,167,112 issued and outstanding at June 30, 2013 and December 31, 2012, respectively	1,846	1,792
Additional paid-in capital	1,801,460	1,653,900
Accumulated other comprehensive income (loss)	8,919	(3,934)
Accumulated deficit	(379,502)	(120,072)
Total stockholders’ equity	1,432,731	1,531,694
Non-controlling interests	119,481	16,465
Total equity	1,552,212	1,548,159
Total liabilities and equity	$ 2,916,785	$ 1,965,452

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Derivatives and Hedging Activities Accumulated Other Comprehensive Income Activity (Details) (Investment Income [Member], USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Investment Income [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax	$ 0	$ 0	$ 93	$ 0

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Fair Value of Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2013

Fair Value Disclosures [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The following table presents information about the Company’s assets and liabilities (including derivatives that are presented net) measured at fair value on a recurring basis as of June 30, 2013 and December 31, 2012, aggregated by the level in the fair value hierarchy within which those instruments fall (amounts in thousands):

	Quoted Prices in Active Markets Level 1		Significant Other Observable Inputs Level 2			Significant Unobservable Inputs Level 3			Total
June 30, 2013:
Fund investments	$	—	$	9,920		$	—		$	9,920
Interest rate swap assets	—		10,161			—			10,161
Interest rate swap liabilities	—		(1,186		)	—			(1,186		)
Convertible obligation to Series C Convertible Preferred stockholders	—		—			(445,000		)	(445,000		)
Contingent value rights obligation to preferred and common investors	—		—			(31,134		)	(31,134		)
December 31, 2012:
Preferred securities	$	41,654	$	—		$	—		$	41,654
Interest rate swaps	—		(3,830		)	—			(3,830		)

Fair Value, by Balance Sheet Grouping

The fair values of the Company’s financial instruments that are not reported at fair value on the consolidated balance sheets are reported below (amounts in thousands):

		Carrying Amount at		Fair Value at		Carrying Amount at		Fair Value at
	Level	June 30, 2013		June 30, 2013		December 31, 2012		December 31, 2012
Mortgage notes payable	3	$	269,918	$	271,645	$	265,118	$	271,056
Senior secured revolving credit facility	3	—		—		124,604		124,604
Senior corporate credit facility	3	600,000		600,000		—		—
Total		$	869,918	$	871,645	$	389,722	$	395,660

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Discontinued Operations and Properties Held for Sale

6 Months Ended

Jun. 30, 2013

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations and Properties Held for Sale

Discontinued Operations and Properties Held for Sale

The Company separately classifies properties held for sale in the accompanying consolidated balance sheets and operating results for those properties as discontinued operations in the accompanying consolidated statements of operations and comprehensive loss. In the normal course of business, changes in the market or changes in credit risk of certain tenants, among other factors, may compel the Company to decide to classify a property as held for sale or reclassify a property that is designated as held for sale back to held for investment. In these situations, the property is transferred to held for sale or back to held for investment at the lesser of fair value or depreciated cost. As of June 30, 2013 and December 31, 2012, the Company held two properties (one vacant and one occupied) and one vacant property, respectively, classified as held for sale on the accompanying respective consolidated balance sheets. The occupied property classified as held for sale generated approximately $0.5 million of cash flow from rental income for the twelve months ended June 30, 2013.

Disposition of Asset Held for Sale

On March 5, 2013, the Company executed a purchase and sale agreement to sell a Citizens Bank branch in Worth, IL classified as held for sale as of June 30, 2013. The sale price of the asset is $0.7 million in cash, which approximates the carrying value of the property.

On July 17, 2013, the Company executed a letter of intent to sell a Shaw's Supermarket in Plymouth, MA classified as held for sale as of June 30, 2013. The sale price of the asset is $6.3 million in cash, which is $0.9 million greater than the carrying value of the property.

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Mortgage Note Payable (Schedule Of Aggregate Future Principal Payments On Mortgage Notes Payable) (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013
Mortgage Loans on Real Estate [Line Items]
Total	$ 269,918
Mortgages [Member]
Mortgage Loans on Real Estate [Line Items]
April 1, 2013 - December 31, 2013	74
2014	189
2015	13,767
2016	16,820
2017	169,768
Thereafter	$ 69,300

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Share-Based Compensation (Details) (USD $)	3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended			3 Months Ended	6 Months Ended		2 Months Ended	3 Months Ended	6 Months Ended	12 Months Ended		6 Months Ended		3 Months Ended	6 Months Ended		6 Months Ended		6 Months Ended		6 Months Ended		0 Months Ended	36 Months Ended															25 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013 Restricted Stock [Member]	Jun. 30, 2012 Restricted Stock [Member]	Jun. 30, 2013 Restricted Stock [Member]	Jun. 30, 2012 Restricted Stock [Member]	Jun. 30, 2013 Compensation expense, accelerated vesting portion [Member] Restricted Stock [Member]	Jun. 30, 2013 2013 Advisor Multi-Year Outperformance Agreement (OPP) [Domain]	Jun. 30, 2013 2013 Advisor Multi-Year Outperformance Agreement (OPP) [Domain]	Jun. 30, 2013 Restricted Stock [Member] Restricted Share Plan [Member] Manager [Member]	Feb. 28, 2013 Restricted Stock [Member] Restricted Share Plan [Member] ARC Properties Advisors, LLC [Member] Manager [Member]	Sep. 30, 2013 Restricted Stock [Member] Restricted Share Plan [Member] ARC Properties Advisors, LLC [Member] Manager [Member]	Jun. 30, 2013 Restricted Stock [Member] Restricted Share Plan [Member] ARC Properties Advisors, LLC [Member] Manager [Member]	Dec. 31, 2012 Restricted Stock [Member] Restricted Share Plan [Member] ARC Properties Advisors, LLC [Member] Manager [Member]	Dec. 31, 2012 Restricted Stock [Member] Restricted Share Plan [Member]	Jun. 30, 2013 Restricted Stock [Member] Director Stock Plan [Member]	Sep. 30, 2012 Restricted Stock [Member] Director Stock Plan [Member]	Sep. 30, 2013 Restricted Common Stock [Member] Restricted Share Plan [Member]	Jun. 30, 2013 Restricted Common Stock [Member] Restricted Share Plan [Member]	Dec. 31, 2012 Restricted Common Stock [Member] Restricted Share Plan [Member]	Jun. 30, 2013 Restricted Common Stock [Member] Director Stock Plan [Member]	Dec. 31, 2012 Restricted Common Stock [Member] Director Stock Plan [Member]	Jun. 30, 2013 Restricted Unvested Common Stock [Member] Restricted Share Plan [Member]	Dec. 31, 2012 Restricted Unvested Common Stock [Member] Restricted Share Plan [Member]	Jun. 30, 2013 Restricted Unvested Common Stock [Member] Director Stock Plan [Member]	Dec. 31, 2012 Restricted Unvested Common Stock [Member] Director Stock Plan [Member]	Feb. 28, 2013 Performance Shares [Member] Outperformance Plan [Member]	Dec. 15, 2015 Performance Shares [Member] Outperformance Plan [Member]	Jun. 30, 2013 Performance Shares [Member] Outperformance Plan [Member]	Feb. 28, 2013 Excess Return, Above Threshold [Member] Absolute Component [Member] Performance Shares [Member] Outperformance Plan [Member]	Feb. 28, 2013 Excess Return, Above Threshold [Member] Absolute Component [Member] Performance Shares [Member] Outperformance Plan [Member] Maximum [Member]	Feb. 28, 2013 Excess Return, Above Peer Group [Member] Relative Component [Member] Performance Shares [Member] Outperformance Plan [Member]	Feb. 28, 2013 Cumulative Return, Above Threshold [Member] Relative Component [Member] Performance Shares [Member] Outperformance Plan [Member]	Feb. 28, 2013 Cumulative Return, Above Threshold [Member] Relative Component [Member] Performance Shares [Member] Outperformance Plan [Member] Maximum [Member]	Feb. 28, 2013 Cumulative Return, Above Threshold [Member] Relative Component [Member] Performance Shares [Member] Outperformance Plan [Member] Minimum [Member]	Feb. 28, 2013 Cumulative Return, Above Threshold [Member] Relative Component, Linear Interpolation [Member] Performance Shares [Member] Outperformance Plan [Member] Maximum [Member]	Feb. 28, 2013 Cumulative Return, Equal to Threshold [Member] Relative Component [Member] Performance Shares [Member] Outperformance Plan [Member]	Feb. 28, 2013 Cumulative Return, Equal to Threshold [Member] Relative Component, Linear Interpolation [Member] Performance Shares [Member] Outperformance Plan [Member] Minimum [Member]	Feb. 28, 2013 Cumulative Return, Below Threshold [Member] Relative Component [Member] Performance Shares [Member] Outperformance Plan [Member]	Feb. 28, 2013 Equity Market Capitalization [Member] Performance Shares [Member] Outperformance Plan [Member]	Feb. 28, 2013 Equity Market Capitalization [Member] Performance Shares [Member] Outperformance Plan [Member] Maximum [Member]	Feb. 28, 2013 Stockholder's Book Equity [Member] Performance Shares [Member]	Jan. 15, 2018 OP Units [Member] Outperformance Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum authorized amount as a percentage of shares authorized												10.00%
Shares issued in lieu of cash for services, in shares																167,400
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period													325,000	300,000	325,000								18,000		325,000		18,000		8,241,101
Restricted share vesting period																		5 years
Share-based Compensation Arrangement by Share-based Payment Award, Periodic Vesting Percentage																			20.00%
Number of shares authorized, in shares																		99,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Automatic Grant																	3,000
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number																		18,000			584,909	259,909	48,300	30,300	325,000	186,403		27,930
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price																					$ 12.95	$ 11.84	$ 12.13	$ 10.68	$ 13.83	$ 11.62	$ 14.58	$ 10.58
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price																				$ 14.80	$ 13.88				$ 13.83		$ 14.58
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period																									(186,403)		(27,930)
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value																									$ (11.62)		$ (10.58)
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period																					0		0		0		0
Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price																					$ 0.00		$ 0.00		$ 0.00		$ 0.00
Equity-based compensation	$ 3,454,000	$ 178,000	$ 4,330,000	$ 324,000	$ 200,000	$ 200,000	$ 600,000	$ 400,000	$ 2,200,000
Share-based Compensation Arrangement by Share-based Payment Award, Percentage of Market Capitalization Threshold																																4.00%		4.00%								5.00%
Share-based Compensation Arrangement by Share-based Payment Award, Shares Awarded as a Percentage of Maximum																																			100.00%				50.00%		0.00%
Share-based Compensation Arrangement by Share-based Payment Award, Return Percentage Threshold																																7.00%	21.00%			18.00%	6.00%	6.00%	0.00%	0.00%
Equity Capitalization, Including Portion Attributable to Noncontrolling Interest, Aggregate Gross Capitalization																																												2,100,000,000
Share-based Compensation Arrangement by Share-based Payment Award, Performance Period																														3 years
Share-based Compensation Arrangement by Share-based Payment Award, Shares Authorized, Percentage of Benchmark, Shares Committed Annually																																											1.25%
Share-based Compensation Arrangement by Share-based Payment Award, Shares Authorized, Percentage of Benchmark, Potential Share Commitment																																											3.00%
Share-based Compensation Arrangement by Share-based Payment Award, Shares Allocated as a Percentage of Shares Authorized																															100.00%
Percentage of Shares Allowable to be Converted, Percentage																																													33.30%
Equity-based compensation			$ 6,708,000	$ 330,000						$ 3,100,000	$ 3,700,000

