Filed Pursuant to Rule 424(b)(3)
Registration No. 333-184677

AMERICAN REALTY CAPITAL HEALTHCARE TRUST II, INC.
 
SUPPLEMENT NO. 3, DATED JULY 30, 2014,
TO THE PROSPECTUS, DATED MAY 21, 2014

This prospectus supplement, or this Supplement No. 3, is part of the prospectus of American Realty Capital Healthcare Trust II, Inc., or the Company, dated May 21, 2014, or the Prospectus, as supplemented by Supplement No. 1, dated June 16, 2014, or Supplement No. 1, and Supplement No. 2, dated June 23, 2014, or Supplement No. 2. This Supplement No. 3 supplements, modifies, supersedes and replaces certain information in the Prospectus, Supplement No. 1 and Supplement No. 2 and should be read in conjunction with the Prospectus. This Supplement No. 3 will be delivered with the Prospectus. Unless the context suggests otherwise, the terms “we,” “us” and “our” used herein refer to the Company, together with its consolidated subsidiaries.

The purposes of this Supplement No. 3 are to:

• update the status of the offering and the shares currently available for sale;

• update our investor suitability standards;

• add disclosure relating to our real estate investments;

• update disclosure relating to the management of our dealer manager;

• update disclosure relating to our investment policies;

• incorporate certain information by reference;

• update our prior performance information; and

• replace Appendix C-1 — Subscription Agreement and Appendix C-2 — Multi-Offering Subscription Agreement.

OPERATING INFORMATION

Status of the Offering

We commenced our reasonable best efforts initial public offering of up to 68.0 million shares of common stock on February 14, 2013 (excluding shares to be issued under the distribution reinvestment plan, or DRIP). On April 12, 2013, we satisfied the general escrow conditions of our initial public offering of common stock. On such date, we received and accepted aggregate subscriptions equal to the minimum of $2.0 million in shares of common stock, broke general escrow and issued shares to our initial investors. Additionally, on May 30, 2013, we received and accepted aggregate subscriptions in excess of $10.0 million in shares of common stock and broke escrow in Washington. Additionally, on September 18, 2013, we received and accepted aggregate subscriptions in excess of $85.0 million in shares of common stock and broke escrow in Pennsylvania. Accordingly, we began accepting subscriptions from all states, including Washington and Pennsylvania.

We will offer shares of our common stock until February 14, 2015, unless the offering is extended in accordance with the Prospectus, as supplemented from time to time, provided that the offering will be terminated if all 68.0 million shares of our common stock are sold before such date (subject to our right to reallocate shares offered pursuant to the DRIP for sale in our primary offering).

As of June 30, 2014, we had acquired 24 properties which were 93.9% leased on a weighted average basis. As of June 30, 2014, we had total real estate investments, at cost, of $183.1 million. As of March 31, 2014, we had incurred cumulatively to that date $66.2 million in selling commissions, dealer manager fees and offering costs in connection with the issuance and distribution of our registered securities.

On July 23, 2014, in light of the approximately $1.6 billion raised as of July 22, 2014 in our $1.7 billion primary initial public offering, we announced the reallocation of 13.9 million of our approximately 14.2 million remaining unsold shares from our $350.0 million DRIP to our primary offering, effective immediately.

As we have previously communicated and, in line with our best practices, we plan to close our initial public offering as originally sized (including reallocated DRIP shares) and plan not to raise additional capital through a follow-on offering.

Shares Currently Available for Sale

As of June 30, 2014, we had received aggregate gross proceeds of $1.3 billion, consisting of the sale of 51.7 million shares of common stock in our public offering and $9.5 million from the DRIP. As of June 30, 2014, there are 52.1 million shares of our common stock outstanding, including shares issued under the DRIP and unvested restricted stock. As of June 30, 2014, there are 16.3 million shares of our common stock available for sale, excluding shares available under our DRIP.

Status of Distributions

On April 9, 2013, our board of directors authorized, and we declared, a distribution rate which is calculated based on stockholders of record each day during the applicable period at a rate of $0.0046575343 per day, based on a per share price of $25.00. Distributions are payable by the 5^th day following each month’s end to investors that were stockholders of record at the close of business each day during the prior month. There can be no assurance that any such distribution will continue to be paid to stockholders. Our board of directors may reduce the amount of distributions paid or suspend distribution payments at any time.