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Mergers and Acquisitions (Details) (USD $)	3 Months Ended			6 Months Ended						0 Months Ended	3 Months Ended						6 Months Ended		6 Months Ended				0 Months Ended		3 Months Ended					0 Months Ended		3 Months Ended		0 Months Ended	3 Months Ended
	Jun. 30, 2013 property		Jun. 30, 2012 property	Jun. 30, 2013 property		Jun. 30, 2012 property	Sep. 30, 2013	Feb. 28, 2013	Dec. 31, 2012	Feb. 28, 2013 ARCT III Merger [Member]	Sep. 30, 2013 ARCT IV / ARCP Merger [Member]	Feb. 28, 2013 Line of Credit [Member] Revolving Credit Facility [Member]	Jun. 30, 2013 Common Stock [Member]	Feb. 28, 2013 Furniture and Fixtures [Member] ARCT III Merger [Member]	Feb. 28, 2013 Other Assets [Member] ARCT III Merger [Member]	Sep. 30, 2013 Other Assets [Member] ARCT IV / ARCP Merger [Member]	Jun. 30, 2013 GE Capital Portfolio [Member] property	Jun. 27, 2013 GE Capital Portfolio [Member]	Jun. 30, 2013 GE Capital Portfolio [Member] Property Subject to Operating Lease [Member] property	Jun. 30, 2013 GE Capital Portfolio [Member] Direct Financing Lease [Member] property	Sep. 30, 2013 ARCT IV Exchange Ratio plus Cash [Member] Maximum [Member]	Feb. 28, 2013 Common Stock [Member] Option One [Member] ARCP Merger [Member]	Feb. 28, 2013 Cash [Member] Option Two [Member] ARCP Merger [Member]	Feb. 28, 2013 Cash [Member] Option Two [Member] ARCP shares converted from ARCT III shares [Member]	Sep. 30, 2013 Cash [Member] Option Two [Member] ARCT IV / ARCP Merger [Member]	Sep. 30, 2013 Cash [Member] Preferred Stock [Member] CapLease [Member]	Sep. 30, 2013 Cash [Member] OP Units [Member] CapLease [Member]	Sep. 30, 2013 Cash [Member] Common Stock [Member] CapLease [Member]	Sep. 30, 2013 Cash [Member] Restricted Stock [Member] CapLease [Member]	Feb. 28, 2013 ARCP [Member] ARCP Merger [Member]	Feb. 28, 2013 ARCP [Member] ARCT III Merger [Member]	Sep. 30, 2013 ARCP [Member] ARCT IV / ARCP Merger [Member]	Feb. 28, 2013 ARCP [Member] Maximum [Member] ARCT III Merger [Member]	Feb. 28, 2013 American Realty Capital III Special Limited Partnership, LLC [Member] Post-Conversion [Member] Common Stock [Member] Entity Wholly Owned by Sponsor [Member] ARCP Merger [Member]	Sep. 30, 2013 American Realty Capital III Special Limited Partnership, LLC [Member] Post-Conversion [Member] Common Stock [Member] Entity Wholly Owned by Sponsor [Member] ARCT IV / ARCP Merger [Member]	Sep. 30, 2013 Selling Commission [Member] ARCT IV / ARCP Merger [Member]
Business Acquisition [Line Items]
Convertible stock issued during period, shares																														0.95		2.05
Convertible stock issued during period, value																							$ 12.00		$ 30.00	$ 25.00	$ 8.50	$ 8.50	$ 8.50
Shares, Outstanding																						148,113,788.5	29,200,000	27,700,000
Percentage of shares outstanding																							16.50%
Common stock, issued	184,893,886			184,893,886					179,167,112				32,035,064									140,700,000
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest, Issuance of Units																																		7,300,000
Asset Management Fee Percentage, Option 1																															0.50%
Asset Management Fee Percentage, Option 2										0.40%
Unadjusted Book Value of Assets																																	$ 3,000,000,000
Furniture and Fixtures, Gross														4,100,000
Merger Expenses Agreed To															1,700,000	5,800,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment								1,000,000
Debt to be Extinguished Upon Consummation of Merger												150,000,000
Number of Properties Acquired	433	[1]	116	481	[1]	170											447		400	47
Real Estate Investment, Aggregate Purchase Price																		773,971,451.000
Consideration Paid in Cash, percent											25.00%
Share Price																					$ 14.94
ARCT IV Common Stock Floor for stock consideration, price							30.62
Related Party Transaction, Real Estate Selling Commissions, Percentage																																				2.00%
Related Party Transaction, Amounts of Transaction																																				8,400,000
ARCT IV Implied price of common stock, amount							30.47
Consideration Paid in Stock, percent											75.00%
Subordinated Distributions of Net Sale Proceeds																																			$ 65,200,000

[1] Excludes 47 properties comprised of $67.5 million of net investments subject to direct financing leases

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Related Party Transactions and Arrangements (Tables)

6 Months Ended

Jun. 30, 2013

Related Party Transactions [Abstract]

Schedule of Selling Commissions and Dealer Manager Fees Payable to Affiliate

The following table details the results of such activities related to RCS, which are recorded as offering costs on the consolidated statement of changes in equity (amounts in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,				Payable as of
	2013		2012		2013		2012		June 30, 2013		December 31, 2012
Total commissions and fees paid to RCS	$	—	$	57,914	$	—	$	79,791	$	—	$	—

Schedule Of Offering Costs Reimbursements to Related Party

The following table details the results of such activities related to offering and other significant transactions costs reimbursed to the Manager, the ARCT III Advisor and RCS (amounts in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,				Payable as of
	2013		2012		2013		2012		June 30, 2013		December 31, 2012
Offering expense and other significant transactions reimbursements	$	499	$	12,869	$	1,114	$	20,231	$	100	$	—

Schedule of Amount Contractually Due and Forgiven in Connection With Operation Related Services

The following table details amounts incurred by the Company or ARCT III and contractually due to the Sponsor, ARCT III Advisor or the Manager and forgiven in connection with the operations related services described above (amounts in thousands):

	Three Months Ended June 30,								Six Months Ended June 30,								Payable as of
	2013				2012				2013				2012				June 30, 2013		December 31, 2012
	Incurred		Forgiven		Incurred		Forgiven		Incurred		Forgiven		Incurred		Forgiven
One-time fees:
Acquisition fees (1)	$	510	$	—	$	3,138	$	—	$	3,104	$	—	$	5,183	$	—	$	—	$	364
Financing fees and related cost reimbursements	—		—		601		—		7,500		—		1,259		—		—		—
Other expense reimbursements	6,545		—		2,396		—		8,317		—		3,913		—		—		18
On-going fees:
Base management fees (2)	2,000		2,000		966		966		4,654		2,370		1,447		1,235		—		—
Transfer agent fees	77		—		—		—		190		—		—		—		23		—
Property management and leasing fees (2)	—		—		148		148		799		799		211		211		—		—
Total operational fees and reimbursements	$	9,132	$	2,000	$	7,249	$	1,114	$	24,564	$	3,169	$	12,013	$	1,446	$	23	$	382

Schedule of General and Administrative Expenses Absorbed by Affiliate

The following table details general and administrative expenses absorbed by the Sponsor and the ARCT III Advisor and paid to the Company or ARCT III during the three and six months endedJune 30, 2013 (amounts in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,				Receivable as of
	2013		2012		2013		2012		June 30, 2013		December 31, 2012
General and administrative expenses absorbed	$	—	$	80	$	—	$	164	$	—	$	—

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Net Loss Per Share (Tables)

6 Months Ended

Jun. 30, 2013

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The following is a summary of the basic and diluted net loss per share computation for the three and six months endedJune 30, 2013 and 2012 (amounts in thousands, expect for shares and per share data):  

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net loss from continuing operations attributable to stockholders	$	(51,713	)	$	(6,918	)	$	(189,686	)	$	(11,624	)
Less: dividends declared on preferred shares	(158		)	(70		)	(315		)	(70		)
Net loss from continuing operations attributable to common stockholders	(51,871		)	(6,988		)	(190,001		)	(11,694		)
Net income (loss) from discontinued operations attributable to common stockholders	34			(152		)	73			(474		)
Net loss attributable to common stockholders	$	(51,837	)	$	(7,140	)	$	(189,928	)	$	(12,168	)
Weighted average common shares outstanding (1)	162,368,538			68,312,582			157,904,082			45,961,046
Basic and diluted net loss per share from continuing operations attributable to common stockholders	$	(0.32	)	$	(0.10	)	$	(1.20	)	$	(0.25	)
Basic and diluted net loss per share from discontinued operations attributable to common stockholders	$	—		$	—		$	—		$	(0.01	)
Basic and diluted net loss per share attributable to common stockholders	$	(0.32	)	$	(0.10	)	$	(1.20	)	$	(0.26	)

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(1) Weighted average shares for the six months ended June 30, 2013 are adjusted on a pro forma basis as if the purchase of 27.7 million shares of ARCT III common stock for cash, purchased in conjunction with the ARCT III Merger, had been completed at the beginning of the period. Weighted average shares for the six months endedJune 30, 2013, excluding this pro forma adjustment, were 166,694,122 and net loss per share was $1.14 per share, basic and diluted.

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Other Investments

6 Months Ended

Jun. 30, 2013

Investments, All Other Investments [Abstract]

Other Investments

Other Investments

The following table details the unrealized gains and losses on investment securities as of June 30, 2013 and December 31, 2012 (amounts in thousands):

	Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Investments in real estate fund as of June 30, 2013	$	10,000	$	—	$	(80	)	$	9,920
Preferred securities as of December 31, 2012	$	41,747	$	223	$	(316	)	$	41,654

At June 30, 2013, the Company had investments in a real estate fund, which was invested primarily in equity securities of other publicly traded REITS.

At December 31, 2012, the Company had investments in redeemable preferred stock and senior notes, accounted for as debt securities, with a fair value of $41.7 million. These investment securities were sold during the six months endedJune 30, 2013, resulting in a gain on sale of investments of $0.5 million.

Investments are considered available-for-sale securities and therefore increases or decreases in the fair value of these investments are recorded in accumulated other comprehensive income as a component of equity on the consolidated balance sheets unless the securities are considered to be permanently impaired at which time the losses are reclassified to expense.

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Discontinued Operations and Properties Held for Sale (Details) (USD $)	3 Months Ended	6 Months Ended
	Sep. 30, 2013	Jun. 30, 2013 property
Long Lived Assets Held-for-sale [Line Items]
Number of Real Estate Properties		2
Disposal Group, Including Discontinued Operation, Revenue		$ 500,000
Proceeds from Sale of Property Held-for-sale	6,300,000.0	700,000
Gain (Loss) on Sale of Assets and Asset Impairment Charges	$ 900,000
Occupied [Member]
Long Lived Assets Held-for-sale [Line Items]
Number of Real Estate Properties		1
Vacant [Member]
Long Lived Assets Held-for-sale [Line Items]
Number of Real Estate Properties		1

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Derivatives and Hedging Activities (Tables)

6 Months Ended

Jun. 30, 2013

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Interest Rate Derivatives

As of June 30, 2013, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk (dollar amounts in thousands):

Interest Rate Derivative	Number of Instruments	Notional Amount
Interest rate swaps	10	$	667,590

As of December 31, 2012, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk (dollar amounts in thousands):

Interest Rate Derivative	Number of Instruments	Notional Amount
Interest rate swaps	7	$	152,590
Interest rate cap	1	50,000
Total	8	$	202,590

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value

The table below presents the fair value of the Company's derivative financial instruments as well as their classification on the Balance Sheet as of June 30, 2013 and December 31, 2012 (dollar amounts in thousands):

Derivatives Designated as Hedging Instruments	Balance Sheet Location	June 30, 2013			December 31, 2012
Interest rate products	Derivative assets, at fair value	$	10,161		$	—
Interest rate products	Derivative liabilities, at fair value	$	(1,186	)	$	(3,830	)

Derivative Instruments and Hedging Activities Disclosure

The table below details the location in the financial statements of the gain or loss recognized on interest rate derivatives designated as cash flow hedges for the three and six months ended June 30, 2013 and 2012, respectively (amounts in thousands).

	Three Months Ended June 30,						Six Months Ended June 30,
Derivatives in Cash Flow Hedging Relationships	2013			2012			2013			2012
Amount of gain (loss) recognized in accumulated other comprehensive income on interest rate derivatives (effective portion)	$	12,748		$	(2,485	)	$	10,889		$	(3,174	)
Amount of gain (loss) reclassified from accumulated other comprehensive income into income as interest expense (effective portion)	$	(1,269	)	$	(249	)	$	(1,951	)	$	(335	)
Amount of gain (loss) recognized in income on derivative (ineffective portion, reclassifications of missed forecasted transactions and amounts excluded from effectiveness testing)	$	(23	)	$	—		$	(23	)	$	—

Net Amounts of Offsetting Derivative Liabilities Presented in the Consolidated Balance Sheet

The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company's derivatives as of June 30, 2013 and December 31, 2012. The net amounts of derivative assets or liabilities can be reconciled to the tabular disclosure of fair value. The tabular disclosure of fair value provides the location that derivative assets and liabilities are presented on the consolidated balance sheets.

Offsetting of Derivative Assets and Liabilities
	Gross Amounts of Recognized Assets		Gross Amounts of Recognized Liabilities			Gross Amounts Offset in the Consolidated Balance Sheet		Net Amounts of Assets Presented in the Consolidated Balance Sheet		Net Amounts of Liabilities Presented in the Consolidated Balance Sheet			Financial Instruments		Cash Collateral Received		Net Amount
June 30, 2013	$	10,161	$	(1,186	)	$	—	$	10,161	$	(1,186	)	$	—	$	—	$	8,975
December 31, 2012	$	—	$	(3,830	)	$	—	$	—	$	(3,830	)	$	—	$	—	$	(3,830	)

Schedule of Amounts Recognized in Other Comprehensive Income (Loss)

The following table details reclassification adjustments out of AOCI and the corresponding effect on net income for the three and six months endedJune 30, 2013 and 2012 (amount in thousands):

AOCI Component	Amount Reclassified from AOCI												Affected Line Items in the Consolidated Statements of Operations and Comprehensive Loss
	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Unrealized loss on investment securities, net	$	—		$	—		$	93		$	—		Gain on sale of investment securities
Designated derivatives, fair value adjustment	(1,269		)	(249		)	(1,951		)	(335		)	Interest expense

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Credit Facilities (Details) (USD $)	6 Months Ended										3 Months Ended
	Jun. 30, 2013	Aug. 06, 2013	Feb. 14, 2013	Dec. 31, 2012	Feb. 14, 2013 Unsecured Debt [Member]	Aug. 06, 2013 Term Loan [Member]	Jun. 30, 2013 Term Loan [Member]	Aug. 06, 2013 Revolving Credit Facility [Member]	Jun. 30, 2013 Revolving Credit Facility [Member]	Mar. 18, 2013 Additional Funding Agreement Terms [Member] Unsecured Debt [Member]	Jun. 30, 2013 Minimum [Member]	Jun. 30, 2013 Maximum [Member]	Jun. 30, 2013 External Credit Rating, Non Investment Grade [Member] Minimum [Member]	Jun. 30, 2013 External Credit Rating, Non Investment Grade [Member] Maximum [Member]	Jun. 30, 2013 Term Loan [Member] External Credit Rating, Investment Grade [Member] Minimum [Member]	Jun. 30, 2013 Term Loan [Member] External Credit Rating, Investment Grade [Member] Maximum [Member]	Jun. 30, 2013 Revolving Credit Facility [Member] External Credit Rating, Investment Grade [Member] Minimum [Member]	Jun. 30, 2013 Revolving Credit Facility [Member] External Credit Rating, Investment Grade [Member] Maximum [Member]	Jun. 30, 2013 Variable Interest Rate [Member] Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity	$ 1,900,000,000	$ 1,700,000,000			$ 1,450,000,000	$ 940,000,000	$ 810,000,000	$ 760,000,000	$ 640,000,000	$ 2,500,000,000									$ 85,000,000
Debt Instrument, Basis Spread on Variable Rate													1.60%	2.20%	1.15%	2.00%	0.90%	1.75%
Line of Credit Facility, Commitment Fee Percentage											0.15%	0.25%
Senior corporate credit facility	600,000,000			0
Debt Instrument, Interest Rate, Stated Percentage	1.95%
Line of Credit Facility, Amount Bearing Fixed Interest Rate, Amount	515,000,000
Line of Credit, Amount Bearing Fixed Interest Rate, Percentage	2.80%
Senior secured revolving credit facility	$ 0			$ 124,604,000
Effective interest rate			0.00%

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Convertible Preferred Stock

6 Months Ended

Jun. 30, 2013

Convertible Preferred Stock [Abstract]

Convertible Preferred Stock

Convertible Preferred Stock

The Company has the following classes of convertible preferred stock outstanding at June 30, 2013:

Issue	Date Issued	Units	Gross Proceeds (In thousands)		Liquidation Preference		Dividend/Interest Rate
Shares classified as Equity:
Series A Convertible Preferred Stock(1)	May 11, 2012	545,454	$	6,000	$	11.00	$	0.77
Series B Convertible Preferred Stock(2)	July 24, 2012	283,018	3,000		10.60		0.74
Shares classified as Liabilities:
Series C Convertible Preferred Stock (3)	June 7, 2013	28,398,213	$	445,000	$	15.67	5.81		%

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(1)The Series A Convertible Preferred Stock may be redeemed at the option of the Company in whole or in part after the issuance date at $11.00 per share.

(2)The Series B Convertible Preferred Stock may be redeemed at the option of the Company in whole or in part after the issuance date at $10.60 per share.

(3)The Series C Convertible Preferred Stock is mandatorily redeemable or exchangeable for shares of common stock at the option of the Company within three business days following the earliest to occur of (A) the closing of the CapLease Merger (B) the first trading day following (a) an announcement that CapLease has accepted a competing offer (which did not occur within the time specified in the CapLease Merger Agreement) or (b) the CapLease Merger Agreement is otherwise terminated, and (C) December 31, 2013, the Company will have the option to: (I) convert all shares of Series C Convertible Preferred Stock into such number of shares of the Company’s common stock equal to the par value of the Series C Convertible Preferred Stock divided by the lowest of (i) a 2% discount to the VWAP of the Company’s common stock for the 10 prior trading days, (ii) a 2% discount to the closing price on such date and (iii) $15.67, as adjusted from time to time or (II) redeem all shares of the Company’s Series C Convertible Preferred Stock in cash at 120% of its par value. As of June 30, 2013, the Company is limited, without the approval of holders of the Company's common stock and Series C Convertible Preferred Stock to amend the Series C Articles Supplementary, to issuing no more than 3.3 million shares of common stock upon conversion of shares of Series C Convertible Preferred Stock due to limitations imposed by the articles supplementary for the Series C Convertible Preferred Stock. Therefore, upon the required conversion the Company will cancel any remaining Series C Convertible Preferred Stock in exchange for cash in lieu of common stock in an amount equal to the greater of the product of such number of excess shares into which the shares of Series C stock would have been convertible and (i) 120% of the liquidation preference, which is $15.67, as may be adjusted from time to time, and (ii) the Conversion Price valued at the one-day VWAP of the common stock on the applicable date.