Distribution began to accrue on May 24, 2013, 15 days following our initial property acquisition. During the three months ended March 31, 2014, distributions paid to common stockholders totaled $4.0 million, inclusive of $2.0 million under the DRIP. During the three months ended March 31, 2014, cash used to pay distributions was generated from cash flows from operations, proceeds from the issuance of common stock and common stock issued under the DRIP.

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The following table shows the sources for the payment of distributions to common stockholders for the period indicated:

	Three Months Ended March 31, 2014						Nine Months Ended December 31, 2013
(In thousands)				Percentage of Distributions						Percentage of Distributions
Distributions:
Distributions paid in cash	$	1,923					$	1,303
Distributions reinvested		2,047						1,345
Total distributions	$	3,970					$	2,648
Source of distribution coverage:
Cash flows provided by operations(1)	$	1,301			32.8	%	$	—			—	%
Proceeds from issuance of common stock		622			15.7	%		1,303			49.2	%
Common stock issued under the DRIP/offering proceeds		2,047			51.5	%		1,345			50.8	%
Proceeds from financings		—			—	%		—			—	%
Total source of distribution coverage	$	3,970			100.0	%	$	2,648			100.0	%
Cash flows provided by (used in) operations (GAAP(2) basis)(1)	$	1,301					$	(764	)
Net loss (in accordance with GAAP)	$	(582	)				$	(174	)

(1) Cash flows provided by (used in) operations for the nine months ended December 31, 2013 and the three months ended March 31, 2014 reflect acquisition and transaction related expenses of $0.7 million and $0.4 million, respectively.

(2) Accounting principles generally accepted in the United States of America, or GAAP.

The following table compares cumulative distributions paid to cumulative net loss (in accordance with GAAP) for the period from October 15, 2012 (date of inception) through March 31, 2014:

(In thousands)	For the Period from October 15, 2012 (date of inception) to March 31, 2014
Distributions paid:
Common stockholders in cash	$	3,226
Common stockholders pursuant to DRIP/offering proceeds		3,392
Total distributions paid	$	6,618
Reconciliation of net loss:
Revenues	$	3,204
Acquisition and transaction related		(1,134	)
Depreciation and amortization		(1,934	)
Other operating expenses		(952	)
Other non-operating expenses		(2	)
Net loss (in accordance with GAAP)(1)	$	(818	)

(1) Net loss as defined by GAAP includes the non-cash impact of depreciation and amortization expense as well as costs incurred relating to acquisitions and related transactions.

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Share Repurchase Program

Our share repurchase program generally requires you to hold your shares for at least one year prior to submitting them for repurchase by us. Our share repurchase program also contains numerous restrictions on your ability to sell your shares to us. During any calendar year, we may repurchase no more than 5.0% of the number of shares outstanding on December 31^st of the previous calendar year. Further, the amount we spend to repurchase shares in a given quarter will be limited to the amount of proceeds we received from the DRIP in that same quarter; however, subject to the limitations described above, we may use other sources of cash at the discretion of our board of directors. If we reach our limit on repurchases during any quarter, we will not accept any additional redemption requests for the remainder of such quarter, and the share repurchase program will resume on the first day of the next calendar quarter.

The following table summarizes our stock, repurchase program activity for the period from October 15, 2012 (date of inception) to December 31, 2012, the year ended December 31, 2013 and the three months ended March 31, 2014. We fund share repurchases from proceeds from the sale of common stock pursuant to the DRIP.