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Mortgage Note Payable

6 Months Ended

Jun. 30, 2013

Mortgage Notes Payable [Abstract]

Mortgage Notes Payable

Mortgage Notes Payable

The Company’s mortgage notes payable consist of the following as of June 30, 2013 and December 31, 2012 (dollar amounts in thousands):

	Encumbered Properties	Outstanding Loan Amount		Weighted Average Effective Interest Rate (1)		Weighted Average Maturity (2)
June 30, 2013	165	$	269,918	4.25	%	4.99
December 31, 2012	164	$	265,118	4.28	%	5.51

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(1) Mortgage notes payable have fixed rates or are fixed by way of interest rate swap arrangements. Effective interest rates range from 2.73% to 6.13% at June 30, 2013 and 3.32% to 6.13% at December 31, 2012.

(2) Weighted average remaining years until maturity as of June 30, 2013 and December 31, 2012, respectively.

The following table summarizes the scheduled aggregate principal repayments subsequent to June 30, 2013 (amounts in thousands):

Year	Total
July 1, 2013 - December 31, 2013	$	74
2014	189
2015	13,767
2016	16,820
2017	169,768
Thereafter	69,300
Total	$	269,918

The Company’s mortgage loan agreements generally require the maintenance of financial covenants, as well as restrictions on corporate guarantees, and the maintenance of certain financial ratios (such as specified debt to equity and debt service coverage ratios). As of June 30, 2013, the Company was in compliance with the debt covenants under the mortgage loan agreements.

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Organization

6 Months Ended

Jun. 30, 2013

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization

Organization

American Realty Capital Properties, Inc. (the “Company”), is a Maryland corporation incorporated on December 2, 2010 that qualified as a real estate investment trust for U.S. federal income tax purposes beginning in the taxable year ended December 31, 2011. On September 6, 2011, the Company completed its initial public offering (the “IPO”) and its shares of common stock began trading on the NASDAQ Capital Market under the symbol “ARCP” on September 7, 2011. On February 28, 2013, the Company's common stock was transferred to the NASDAQ Global Select Market (“NASDAQ”) in connection with the closing of the Company's acquisition of ARCT III (as defined below).

The Company acquires, owns and operates single-tenant, freestanding commercial real estate properties. The Company has acquired a combination of long-term and medium-term leases and intends to continue to acquire properties with approximately 70% long-term leases and 30% medium-term leases, with an average portfolio remaining lease term of approximately 10 to 12 years. The Company considers properties that are leased on a “medium-term” basis to mean properties originally leased long-term (ten years or longer) that currently have a primary remaining lease duration of generally three to eight years, on average. The Company expects this investment strategy to develop growth potential from below market leases. Additionally, the Company owns a portfolio that uniquely combines properties with stable income from high credit quality tenants, and properties that have substantial future growth potential.

The Company advanced its investment objectives by growing its net lease portfolio through key mergers and acquisitions. On February 28, 2013, the Company merged with American Realty Capital Trust III, Inc., a Maryland Corporation (“ARCT III”). On May 28, 2013, the Company entered into an agreement and plan of merger with CapLease, Inc. (NYSE: LSE). On June 27, 2013, the Company closed the acquisition of 447 properties from certain affiliates of GE Capital Corp. Additionally, on July 1, 2013, the Company entered into an agreement and plan of merger with American Reality Capital Trust IV, Inc. See Note 2 —Mergers and Acquisitions.

Substantially all of the Company's business is conducted through ARC Properties Operating Partnership, L.P., a Delaware limited partnership (the “OP”). The Company is the sole general partner and holder of 95.3% of the equity interest in the OP as of June 30, 2013. Certain affiliates of the Company and certain unaffiliated investors are limited partners and owners of 4.3% and 0.4%, respectively, of the equity interest in the OP. After holding units of limited partner interests in the OP (“OP Units”) for a period of one year, holders of OP Units have the right to convert OP Units for the cash value of a corresponding number of shares of the Company's common stock or, at the option of the OP, a corresponding number of shares of the Company's common stock, as allowed by the limited partnership agreement of the OP. The remaining rights of the holders of OP Units are limited, however, and do not include the ability to replace the general partner or to approve the sale, purchase or refinancing of the OP’s assets.

The Company has retained ARC Properties Advisors, LLC (the “Manager”), a wholly owned subsidiary of AR Capital, LLC, (the “Sponsor”), to manage its affairs on a day to day basis and, as a result, is generally externally managed. Prior to the ARCT III Merger (as defined below), the Company had no employees. In connection with the ARCT III Merger, the Company internalized certain functions performed for it by the Sponsor and its affiliates prior to the ARCT III Merger, including selected acquisition, accounting and portfolio management services and, as a result, the Company currently employs eight individuals performing such functions. ARCT III was previously externally managed by American Realty Capital Advisors III, LLC (the “ARCT III Advisor”). These affiliated parties, including the Manager, RCS Advisory Services, LLC, ARC Advisory Services, LLC, American National Stock Transfer, LLC, RCS Capital, the investment income and capital markets division of Realty Capital Securities, LLC, and Realty Capital Securities, LLC, in its capacity as dealer manager (“RCS” or the “Dealer Manager”), entities which are under common ownership with the Sponsor, have performed services for the Company and ARCT III, in exchange for which they have received compensation, fees and expense reimbursements, and will continue to receive compensation, fees and expense reimbursements for providing on-going investment oversight and management services to the Company.

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Convertible Preferred Stock (Details) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		1 Months Ended				0 Months Ended				0 Months Ended		3 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	May 31, 2012 Series A Preferred Stock [Member]		Jun. 30, 2013 Series A Preferred Stock [Member]		Jul. 24, 2012 Series B Preferred Stock [Member]		Jun. 30, 2013 Series B Preferred Stock [Member]		Jul. 24, 2012 Series C Preferred Stock [Member]		Jun. 30, 2013 Series C Preferred Stock [Member]
Class of Stock [Line Items]
Convertible preferred stock, outstanding	828,472	828,472			545,454	[1]			283,018	[2]			28,398,213	[3]
Proceeds from Issuance of stock			$ 6,000	[1]			$ 3,000	[2]					$ 445,000	[3]
Liquidation Preferences					$ 11.00	[1]			$ 10.60	[2]			$ 15.67	[3]
Annualized rate of dividend (per share)			$ 0.77	[1]			$ 0.74	[2]
Redemption price per share			$ 11.00
Fair Value Inputs, Discount Rate	2.00%
Value of liquidation preference													$ 15.67
Premium on par value of stock	120.00%
Preferred Stock, Dividend Rate, Percentage											5.81%	[3]

[1] The Series A Convertible Preferred Stock may be redeemed at the option of the Company in whole or in part after the issuance date at $11.00 per share.

[2] The Series B Convertible Preferred Stock may be redeemed at the option of the Company in whole or in part after the issuance date at $10.60 per share.

[3] The Series C Convertible Preferred Stock is mandatorily redeemable or exchangeable for shares of common stock at the option of the Company within three business days following the earliest to occur of (A) the closing of the CapLease Merger (B) the first trading day following (a) an announcement that CapLease has accepted a competing offer (which did not occur within the time specified in the CapLease Merger Agreement) or (b) the CapLease Merger Agreement is otherwise terminated, and (C) December 31, 2013, the Company will have the option to: (I) convert all shares of Series C Convertible Preferred Stock into such number of shares of the Company’s common stock equal to the par value of the Series C Convertible Preferred Stock divided by the lowest of (i) a 2% discount to the VWAP of the Company’s common stock for the 10 prior trading days, (ii) a 2% discount to the closing price on such date and (iii) $15.67, as adjusted from time to time or (II) redeem all shares of the Company’s Series C Convertible Preferred Stock in cash at 120% of its par value. As of June 30, 2013, the Company is limited, without the approval of holders of the Company's common stock and Series C Convertible Preferred Stock to amend the Series C Articles Supplementary, to issuing no more than 3.3 million shares of common stock upon conversion of shares of Series C Convertible Preferred Stock due to limitations imposed by the articles supplementary for the Series C Convertible Preferred Stock. Therefore, upon the required conversion the Company will cancel any remaining Series C Convertible Preferred Stock in exchange for cash in lieu of common stock in an amount equal to the greater of the product of such number of excess shares into which the shares of Series C stock would have been convertible and (i) 120% of the liquidation preference, which is $15.67, as may be adjusted from time to time, and (ii) the Conversion Price valued at the one-day VWAP of the common stock on the applicable date.

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Derivatives and Hedging Activities (Details) (USD $)	6 Months Ended		12 Months Ended
	Jun. 30, 2013	Jun. 30, 2013 Cash Flow Hedging [Member] Interest Rate Swap [Member] Designated as Hedging Instrument [Member]	Jun. 30, 2014 Cash Flow Hedging [Member] Interest Rate Swap [Member] Designated as Hedging Instrument [Member] Interest Expense [Member]
Derivatives, Fair Value [Line Items]
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred			$ 4,300,000
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax	27,000
Assets Needed for Immediate Settlement, Aggregate Fair Value		$ 1,300,000

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Share-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2013

Share-based Compensation [Abstract]

Schedule of Share-based Compensation, Activity

The following tables detail the restricted shares activity within the Equity Plan, Director Stock Plan and RSP during the three and six months endedJune 30, 2013:

Restricted Share Awards

	Equity Plan			RSP & Director Stock Plan
	Number of Restricted Common Shares	Weighted-Average Issue Price		Number of Restricted Common Shares	Weighted-Average Issue Price
Awarded December 31, 2012	259,909	$	11.84	30,300	$	10.68
Granted	325,000	13.88		18,000	14.58
Forfeited	—	—		—	—
Awarded June 30, 2013	584,909	$	12.95	48,300	$	12.13

Unvested Restricted Shares

	Equity Share Plan					RSP & Director Stock Plan
	Number of Restricted Common Shares		Weighted-Average Issue Price			Number of Restricted Common Shares		Weighted-Average Issue Price
Unvested, December 31, 2012	186,403		$	11.62		27,930		$	10.58
Granted	325,000		13.83			18,000		14.58
Vested	(186,403	)	(11.62		)	(27,930	)	(10.58		)
Forfeited	—		—			—		—
Unvested, June 30, 2013	325,000		$	13.83		18,000		$	14.58