	Number of Requests		Number of Shares Repurchased		Cost of Shares Repurchased		Average Price per Share
					(in thousands)
Period from October 15, 2012 (date of inception) to December 31, 2012		—		—	$	—	$	—
Year ended December 31, 2013		2		1,600		40		25.00
Three months ended March 31, 2014		—		—		—		—
Cumulative repurchases as of March 31, 2014		2		1,600		40	$	25.00

Information on Dilution

Our net tangible book value per share is a mechanical calculation using amounts from our balance sheet, and is calculated as (1) total book value of our assets less the net value of intangible assets, (2) minus total liabilities less the net value of intangible liabilities, (3) divided by the total number of shares of common and preferred stock outstanding. It assumes that the value of real estate and real estate related assets and liabilities diminish predictably over time as shown through the depreciation and amortization of real estate investments. Real estate values have historically risen or fallen with market conditions. Net tangible book value is used generally as a conservative measure of net worth that we do not believe reflects our estimated value per share. It is not intended to reflect the value of our assets upon an orderly liquidation in accordance with our investment objectives. Our net tangible book value reflects dilution in the value of our common and preferred stock from the offer price as a result of (i) operating losses, which reflect accumulated depreciation and amortization of real estate investments, (ii) the funding of distributions from sources other than our cash flow from operations, and (iii) fees paid in connection with our IPO, including commissions, dealer manager fees and other offering costs. As of December 31, 2013, our net tangible book value per share was $20.22. The offering price of shares under the primary portion of our IPO (ignoring purchase price discounts for certain categories of purchasers) at December 31, 2013 was $25.00.

Our offering price was not established on an independent basis and was not based on the actual or projected net value of our assets. Further, even without depreciation in the value of our assets, the other factors described above with respect to the dilution in the value of our common stock are likely to cause our offering price to be higher than the amount that stockholders would receive per share if we were to liquidate at this time.

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Status of Fees Paid and Deferred

The following table reflects the fees and expense reimbursements incurred, forgiven and unpaid to our dealer manager, advisor and property manager as of and for the periods presented:

(In thousands)	Incurred Three Months Ended March 31, 2014		Forgiven Three Months Ended March 31, 2014		Unpaid Three Months Ended March 31, 2014		Incurred Year Ended December 31, 2013		Forgiven Year Ended December 31, 2013		Unpaid Year Ended December 31, 2013
Selling commissions and dealer manager fees	$	34,475	$	—	$	708	$	17,481	$	—	$	127
Offering costs		6,250		—		274		4,997		—		192
Acquisition fees		276		—		—		606		—		—
Financing coordination fees		375		—		—		—		—		—
Other expense reimbursements		—		—		—		—		—		—
Property management and leasing fees		—		18		—		—		23		—
Strategic advisory fees		135		—		—		315		—		—
Distributions on Class B Units		2		—		—		1		—		1

Real Estate Investment Summary

Real Estate Portfolio

We acquire and operate healthcare-related properties. As of June 30, 2014, the properties we owned were 93.9% leased as of such date. Our portfolio of real estate properties was comprised of the following properties as of June 30, 2014:

Portfolio	Acquisition Date		Number of Properties		Square Feet		Occupancy			Remaining Lease Term(1)		Base Purchase Price(2)
												(In thousands)
Fresenius Medical Care – Winfield, AL		May 2013		1		5,564		100.0	%		8.7	$	1,920
Adena Health Center – Jackson, OH		Jun. 2013		1		24,924		100.0	%		9.7		5,446
Ouachita Community Hospital – West Monroe, LA		Jul. 2013		1		17,830		100.0	%		9.6		6,834
CareMeridian – Littleton, CO		Aug. 2013		1		27,630		100.0	%		13.1		11,275
Oak Lawn Medical Center – Oak Lawn, IL		Aug. 2013		1		26,324		100.0	%		3.7		10,300
Surgery Center of Temple – Temple, TX		Aug. 2013		1		10,400		100.0	%		12.7		6,150
Greenville Health System – Greenville, SC		Oct. 2013		1		21,603		100.0	%		5.8		4,300
Arrowhead Medical Plaza II – Glendale, AZ		Feb. 2014		1		45,366		94.0	%		3.1		11,170
Village Center Parkway Medical Building – Stockbridge, GA		Feb. 2014		1		25,051		72.1	%		4.7		4,100
Stockbridge Family Medical Center – Stockbridge, GA		Feb. 2014		1		19,822		65.7	%		4.1		3,120
Creekside MOB – Douglasville, GA		Apr. 2014		1		54,899		87.6	%		7.5		10,030
Bowie Gateway Medical Center – Bowie, MD		May 2014		1		36,260		100.0	%		6.5		12,450
Campus at Crooks & Auburn Building D – Rochester Hills, MI		May 2014		1		24,529		88.9	%		5.6		5,000
Medical Center of New Windsor – New Windsor, NY		May 2014		1		48,377		86.3	%		3.6		11,590
Plank Medical Center – Clifton Park, NY		May 2014		1		24,835		84.4	%		0.5		4,530
Cushing Center – Schenectady, NY		May 2014		1		45,301		95.3	%		5.5		13,200
Berwyn Medical Center – Berwyn, IL		May 2014		1		42,779		100.0	%		7.1		11,000
Countryside Medical Arts – Safety Harbor, FL		May 2014		1		50,972		100.0	%		10.5		9,342
St. Andrews Medical Park – Venice, FL		May 2014		3		60,441		95.3	%		3.8		13,308
Campus at Crooks & Auburn Building C – Rochester Hills, MI		Jun. 2014		1		24,224		100.0	%		7.8		5,250
Slingerlands Crossing Phase I – Bethlehem, NY		Jun. 2014		1		43,173		93.1	%		6.9		10,600
Slingerlands Crossing Phase II – Bethlehem, NY		Jun. 2014		1		47,696		100.0	%		6.8		12,175
				24		728,000		93.9	%		6.6	$	183,090

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(1) Remaining lease term in years as of June 30, 2014, calculated on a weighted-average basis.

(2) Contract purchase price, excluding acquisition related costs.

Future Lease Expirations

The following is a summary of lease expirations for the next ten years at the properties we own as of June 30, 2014:

Year of Expiration	Number of Leases Expiring		Annualized Rental Income(1)		Annualized Rental Income as a Percentage of the Total Portfolio			Leased Rentable Sq. Ft.		Percent of Portfolio Rentable Sq. Ft. Expiring
			(in thousands)
July 1, 2014 – December 31, 2014		5	$	349		2.3	%		18,160		2.7	%
2015		9		733		4.8	%		37,568		5.5	%
2016		13		1,112		7.2	%		51,228		7.5	%
2017		16		1,534		10.0	%		67,954		9.9	%
2018		5		805		5.2	%		26,257		3.8	%
2019		10		983		6.4	%		45,166		6.6	%
2020		11		2,844		18.5	%		127,233		18.6	%
2021		7		1,721		11.2	%		80,855		11.8	%
2022		7		788		5.1	%		40,651		5.9	%
2023		3		374		2.4	%		16,207		2.4	%
Total		86	$	11,243		73.1	%		511,279		74.7	%

(1) Annualized rental income as of June 30, 2014 on a straight-line basis, which includes tenant concessions such as free rent, as applicable.

Tenant Concentration

As of June 30, 2014, there were no tenants that represented greater than 10% of total portfolio rentable square footage.

Selected Financial Data

The following is selected financial data as of March 31, 2014 and December 31, 2013 and for the three months ended March 31, 2014 and 2013:

Balance sheet data (in thousands)	March 31, 2014		December 31, 2013
Total real estate investments, at cost	$	64,676	$	46,286
Total assets		481,774		160,206
Total liabilities		4,974		2,057
Total stockholders’ equity		476,800		158,149

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	Three Months Ended March 31,
Operating data (in thousands, except share and per share data)	2014			2013
Total revenues	$	1,387		$	—
Operating expenses:
Property operating		294			—
Acquisition and transaction related		404			—
General and administrative		412			47
Depreciation and amortization		857			—
Total operating expenses		1,967			47
Operating loss		(580	)		(47	)
Interest expense		(3	)		—
Other income		1			—
Total other expense		(2	)		—
Net loss	$	(582	)	$	(47	)
Other data:
Cash flows provided by operating activities	$	1,301		$	—
Cash flows used in investing activities		(20,586	)		—
Cash flows provided by financing activities		313,792			—
Per share data:
Basic and diluted net loss per share	$	(0.04	)		NM
Basic and diluted weighted-average shares outstanding		13,623,545			8,888

NM — not meaningful

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PROSPECTUS UPDATES

Investor Suitability Standards

The following suitability paragraphs beginning on page i of the Prospectus are hereby deleted in their entirety and replaced with the following disclosure.