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Related Party Transactions and Arrangements (Schedule of Amount Contractually Due and Forgiven in Connection With Operation Related Services) (Details) (USD $)	3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended	12 Months Ended	6 Months Ended	3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended
	Jun. 30, 2013 Incurred [Member] Operation Fees and Reimbursements [Member]	Jun. 30, 2012 Incurred [Member] Operation Fees and Reimbursements [Member]	Jun. 30, 2013 Incurred [Member] Operation Fees and Reimbursements [Member]	Jun. 30, 2012 Incurred [Member] Operation Fees and Reimbursements [Member]	Jun. 30, 2013 Forgiven [Member] Operation Fees and Reimbursements [Member]	Jun. 30, 2012 Forgiven [Member] Operation Fees and Reimbursements [Member]	Jun. 30, 2013 Forgiven [Member] Operation Fees and Reimbursements [Member]	Jun. 30, 2012 Forgiven [Member] Operation Fees and Reimbursements [Member]	Jun. 30, 2013 Payable [Member] Operation Fees and Reimbursements [Member]	Dec. 31, 2012 Payable [Member] Operation Fees and Reimbursements [Member]	Jun. 30, 2013 American Realty Capital Advisors III LLC [Member] Advisor [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Incurred [Member] Acquisition and Related Expenses [Member]	Jun. 30, 2012 Nonrecurring Fees [Member] Incurred [Member] Acquisition and Related Expenses [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Incurred [Member] Acquisition and Related Expenses [Member]	Jun. 30, 2012 Nonrecurring Fees [Member] Incurred [Member] Acquisition and Related Expenses [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Incurred [Member] Financing fees and related cost reimbursements [Member]	Jun. 30, 2012 Nonrecurring Fees [Member] Incurred [Member] Financing fees and related cost reimbursements [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Incurred [Member] Financing fees and related cost reimbursements [Member]	Jun. 30, 2012 Nonrecurring Fees [Member] Incurred [Member] Financing fees and related cost reimbursements [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Incurred [Member] Other Expense Reimbursements [Member]	Jun. 30, 2012 Nonrecurring Fees [Member] Incurred [Member] Other Expense Reimbursements [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Incurred [Member] Other Expense Reimbursements [Member]	Jun. 30, 2012 Nonrecurring Fees [Member] Incurred [Member] Other Expense Reimbursements [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Forgiven [Member] Acquisition and Related Expenses [Member]	Jun. 30, 2012 Nonrecurring Fees [Member] Forgiven [Member] Acquisition and Related Expenses [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Forgiven [Member] Acquisition and Related Expenses [Member]	Jun. 30, 2012 Nonrecurring Fees [Member] Forgiven [Member] Acquisition and Related Expenses [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Forgiven [Member] Financing fees and related cost reimbursements [Member]	Jun. 30, 2012 Nonrecurring Fees [Member] Forgiven [Member] Financing fees and related cost reimbursements [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Forgiven [Member] Financing fees and related cost reimbursements [Member]	Jun. 30, 2012 Nonrecurring Fees [Member] Forgiven [Member] Financing fees and related cost reimbursements [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Forgiven [Member] Other Expense Reimbursements [Member]	Jun. 30, 2012 Nonrecurring Fees [Member] Forgiven [Member] Other Expense Reimbursements [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Forgiven [Member] Other Expense Reimbursements [Member]	Jun. 30, 2012 Nonrecurring Fees [Member] Forgiven [Member] Other Expense Reimbursements [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Payable [Member] Acquisition and Related Expenses [Member]	Dec. 31, 2012 Nonrecurring Fees [Member] Payable [Member] Acquisition and Related Expenses [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Payable [Member] Financing fees and related cost reimbursements [Member]	Dec. 31, 2012 Nonrecurring Fees [Member] Payable [Member] Financing fees and related cost reimbursements [Member]	Jun. 30, 2013 Nonrecurring Fees [Member] Payable [Member] Other Expense Reimbursements [Member]	Dec. 31, 2012 Nonrecurring Fees [Member] Payable [Member] Other Expense Reimbursements [Member]	Jun. 30, 2013 Recurring Fees [Member] Incurred [Member] Base Management Fees [Member]	Jun. 30, 2012 Recurring Fees [Member] Incurred [Member] Base Management Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Incurred [Member] Base Management Fees [Member]	Jun. 30, 2012 Recurring Fees [Member] Incurred [Member] Base Management Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Incurred [Member] Incentive Fees [Member]	Jun. 30, 2012 Recurring Fees [Member] Incurred [Member] Incentive Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Incurred [Member] Incentive Fees [Member]	Jun. 30, 2012 Recurring Fees [Member] Incurred [Member] Incentive Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Incurred [Member] Property Management Fees [Member]	Jun. 30, 2012 Recurring Fees [Member] Incurred [Member] Property Management Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Incurred [Member] Property Management Fees [Member]	Jun. 30, 2012 Recurring Fees [Member] Incurred [Member] Property Management Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Forgiven [Member] Base Management Fees [Member]	Jun. 30, 2012 Recurring Fees [Member] Forgiven [Member] Base Management Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Forgiven [Member] Base Management Fees [Member]	Jun. 30, 2012 Recurring Fees [Member] Forgiven [Member] Base Management Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Forgiven [Member] Incentive Fees [Member]	Jun. 30, 2012 Recurring Fees [Member] Forgiven [Member] Incentive Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Forgiven [Member] Incentive Fees [Member]	Jun. 30, 2012 Recurring Fees [Member] Forgiven [Member] Incentive Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Forgiven [Member] Property Management Fees [Member]	Jun. 30, 2012 Recurring Fees [Member] Forgiven [Member] Property Management Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Forgiven [Member] Property Management Fees [Member]	Jun. 30, 2012 Recurring Fees [Member] Forgiven [Member] Property Management Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Payable [Member] Base Management Fees [Member]	Dec. 31, 2012 Recurring Fees [Member] Payable [Member] Base Management Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Payable [Member] Incentive Fees [Member]	Dec. 31, 2012 Recurring Fees [Member] Payable [Member] Incentive Fees [Member]	Jun. 30, 2013 Recurring Fees [Member] Payable [Member] Property Management Fees [Member]	Dec. 31, 2012 Recurring Fees [Member] Payable [Member] Property Management Fees [Member]
Related Party Transaction [Line Items]
Related party operation fees and reimbursements	$ 9,132,000	$ 7,249,000	$ 24,564,000	$ 12,013,000	$ 2,000,000	$ 1,114,000	$ 3,169,000	$ 1,446,000	$ 23,000	$ 382,000	$ 2,284,298	$ 510,000	$ 3,138,000	$ 3,104,000	$ 5,183,000	$ 0	$ 601,000	$ 7,500,000	$ 1,259,000	$ 6,545,000	$ 2,396,000	$ 8,317,000	$ 3,913,000	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 364,000	$ 0	$ 0	$ 0	$ 18,000	$ 2,000,000	$ 966,000	$ 4,654,000	$ 1,447,000	$ 77,000	$ 0	$ 190,000	$ 0	$ 0	$ 148,000	$ 799,000	$ 211,000	$ 2,000,000	$ 966,000	$ 2,370,000	$ 1,235,000	$ 0	$ 0	$ 0	$ 0	$ 0	$ 148,000	$ 799,000	$ 211,000	$ 0	$ 0	$ 23,000	$ 0	$ 0	$ 0

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2013

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Contractual Lease Obligations

The following table reflects the minimum base rental cash payments due from the Company over the next five years and thereafter for ground lease arrangements (amounts in thousands):

	Future Minimum Base Rent Payments
July 1, 2013 - December 31, 2013	$	174
2014	348
2015	349
2016	349
2017	353
Thereafter	2,477
Total	$	4,050

Litigation

In the ordinary course of business, the Company may become subject to litigation or claims. There are no material legal proceedings pending or known to be contemplated against the Company, except as follows:

Since the announcement of the CapLease Merger Agreement on May 28, 2013, the following lawsuits have been filed:

CapLease, its directors, and its affiliates, CapLease's operating partnership and the general partner of the operating partnership, as well as the Company, the OP and a CapLease Merger related subsidiary, have been named as defendants in a putative class action lawsuit in connection with the proposed merger, styled Mizani v. CapLease, Inc., No. 651986/2013, in the Supreme Court of the State of New York, New York County. The complaint alleges, among other things, that the CapLease Merger Agreement was the product of breaches of fiduciary duty by CapLease’s directors because the CapLease Merger does not provide for full and fair value for the CapLease’s stockholders, the CapLease Merger was not the result of a competitive bidding process, the CapLease Merger Agreement contains coercive deal protection measures, and the CapLease Merger Agreement and the CapLease Merger were approved as a result of improper self-dealing by certain defendants who would receive certain alleged employment compensation benefits and continued employment pursuant to the CapLease Merger Agreement. The complaint also alleges that CapLease, the Company, the OP and a CapLease Merger related subsidiary, aided and abetted the directors’ alleged breaches of fiduciary duty. The plaintiff seeks, among other things, to enjoin completion of the CapLease Merger. The Company believes that the allegations of the complaint are without merit and that it has substantial meritorious defenses to the claims set forth in the complaint.

Separately, CapLease, its directors and its affiliates, the CapLease's operating partnership and the general partner of the CapLease's operating partnership, as well as the Company, the OP and a CapLease Merger related subsidiary, have been named as defendants in a putative class action and derivative lawsuit in connection with the proposed merger, styled Tarver v. CapLease, Inc., No. 24C13004176, in the Circuit Court of the State of Maryland, Baltimore City. The complaint alleges, among other things, that the CapLease Merger Agreement was the product of breaches of fiduciary duty by CapLease’s directors because the CapLease Merger does not provide for full and fair value for the CapLease’s stockholders, the CapLease Merger Agreement contains coercive deal protection measures, the CapLease Merger was not the result of a competitive bidding process, and the CapLease Merger Agreement and the CapLease Merger were approved as a result of improper self-dealing. The complaint also alleges that CapLease, CapLease's operating partnership, the general partner of the CapLease's operating partnership, the Company, the OP and a CapLease Merger related subsidiary aided and abetted the directors’ alleged breaches of fiduciary duty. The plaintiff seeks, among other things, to enjoin completion of the CapLease Merger. The Company believes that the allegations of the complaint are without merit and that it has substantial meritorious defenses to the claims set forth in the complaint.