“General Standards for all Investors

• Investors must have either (a) a net worth of at least $250,000 or (b) an annual gross income of $70,000 and a minimum net worth of $70,000.

Alabama

• In addition to the general suitability requirements described above, shares will only be sold to Alabama residents that represent that they have a liquid net worth of at least 10 times the amount of their investment in this real estate investment program and other similar programs. Note that Alabama investors cannot participate in the DRIP feature that reinvests distributions into subsequent affiliated programs or our Automatic Purchase Plan.

California

• In addition to the general suitability requirements described above, California investors’ maximum investment in us will be limited to 10% of their net worth (exclusive of home, home furnishings and automobiles).

Iowa

• The maximum investment allowable in us and our affiliates is 10% of an Iowa investor’s liquid net worth. Liquid net worth is defined as that portion of net worth (total assets minus total liabilities) that is comprised of cash, cash equivalents and readily marketable securities.

Kansas

• In addition to the general suitability requirements described above, it is recommended that investors should invest no more than 10% of their liquid net worth, in the aggregate, in us and securities of other real estate investment trusts. “Liquid net worth” is defined as that portion of net worth (total assets minus total liabilities) that is comprised of cash, cash equivalents and readily marketable securities.

Kentucky

• Investors must have either (a) a net worth of $250,000 or (b) a gross annual income of at least $70,000 and a net worth of at least $70,000, with the amount invested in this offering not to exceed 10% of the Kentucky investor’s liquid net worth.

Maine

• The Maine Office of Securities recommends that an investor’s aggregate investment in this offering and similar direct participation investments not exceed 10% of the investor’s liquid net worth. For this purpose, “liquid net worth” is defined as that portion of net worth that consists of cash, cash equivalents and readily marketable securities. Note that Maine investors cannot participate in the DRIP feature that reinvests distributions into subsequent affiliated programs.

Massachusetts

• An investor must have either (a) a minimum net worth of at least $250,000 or (b) an annual gross income of at least $70,000 and a net worth of at least $70,000. It is unsuitable for a Massachusetts investor’s aggregate investment in this Program, our affiliates and in other non-traded real estate investment programs to exceed ten percent (10%) of his or her liquid net worth. “Liquid net worth” is defined as that portion of net worth (total assets exclusive of home, home furnishings and automobiles minus total liabilities) that is comprised of cash, cash equivalents and readily marketable securities.

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Michigan

• The maximum investment allowable in us for a Michigan investor is 10% of his or her net worth.

Missouri

• In addition to the general suitability requirements described above, no more than ten percent (10%) of any one Missouri investor’s liquid net worth shall be invested in the securities registered by us for this offering with the Missouri Securities Division.

Nebraska

• Investors must have either (a) a minimum net worth of $100,000 and an annual income of $70,000 or (b) a minimum net worth of $350,000. The investor’s maximum investment in us should not exceed 10% of the investor’s net worth. Note that Nebraska investors cannot participate in the DRIP feature that reinvests distributions into subsequent affiliated programs or our Automatic Purchase Plan.

New Jersey

• New Jersey investors must have either (a) a minimum liquid net worth of at least $100,000 and a minimum annual gross income of not less than $85,000 or (b) a minimum liquid net worth of $350,000. For these purposes, “liquid net worth” is defined as that portion of net worth (total assets, exclusive of home, home furnishings and automobiles minus total liabilities) that consists of cash, cash equivalents and readily marketable securities. In addition, a New Jersey investor's investment in us and in other non-traded real estate investment trusts shall not exceed ten percent (10%) of his or her liquid net worth.

New Mexico

• An investor must have either (a) a minimum net worth of at least $250,000 or (b) an annual gross income of at least $70,000 and a net worth of at least $70,000. A New Mexico investor’s maximum investment in us and our affiliates cannot exceed ten percent (10%) of his or her net worth.

North Dakota

• Shares will only be sold to residents of North Dakota representing that in addition to the general suitability standards listed above, they have a net worth of at least ten times their investment in us.

Ohio

• An investor must have either (a) a minimum net worth of at least $250,000 or (b) an annual gross income of at least $70,000 and a net worth of at least $70,000. It is unsuitable for an Ohio investor’s aggregate investment in us, our affiliates and in other non-traded real estate investment programs to exceed ten percent (10%) of his, her or its liquid net worth. “Liquid net worth” is defined as that portion of net worth (total assets exclusive of home, home furnishings and automobiles minus total liabilities) that is comprised of cash, cash equivalents and readily marketable securities. Note that Ohio investors cannot participate in the DRIP feature that reinvests distributions into subsequent affiliated programs.

Oregon

• An investor must have either (a) a minimum net worth of at least $250,000 or (b) an annual gross income of at least $70,000 and a net worth of at least $70,000. The investor’s maximum investment in us and our affiliates also cannot exceed 10% of the Oregon resident’s net worth.

Pennsylvania

• A Pennsylvania investor’s investment in us cannot exceed 10% of his or her net worth.

Tennessee

• A Tennessee resident’s maximum investment in the offering must not exceed ten percent (10%) of his or her liquid net worth (exclusive of home, home furnishings and automobiles).

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Texas

• An investor must have had, during the last tax year, or estimate that the investor will have during the current tax year, (a) a minimum net worth of $100,000 and a minimum annual gross income of $100,000, or (b) a minimum net worth of $500,000. The investor’s maximum investment in this offering shall not exceed 10% of the investor’s liquid net worth.”

Summary

The following disclosure replaces the last sentence in the first paragraph under the question “What is American Realty Capital Healthcare Trust II, Inc.?” on page 1 of the Prospectus.

“We may also invest in assets located outside the United States.”

The disclosure in footnote 4 under the question “What conflicts of interest will your advisor and its affiliates face?” on page 13 of the Prospectus is hereby replaced in its entirety with the following disclosure:

“(4) Our dealer manager is owned by an entity that is under common control with the parent of our sponsor.”

Management

The disclosure beginning with the third paragraph under the subheading “Affiliated Companies — Dealer Manager” on page 108 of the prospectus through the biography of R. Lawrence Roth is hereby replaced in its entirety with the following disclosure:

“Our dealer manager is owned by an entity that is under common control with the parent of our sponsor. Accordingly, Messrs. Schorsch and Kahane indirectly control our dealer manager. Our dealer manager is an affiliate of our advisor. See the section entitled “Conflicts of Interest” in this prospectus.

The current officers of our dealer manager are:

Name	Age	Position(s)
Edward M. Weil, Jr.	47	Chairman and Interim Chief Executive Officer
Louisa Quarto	46	President
John H. Grady	52	Chief Operating Officer
Joseph D. Neary, Jr.	46	Chief Compliance Officer
Alex MacGillivray	52	Executive Vice President and National Sales Manager
Steve Rokoszewski	37	Executive Vice President

The background of Mr. Weil is described in the “Management — Executive Officers and Directors” section of this prospectus and the backgrounds of Ms. Quarto and Messrs. Grady, Neary, MacGillivray and Rokoszewski are described below:

Mr. Wilkins biography under the section “Other Key Employees” on page 100 of the Prospectus is hereby deleted in its entirety.

The second sentence of the second paragraph on page 106 of the Prospectus is hereby replaced in its entirety with the following disclosure.

“Additionally, we estimate that each of Messrs. Leahy and Sanders, our vice president of asset management and our chief marketing officer, respectively, also will each spend approximately 30 hours per week on activities related to us.”