Separately, CapLease, its directors and its affiliates, the CapLease's operating partnership and the general partner of the CapLease's operating partnership, as well as the Company, the OP and a CapLease Merger related subsidiary, have been named as defendants in a putative class action and derivative lawsuit in connection with the proposed CapLease Merger, styled Carach v. CapLease, Inc., No. 651986/2013, in the Supreme Court of the State of New York, New York County. The complaint alleges, among other things, that the CapLease Merger Agreement was the product of breaches of fiduciary duty by the CapLease’s directors because the CapLease Merger does not provide for full and fair value for the CapLease’s stockholders, the CapLease directors failed to take steps to maximize the value of CapLease or properly value CapLease, failed to protect against various alleged conflicts of interest, and failed to fully disclose material information concerning the process that led to the CapLease Merger. The complaint also alleges that CapLease's operating partnership, the general partner of CapLease's operating partnership, the Company, the OP and a CapLease Merger related subsidiary aided and abetted the CapLease directors’ alleged breaches of fiduciary duty. The plaintiff seeks, among other things, to enjoin completion of the CapLease Merger. The Company believes that the allegations of the complaint are without merit and that it has substantial meritorious defenses to the claims set forth in the complaint.

Since the announcement of the ARCT III Merger Agreement on December 17, 2012, Randell Quaal filed a putative class action lawsuit filed on January 19, 2013 against the Company, the OP, ARCT III, ARCT III OP, the members of the board of directors of ARCT III and certain subsidiaries of the Company in the Supreme Court of the State of New York. The lawsuit alleges, among other things, that the board of ARCT III breached its fiduciary duties in connection with the transactions contemplated under the ARCT III Merger Agreement. In February 2013, the parties agreed to a memorandum of understanding regarding settlement of all claims asserted on behalf of the alleged class of ARCT III stockholders. In connection with the settlement contemplated by that memorandum of understanding, the class action and all claims asserted therein will be dismissed, subject to court approval. The proposed settlement terms required ARCT III to make certain additional disclosures related to the ARCT III Merger, which were included in a Current Report on Form 8-K filed by ARCT III with the SEC on February 21, 2013. The memorandum of understanding also added that the parties will enter into a stipulation of settlement, which will be subject to customary conditions, including confirmatory discovery and court approval following notice to ARCT III’s stockholders. If the parties enter into a stipulation of settlement, a hearing will be scheduled at which the court will consider the fairness, reasonableness and adequacy of the settlement. There can be no assurance that the parties will ultimately enter into a stipulation of settlement, that the court will approve any proposed settlement, or that any eventual settlement will be under the same terms as those contemplated by the memorandum of understanding, therefore any losses that may be incurred to settle this matter are not determinable.

The Company maintains directors and officers liability insurance which the Company believes should provide coverage to the Company and its officers and directors for most or all of any costs, settlements or judgments resulting from the lawsuits.

Environmental Matters

In connection with the ownership and operation of real estate, the Company may potentially be liable for costs and damages related to environmental matters. The Company has not been notified by any governmental authority of any non-compliance, liability or other claim, and is not aware of any other environmental condition, in each case, that it believes will have a material adverse effect on the results of operations.

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Derivatives and Hedging Activities

6 Months Ended

Jun. 30, 2013

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives and Hedging Activities

Derivatives and Hedging Activities

Risk Management Objective of Using Derivatives

The Company may use derivative financial instruments, including interest rate swaps, caps, options, floors and other interest rate derivative contracts, to hedge all or a portion of the interest rate risk associated with its borrowings. The principal objective of such arrangements is to minimize the risks and/or costs associated with the Company's operating and financial structure as well as to hedge specific anticipated transactions. The Company does not intend to utilize derivatives for speculative or other purposes other than interest rate risk management. The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements are not able to perform under the agreements. To mitigate this risk, the Company only enters into derivative financial instruments with counterparties with high credit ratings and with major financial institutions with which the Company and its affiliates may also have other financial relationships. The Company does not anticipate that any of the counterparties will fail to meet their obligations.

Cash Flow Hedges of Interest Rate Risk

The Company's objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps and collars as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate collars designated as cash flow hedges involve the receipt of variable-rate amounts if interest rates rise above the cap strike rate on the contract and payments of variable-rate amounts if interest rates fall below the floor strike rate on the contract.

The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During 2013, such derivatives were used to hedge the variable cash flows associated with variable-rate debt. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings.

Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on the Company's variable-rate debt. During the next twelve months, the Company estimates that an additional $4.3 million will be reclassified from other comprehensive income as an increase to interest expense. During the three and six months ended June 30, 2013, the Company accelerated the reclassification of approximately $27,000 in other comprehensive income to earnings as a result of the hedged forecasted transactions becoming probable not to occur.

As of June 30, 2013, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk (dollar amounts in thousands):

Interest Rate Derivative	Number of Instruments	Notional Amount
Interest rate swaps	10	$	667,590

As of December 31, 2012, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk (dollar amounts in thousands):

Interest Rate Derivative	Number of Instruments	Notional Amount
Interest rate swaps	7	$	152,590
Interest rate cap	1	50,000
Total	8	$	202,590

The table below presents the fair value of the Company's derivative financial instruments as well as their classification on the Balance Sheet as of June 30, 2013 and December 31, 2012 (dollar amounts in thousands):

Derivatives Designated as Hedging Instruments	Balance Sheet Location	June 30, 2013			December 31, 2012
Interest rate products	Derivative assets, at fair value	$	10,161		$	—
Interest rate products	Derivative liabilities, at fair value	$	(1,186	)	$	(3,830	)

The table below details the location in the financial statements of the gain or loss recognized on interest rate derivatives designated as cash flow hedges for the three and six months ended June 30, 2013 and 2012, respectively (amounts in thousands).

	Three Months Ended June 30,						Six Months Ended June 30,
Derivatives in Cash Flow Hedging Relationships	2013			2012			2013			2012
Amount of gain (loss) recognized in accumulated other comprehensive income on interest rate derivatives (effective portion)	$	12,748		$	(2,485	)	$	10,889		$	(3,174	)
Amount of gain (loss) reclassified from accumulated other comprehensive income into income as interest expense (effective portion)	$	(1,269	)	$	(249	)	$	(1,951	)	$	(335	)
Amount of gain (loss) recognized in income on derivative (ineffective portion, reclassifications of missed forecasted transactions and amounts excluded from effectiveness testing)	$	(23	)	$	—		$	(23	)	$	—

The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company's derivatives as of June 30, 2013 and December 31, 2012. The net amounts of derivative assets or liabilities can be reconciled to the tabular disclosure of fair value. The tabular disclosure of fair value provides the location that derivative assets and liabilities are presented on the consolidated balance sheets.

Offsetting of Derivative Assets and Liabilities
	Gross Amounts of Recognized Assets		Gross Amounts of Recognized Liabilities			Gross Amounts Offset in the Consolidated Balance Sheet		Net Amounts of Assets Presented in the Consolidated Balance Sheet		Net Amounts of Liabilities Presented in the Consolidated Balance Sheet			Financial Instruments		Cash Collateral Received		Net Amount
June 30, 2013	$	10,161	$	(1,186	)	$	—	$	10,161	$	(1,186	)	$	—	$	—	$	8,975
December 31, 2012	$	—	$	(3,830	)	$	—	$	—	$	(3,830	)	$	—	$	—	$	(3,830	)

Credit-risk-related Contingent Features

The Company has agreements with each of its derivative counterparties that contain a provision where if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations.

As of June 30, 2013, the fair value of the derivatives in a net liability position, including accrued interest but excluding any adjustment for nonperformance risk related to these agreements was $1.3 million. As of June 30, 2013, the Company has not posted any collateral related to these agreements and was not in breach of any agreement provisions. If the Company had breached any of these provisions, it could have been required to settle its obligations under the agreements at their aggregate termination value of $1.3 million at June 30, 2013.

Reclassifications out of Accumulated Other Comprehensive Income (“AOCI”)

The following table details reclassification adjustments out of AOCI and the corresponding effect on net income for the three and six months endedJune 30, 2013 and 2012 (amount in thousands):

AOCI Component	Amount Reclassified from AOCI												Affected Line Items in the Consolidated Statements of Operations and Comprehensive Loss
	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Unrealized loss on investment securities, net	$	—		$	—		$	93		$	—		Gain on sale of investment securities
Designated derivatives, fair value adjustment	(1,269		)	(249		)	(1,951		)	(335		)	Interest expense

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Net Loss Per Share

6 Months Ended

Jun. 30, 2013

Earnings Per Share [Abstract]

Net Loss Per Share

Net Loss Per Share 

The following is a summary of the basic and diluted net loss per share computation for the three and six months endedJune 30, 2013 and 2012 (amounts in thousands, expect for shares and per share data):  

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net loss from continuing operations attributable to stockholders	$	(51,713	)	$	(6,918	)	$	(189,686	)	$	(11,624	)
Less: dividends declared on preferred shares	(158		)	(70		)	(315		)	(70		)
Net loss from continuing operations attributable to common stockholders	(51,871		)	(6,988		)	(190,001		)	(11,694		)
Net income (loss) from discontinued operations attributable to common stockholders	34			(152		)	73			(474		)
Net loss attributable to common stockholders	$	(51,837	)	$	(7,140	)	$	(189,928	)	$	(12,168	)
Weighted average common shares outstanding (1)	162,368,538			68,312,582			157,904,082			45,961,046
Basic and diluted net loss per share from continuing operations attributable to common stockholders	$	(0.32	)	$	(0.10	)	$	(1.20	)	$	(0.25	)
Basic and diluted net loss per share from discontinued operations attributable to common stockholders	$	—		$	—		$	—		$	(0.01	)
Basic and diluted net loss per share attributable to common stockholders	$	(0.32	)	$	(0.10	)	$	(1.20	)	$	(0.26	)

_______________________________________________

(1) Weighted average shares for the six months ended June 30, 2013 are adjusted on a pro forma basis as if the purchase of 27.7 million shares of ARCT III common stock for cash, purchased in conjunction with the ARCT III Merger, had been completed at the beginning of the period. Weighted average shares for the six months endedJune 30, 2013, excluding this pro forma adjustment, were 166,694,122 and net loss per share was $1.14 per share, basic and diluted.