Conflicts of Interest

The disclosure under the subheading “Our Sponsor and its Affiliates” on pages 133 – 134 of the Prospectus is hereby replaced with the following disclosure:

“Mr. Schorsch, executive chairman of our board of directors, is also the chairman of the board of directors of ARCP and ARC HT, each a publicly traded REIT listed on The Nasdaq Global Select Market, and the chairman of the board of directors of NYRT, a publicly traded REIT listed on The New York Stock Exchange. Mr. Kahane, one of our directors, is also a director of ARCP, ARC HT and NYRT. Mr. Schorsch is also a director and/or officer of ARC HT II, ARC DNAV, ARC Global, ARCT V, ARC RCA, ARC HOST and

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ARC NYCR, and Mr. Kahane is also a director of NYRT, ARC HT, PE-ARC and PE-ARC II, all of which are public, non-traded REITs sponsored by the parent of our sponsor, advised by affiliates of our sponsor and for which our dealer manager acted or acts as dealer manager. Messrs. Schorsch and Kahane are also directors of BDCA, which is a public, non-traded business development company, and the general partners of AEP, a non-traded oil and gas limited partnership, each of which is sponsored by the parent of our sponsor, advised by affiliates of our sponsor and an entity for which our dealer manager acts as dealer manager. As of the date of this prospectus, our dealer manager is the dealer manager or is named in the registration statement as the dealer manager in several offerings, including some offerings in which the parent of our sponsor is the sole sponsor.

Every transaction that we enter into with our advisor, our property manager, our dealer manager or their respective affiliates is subject to an inherent conflict of interest. Our board of directors may encounter conflicts of interest in enforcing our rights against any affiliate in the event of a default by, or disagreement with, an affiliate or in invoking powers, rights or options pursuant to any agreement between us and our advisor, our property manager, our dealer manager or any of their respective affiliates.

The parent of our sponsor has entered into a services agreement with RCS Advisory Services, LLC, or RCS Advisory, pursuant to which RCS Advisory provides us and other programs sponsored directly or indirectly by AR Capital, LLC with transaction management (including, without limitation, transaction management, due diligence, event coordination and marketing services) and other services. As explained in the following paragraph, RCS Advisory is an entity under common control with our sponsor, and therefore the services agreement is a related party transaction which was not negotiated at arm’s-length. The agreement provides for an initial ten-year term, with automatic renewals for successive five-year periods, in each case, unless either party provides written notice of non-renewal to the other party at least 90 days prior to the expiration of the term. In addition, the agreement will terminate upon the earlier to occur of: (i) AR Capital, LLC’s delivery to RCS Advisory of a notice of non-compliance with its obligations under the agreement and the failure of the parties to resolve the matters referred to in the noncompliance notice; and (ii) the impact of a force majeure-related delay upon either party, if the force majeure results in performance being delayed by greater than 60 days.

Each of our dealer manager, our transfer agent and RCS Advisory are indirect subsidiaries of RCS Capital Corporation, or RCAP, a publicly traded holding company whose Class A common stock is listed on the New York Stock Exchange under the symbol “RCAP.” Mr. Schorsch, our executive chairman of our board of directors, Mr. Kahane, one of our directors, and Mr. Weil, our president, treasurer and secretary, each are directors of RCAP. RCAP Holdings, LLC, or RCAP Holdings, is an entity under common control with our sponsor, and RCAP Holdings owns the only outstanding share of RCAP’s Class B common stock. Under RCAP’s certificate of incorporation, RCAP Holdings, as the holder of one share of Class B common stock, has one vote more than 50% of the voting rights of RCAP, and thereby controls RCAP and its subsidiaries, which includes our dealer manager, our transfer agent and RCS Advisory. As a result, our dealer manager, our transfer agent and RCS Advisory are under common control with our sponsor. Class B common stock has no economic rights.”

The disclosure in the first two paragraphs under the subheading “Affiliated Dealer Manager” on page 138 of the Prospectus is hereby replaced with the following disclosure:

“Because our dealer manager is owned by an entity under common control with the parent of our sponsor, we will not have the benefit of an independent due diligence review and investigation of the type normally performed by an unaffiliated, independent underwriter in connection with the offering of securities. See the section entitled “Plan of Distribution” in this prospectus.