As of June 30, 2013, the Company had 9,051,661 OP Units outstanding, which are convertible to an equal number of shares of the Company's common stock, 343,000 shares of unvested restricted stock outstanding, 545,454 shares of the Company's Series A Convertible Preferred Stock outstanding, 283,018 shares of the Company's Series B Convertible Preferred Stock outstanding, and 28,398,213 shares of the Company's Series C Convertible Preferred Stock outstanding, which were excluded from the calculation of diluted net loss per share as the effect would have been antidilutive.

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Related Party Transactions and Arrangements

6 Months Ended

Jun. 30, 2013

Related Party Transactions [Abstract]

Related Party Transactions and Arrangements

Related Party Transactions and Arrangements

Ownership by Affiliates

Certain affiliates of the Company have ownership in the Company through ownership of shares of the Company's common stock, shares of unvested restricted common stock or OP units. As of June 30, 2013 and December 31, 2012, 4.82% and 1.39%, respectively, of the total equity units issued by the Company were owned by affiliates.

The Company has issued restricted stock to the Manager and non-executive directors in conjunction with a share-based compensation plan. See Note 12— Share-Based Compensation .

Fees Paid in Connection with Common Stock Offerings

RCS received selling commissions of 6% of the gross offering proceeds from the sale of the Company’s common stock in the IPO. In addition, RCS received dealer manager fees of 2% of the gross offering proceeds before reallowance to participating broker-dealers in the IPO. RCS was permitted to re-allow all or a portion of its dealer manager fee to participating broker-dealers.

In addition, RCS, served as the dealer manager of the ARCT III IPO. RCS received fees and compensation in connection with the sale of ARCT III’s common stock in the ARCT III IPO. RCS received a selling commission of up to 7% of gross offering proceeds before reallowance of commissions earned by participating broker-dealers in the ARCT III IPO. In addition, RCS received up to 3% of the gross proceeds from the sale of common stock, before reallowance to participating broker-dealers, as a dealer-manager fee in the ARCT III IPO. RCS was permitted to reallow its dealer-manager fee to such participating broker-dealers, based on such factors as the volume of shares sold by respective participating broker-dealers and marketing support incurred as compared to those of other participating broker-dealers.

The following table details the results of such activities related to RCS, which are recorded as offering costs on the consolidated statement of changes in equity (amounts in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,				Payable as of
	2013		2012		2013		2012		June 30, 2013		December 31, 2012
Total commissions and fees paid to RCS	$	—	$	57,914	$	—	$	79,791	$	—	$	—

The Company reimbursed the Manager, the ARCT III Advisor and RCS for services relating to the IPO, the Company's follow-on offerings, the ARCT III IPO, and other significant transactions such as the ARCT III Merger, for which the Manager provided assistance. The following table details the results of such activities related to offering and other significant transactions costs reimbursed to the Manager, the ARCT III Advisor and RCS (amounts in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,				Payable as of
	2013		2012		2013		2012		June 30, 2013		December 31, 2012
Offering expense and other significant transactions reimbursements	$	499	$	12,869	$	1,114	$	20,231	$	100	$	—

Fees Paid in Connection with the Operations of the Company

Each of the Company and ARCT III paid the Manager and the ARCT III Advisor, as applicable, an acquisition fee equal to 1.0% of the contract purchase price (including assumed indebtedness) of each property the Company or ARCT III, as applicable, acquired. The acquisition fee was payable in cash at the closing of each acquisition. In conjunction with the ARCT III Merger, it was agreed that these fees would no longer be paid to either party. Acquisition fees are recorded in Acquisition related costs in the consolidated statements of operations and comprehensive loss.

Each of the Company and ARCT III paid the Manager and the ARCT III Advisor, as applicable, a financing fee equal to 0.75% of the amount available under any secured mortgage financing or refinancing that the Company or ARCT III, as applicable, obtained and used for the acquisition of properties that was arranged by the Manager or ARCT III Advisor, as applicable. The financing coordination fee was payable in cash at the closing of each financing. In conjunction with the ARCT III Merger, it was agreed that these fees would no longer be paid to either party.

The Company paid the Manager an annual base management fee equal to 0.50% per annum of the average unadjusted book value of the Company's real estate assets, calculated and payable monthly in advance. The Company's Manager waived such portion of its management fee in excess of certain net income thresholds related to our operations. The management fee is payable in cash. In conjunction with the ARCT III Merger, the base management fee was reduced to 0.40% per annum for the unadjusted book value of assets over $3.0 billion. Management fees, if accrued are recorded in Operating fees to affiliates in the consolidated statements of operations and comprehensive loss.

Until July 1, 2012, ARCT III paid the ARCT III Advisor an asset management fee of 0.75% per annum of the cost of its assets (cost includes the purchase price, acquisition expenses, capital expenditures and other customarily capitalized costs, but excludes acquisition fees) plus costs and expenses incurred by the ARCT III Advisor in providing asset management services; provided, however, that the asset management fee was reduced by any amounts payable to ARCT III's property manager as an oversight fee, such that the aggregate of the asset management fee and the oversight fee did not exceed 0.75% per annum of the cost of ARCT III's assets plus costs and expenses incurred by the ARCT III Advisor in providing asset management services.

Prior to July 1, 2012, this fee was payable in monthly installments at the discretion of ARCT III's board of directors in cash, common stock or restricted stock grants, or any combination thereof. Asset management fees, if accrued are recorded in Operating fees to affiliates in the consolidated statements of operations and comprehensive loss. The Company also pays fees for transfer agent services to an affiliate, American National Stock Transfer, LLC.

Effective July 1, 2012, the payment of asset management fees in monthly installments in cash, shares or restricted stock grants, or any combination thereof to the ARCT III Advisor was eliminated. Instead, ARCT III issued (subject to periodic approval by its board of directors) to the ARCT III Advisor performance-based restricted partnership units of the ARCT III OP designated as “Class B units,” which were intended to be profits interests and to vest, and no longer be subject to forfeiture, at such time as: (x) the value of the ARCT III OP’s assets plus all distributions made equal or exceeded the total amount of capital contributed by investors plus a 6.0% cumulative, pre-tax, non-compounded annual return thereon (the “economic hurdle”); and among other potential events, a liquidity event accrued.

The ARCT III Advisor received distributions on unvested Class B units equal to the distribution rate received on ARCT III common stock. Such distributions on issued Class B units were included as general and administrative expense in the consolidated statement of operations until the performance condition is considered probable to occur. 145,022 Class B units were approved by ARCT III's board of directors as of December 31, 2012. During January and February 2013, ARCT III's board of directors approved, and ARCT III issued, 603,599 Class B units to the ARCT III Advisor for its asset management services provided. As of December 31, 2012, ARCT III did not consider achievement of the performance condition to be probable as the shareholder vote for the ARCT III Merger, which would allow vesting of these Class B Units, was not completed. The performance condition related to these Class B units was satisfied upon the completion of the ARCT III Merger and expense of $9.9 million was recorded at that time. The Class B units then converted to ARCT III OP units which converted to 711,190 OP Units after the application of the ARCT III Exchange Ratio. These expenses were recorded in ARCT III Merger and other transaction related in the consolidated statements of operations and comprehensive loss.

The Company may be required to pay the Manager a quarterly incentive fee, calculated based on 20 percent of the excess Company annualized core earnings (as defined in the management agreement with the Manager) over the weighted average number of shares multiplied by the weighted average price per share of common stock. One half of each quarterly installment of the incentive fee will be payable in shares of common stock. The remainder of the incentive fee will be payable in cash. No such incentive fees have been incurred or paid to the Manager since inception.

ARCT III paid an affiliate of the Sponsor, unless it contracted with a third party, a property management fee of up to 2% of gross revenues from ARCT III's stand-alone single-tenant net leased properties and 4% of gross revenues from its multi-tenant properties, plus, in each case, market-based leasing commissions applicable to the geographic location of the property. ARCT III also reimbursed the affiliate for property level expenses. If ARCT III contracted directly with third parties for such services, it paid them customary market fees and paid the affiliated property manager, an oversight fee of up to 1.0% of the gross revenues of the property managed. Property management fees are recorded in Operating fees to affiliates in the consolidated statements of operations and comprehensive loss.

In order to facilitate the smooth transition of property management services following the consummation of the ARCT III Merger, the Company, the OP and the Sponsor agreed that the Property Management and Leasing Agreement will be extended for a 60 day period following the consummation of the ARCT III Merger for which the Company paid the Sponsor $2.3 million. These fees were recorded in merger and transaction related in the consolidated statements of operations and comprehensive loss.

The Company is required to reimburse the Manager for all out-of-pocket costs actually incurred by the Manager, including without limitation, legal fees and expenses, due diligence fees and expenses, other third party fees and expenses, costs of appraisals, travel expenses, nonrefundable option payments and deposits on properties not acquired, accounting fees and expenses, title insurance premiums and other closing costs, personnel costs and miscellaneous expenses relating to the selection, acquisition and due diligence of properties. The Company's reimbursement obligation is not subject to any dollar limitation. Expenses will be reimbursed in cash on a monthly basis following the end of each month. However, the Company will not reimburse the Manager for the salaries and other compensation of its personnel. Reimbursements are recorded based on the related activity to which the expense relates.

The following table details amounts incurred by the Company or ARCT III and contractually due to the Sponsor, ARCT III Advisor or the Manager and forgiven in connection with the operations related services described above (amounts in thousands):

	Three Months Ended June 30,								Six Months Ended June 30,								Payable as of
	2013				2012				2013				2012				June 30, 2013		December 31, 2012
	Incurred		Forgiven		Incurred		Forgiven		Incurred		Forgiven		Incurred		Forgiven
One-time fees:
Acquisition fees (1)	$	510	$	—	$	3,138	$	—	$	3,104	$	—	$	5,183	$	—	$	—	$	364
Financing fees and related cost reimbursements	—		—		601		—		7,500		—		1,259		—		—		—
Other expense reimbursements	6,545		—		2,396		—		8,317		—		3,913		—		—		18
On-going fees:
Base management fees (2)	2,000		2,000		966		966		4,654		2,370		1,447		1,235		—		—
Transfer agent fees	77		—		—		—		190		—		—		—		23		—
Property management and leasing fees (2)	—		—		148		148		799		799		211		211		—		—
Total operational fees and reimbursements	$	9,132	$	2,000	$	7,249	$	1,114	$	24,564	$	3,169	$	12,013	$	1,446	$	23	$	382

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(1) In conjunction with the ARCT III Merger, the payment of acquisition fees was terminated, however for properties that were in ARCP's or ARCT III's pipeline at the ARCT III Merger date, the fees were paid as the Manager had sourced and negotiated the purchase price prior to the ARCT III Merger.

(2) Amounts incurred and paid were recognized in merger and other transaction related costs during the six months ended June 30, 2013.

Under an administrative support agreement between the Company and the Sponsor, the Sponsor was to pay or reimburse the Company for its general administrative expenses, including, without limitation, legal fees, audit fees, board of directors fees, insurance, marketing and investor relation fees, until September 6, 2012, which was one year after the closing of the IPO, to the extent the amount of certain net earnings from operations thresholds, as specified in the agreement, were less than the amount of the distributions declared by the Company during this one-year period. To the extent these amounts were paid by the Sponsor, they would not be subject to reimbursement by the Company. These costs are presented net in the accompanying consolidated statements of operations and comprehensive loss.

The ARCT III Advisor provided expense support to ARCT III from time to time to assist ARCT III with operating cash flow, distributions or other operational purposes.

The following table details general and administrative expenses absorbed by the Sponsor and the ARCT III Advisor and paid to the Company or ARCT III during the three and six months endedJune 30, 2013 (amounts in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,				Receivable as of
	2013		2012		2013		2012		June 30, 2013		December 31, 2012
General and administrative expenses absorbed	$	—	$	80	$	—	$	164	$	—	$	—

Fees Paid in Connection with the ARCT III Merger

ARCT III entered into an agreement with an affiliate, ARC Advisory Services, LLC, to provide legal support services up to the date that ARCT III entered into the ARCT III Merger Agreement and until the ARCT III Merger was consummated for $0.5 million. This amount was fully accrued as of December 31, 2012 and was paid in February 2013 in conjunction with the consummation of the ARCT III Merger.

ARCT III entered into an agreement with an affiliate, ARC Advisory Services, LLC, to provide support services including legal, accounting, marketing, human resources and information technology, among other services, until the earlier of the ARCT III Merger closing date or one year for $0.2 million pursuant to this contract. This amount was fully accrued as of December 31, 2012 and was paid in February 2013 in conjunction with the consummation of the ARCT III Merger.

ARCT III entered into an agreement with affiliates RCS and ARC Advisory Services, LLC, to provide financial advisory and information agent services related to the proxy solicitation seeking approval of the ARCT III Merger by ARCT III's stockholders for $0.6 million. Services provided include facilitation of the preparation, distribution and accumulation and tabulation of proxy materials, stockholder, analyst and financial advisor communications and consultation on materials and communications made to the public and regulatory agencies regarding the ARCT III Merger. The company recorded $0.5 million for the six months endedJune 30, 2013 in addition to the $0.1 million that was accrued in the prior year and paid the full $0.6 million in conjunction with the consummation of the ARCT III Merger.

The Company entered into an Asset Purchase and Sale Agreement with the Sponsor pursuant to which, concurrently with the closing of the ARCT III Merger and in connection with the internalization by the Company of certain property level management and accounting activities, the Sponsor sold to the OP certain furniture, fixtures, equipment and other assets used by the Sponsor in connection with managing the property level business and operations and accounting functions of the Company and the OP, and included at the cost of such assets, for an aggregate price of $5.8 million, which includes the reimbursement of certain costs and expenses incurred by the Sponsor in connection with the ARCT III Merger.

On February 28, 2013, the OP entered into a Contribution and Exchange Agreement (the “Contribution and Exchange Agreement”) with the ARCT III OP and American Realty Capital III Special Limited Partnership, LLC, the holder of the special limited partner interest in the ARCT III OP (the “Special Limited Partner”). The Special Limited Partner was entitled to receive certain distributions from the ARCT III OP, including the subordinated distribution of net sales proceeds resulting from an “investment liquidity event” (as defined in the agreement of limited partnership of the ARCT III OP). The ARCT III Merger constituted an “investment liquidity event,” as a result of which the Special Limited Partner, in connection with management's successful attainment of the 6.0% performance hurdle and the return to ARCT III's stockholders of approximately $557.3 million in addition to their initial investment, was entitled to receive a subordinated distribution of net sales proceeds from the ARCT III OP equal to approximately $98.4 million. Pursuant to the Contribution and Exchange Agreement, the Special Limited Partner contributed its interest in the ARCT III OP, inclusive of the subordinated distribution proceeds received, to the ARCT III OP in exchange for 7.6 million ARCT III OP Units. Upon consummation of the ARCT III Merger, these ARCT III OP Units were immediately converted to 7.3 million OP Units after application of the ARCT III Exchange Ratio. In conjunction with the ARCT III Merger Agreement, the Special Limited Partner agreed to a minimum one year holding period for these OP units before converting them to shares of Company common stock.

Fees paid in connection with the ARCT III Merger were recorded in merger and transaction related in the consolidated statements of operations and comprehensive loss. Additionally, the Company acquired fixed assets with a carryover basis of $1.0 million from the Advisor; the consideration paid to the Advisor in excess of the carryover basis was $3.0 million.

Investment by Affiliate

In connection with the ARCT III Merger, the Special Limited Partner invested $0.8 million in exchange for 56,797 OP Units after the effect of the ARCT III Exchange Ratio.

Investment in Affiliate

During the three months ended June 30, 2013, the Company invested $10.0 million in an affiliated real estate fund, American Real Estate Income Fund, which invests primarily in equity securities of other publicly traded REITS. The fair value of the investment at June 30, 2013 was $9.9 million.

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Document and Entity Information	6 Months Ended
	Jun. 30, 2013	Jul. 31, 2013
Entity Information [Line Items]
Entity Registrant Name	AMERICAN REALTY CAPITAL PROPERTIES, INC.
Entity Central Index Key	0001507385
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Jun. 30, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Common Stock, Shares Outstanding		184,893,886

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Economic Dependency

6 Months Ended

Jun. 30, 2013

Economic Dependency [Abstract]

Economic Dependency

Economic Dependency

Under various agreements, the Company has engaged or may engage the Manager and its affiliates to provide certain services that are essential to the Company, including asset management services and supervision of the management and leasing of properties owned by the Company, the sale of shares of the Company’s common stock, as well as other administrative responsibilities for the Company including information technology, legal services and investor relations.

As a result of these relationships, the Company is dependent upon the Manager, the Sponsor and their affiliates. In the event that these companies were unable to provide the Company with the respective services, the Company would be required to find alternative providers of these services. As a result of the ARCT III Merger, the Company internalized certain accounting and property acquisition services previously performed by the Manager and its affiliates. The Company may from time to time engage the Manager for legal, information technology or other support services for which it will pay a fee.

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Net Loss Per Share (Schedule of Earnings Per Share, Basic and Diluted)(Details) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended				6 Months Ended
	Jun. 30, 2013		Jun. 30, 2012		Jun. 30, 2013		Jun. 30, 2012
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items]
Net loss from continuing operations attributable to stockholders	$ (51,713)		$ (6,918)		$ (189,686)		$ (11,624)
Less: dividends declared on preferred shares	(158)		(70)		(315)		(70)
Net loss from continuing operations attributable to common stockholders	(51,871)		(6,988)		(190,001)		(11,694)
Net income (loss) from discontinued operations attributable to common stockholders	34		(152)		73		(474)
Net loss attributable to common stockholders	$ (51,837)		$ (7,140)		$ (189,928)		$ (12,168)
Weighted average common shares outstanding	162,368,538	[1]	68,312,582	[1]	157,904,082	[1]	45,961,046	[1]
Basic and diluted net loss per share from continuing operations attributable to common stockholders	$ (0.32)		$ (0.10)		$ (1.20)		$ (0.25)
Basic and diluted net loss per share from discontinued operations attributable to stockholders	$ 0.00		$ 0.00		$ 0.00		$ (0.01)
Basic and diluted net loss per share attributable to common stockholders	$ (0.32)		$ (0.10)		$ (1.20)		$ (0.26)
Antidilutive securtities excluded from computation of earnings per share					9,051,661
Restricted Unvested Common Stock [Member]
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items]
Antidilutive securtities excluded from computation of earnings per share					343,000
Class A Units [Member] [Member]
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items]
Antidilutive securtities excluded from computation of earnings per share					545,454
Class B Units [Member]
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items]
Antidilutive securtities excluded from computation of earnings per share					283,018
Preferred Class C [Member]
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items]
Antidilutive securtities excluded from computation of earnings per share					28,398,213
Excluding Pro Forma Adjustment [Domain]
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items]
Weighted average common shares outstanding					166,694,122
Basic and diluted net loss per share attributable to common stockholders					$ (1.14)
Common Stock [Member]
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items]
Stock Repurchased During Period, Shares					27,739,523
Common Stock [Member] | ARCT III Shares Repurchased [Member]
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items]
Stock Repurchased During Period, Shares					(27,749,693)

[1] Weighted average shares for the six months ended June 30, 2013 are adjusted on a pro forma basis as if the purchase of 27.7 million shares of ARCT III common stock for cash, purchased in conjunction with the ARCT III Merger, had been completed at the beginning of the period. Weighted average shares for the six months ended June 30, 2013, excluding this pro forma adjustment, were 166,694,122 and net loss per share was $1.14 per share, basic and diluted.

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Related Party Transactions and Arrangements (Schedule of General and Administrative Expenses Absorbed) (Details) (Manager [Member], ARC Properties Advisors, LLC [Member], USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended			12 Months Ended
	Jun. 30, 2013 Absorbed General and Administrative Expenses [Member]	Jun. 30, 2012 Absorbed General and Administrative Expenses [Member]	Jun. 30, 2013 Absorbed General and Administrative Expenses [Member]	Jun. 30, 2012 Absorbed General and Administrative Expenses [Member]	Jun. 30, 2013 Absorbed General and Administrative Expenses, Receivable [Member]	Dec. 31, 2012 Absorbed General and Administrative Expenses, Receivable [Member]
Schedule of General and Administrative Expenses Absorbed [Line Items]
Related Party Transaction, Amounts of Transaction	$ 0	$ 80	$ 0	$ 164	$ 0	$ 0