Our dealer manager also is the dealer manager in other offerings, including offerings sponsored directly or indirectly by the American Realty Capital group of companies, that are either effective or in registration. In addition, our dealer manager may in the future be retained to raise capital through public offerings sponsored directly or indirectly by our sponsor and other third-party sponsors that will be conducted concurrently with our offering. As a result, our dealer manager will have competing demands on its time and resources. Our dealer manager may face conflicts of interest arising from potential competition with these other programs for investors and investment capital. We will compete for investors with these other programs, and the overlap of

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these offerings with our offering could adversely affect our ability to raise all the capital we seek in this offering, the timing of sales of our shares and the amount of proceeds we have to spend on real estate investments. Our dealer manager was designed as a wholesale broker dealer capable of simultaneously distributing multiple direct investment programs. As of June 30, 2014, our dealer manager, a subsidiary of RCS Capital Corporation, an entity under common control with the parent of our sponsor, had a team of 305 professionals. Our dealer manager believes its sales team is adequate and structured in a manner to handle sales for all of the offerings for which it is the dealer manager, including those offerings that are currently in registration or that were recently declared effective, without adversely affecting its ability to act as dealer manager in this offering.”

The disclosure in footnote 4 under the subheading “Independent Directors” on page 145 of the Prospectus is hereby replaced in its entirety with the following disclosure:

“(4) Our dealer manager is owned by an entity that is under common control with the parent of our sponsor.”

Investment Strategy, Objectives and Policies

The following disclosure hereby replaces in its entirety the section entitled “International Investments” on page 150 of the Prospectus.

“We may make investment in assets located outside of the United States.”

Estimated Use of Proceeds

The third sentence of the second paragraph under the section “Estimated Use of Proceeds” is hereby replaced in its entirety with the following disclosure.

“If substantially less than the maximum amount of the offering is raised, we would expect that substantially all our assets will be invested in such healthcare-related assets located in the United States or internationally.”

Description of Real Estate Investments

The following disclosure is hereby added to the end of the section entitled “Description of Real Estate Investments” on page 177 of the Prospectus.

“Creekside Medical Office Building — Douglasville, GA

On April 30, 2014, we closed our acquisition of the fee simple interest in a medical office building, or the Creekside Medical Office Building (“Creekside”) located in Douglasville, GA. We acquired the property through a wholly-owned subsidiary of our operating partnership. The seller of the property was Creekside Medical Building, L.P., an entity which has no material relationship with us, and the acquisition was not an affiliated transaction.

Creekside contains 54,899 rentable square feet and was constructed in 1999.

Capitalization

The contract purchase price of Creekside was $10.0 million, exclusive of closing costs. We funded the acquisition of Creekside with $4.8 million in proceeds from this offering and the assumption of $5.2 million in existing mortgage debt as described under “Financing Obligations” below.

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Major Tenant/Lease Expiration

Creekside was 87.6% leased to seven tenants as of the date of acquisition. The following table provides information relating to lease commencement and termination dates, rentable square feet, rental escalations, renewal options and annualized straight-line rental income for the tenants that represent over 10% of the total annualized rental income of Creekside:

Tenant

Lease Commencement Date

Lease Termination Date

Rentable Square Feet

Annualized Straight-Line Rental Income(1)

Rental Escalations

Renewal Options

The Medical Group of St. Joseph’s LLC

January 2001

December 2015

5,889

$0.1 million

2% annually

2 – 5 year options

WellStar Health System, Inc.

December 1999

December 2024

28,348

$

0.6 million

3% annually

None

(1) Annualized rental income for the in-place leases in the property on a straight-line basis, which includes tenant concessions such as free rent, as applicable.

The table below sets forth the occupancy rate and average effective annual rent per rentable square foot as of December 31 for each of the last five years:

	2013			2012			2011			2010			2009
Occupancy		87.6	%		82.1	%		82.1	%		79.6	%		79.6	%
Average effective annual rent per rentable square foot	$	16.12		$	16.20		$	16.36		$	16.10		$	15.93

Other

We believe the property is suitable and adequate for its uses.

We do not have any significant scheduled capital improvements for the property.

We believe that the property is adequately insured.

The U.S. federal tax basis and the rate of depreciation will be determined based upon the completion of cost allocation studies in connection with finalizing our 2014 U.S. federal income tax return.

The annual real estate tax on the building for the calendar year 2014 is expected to be $0.1 million. Such real estate taxes are to be paid directly by the tenant under the terms of the lease.

Creekside is located adjacent to WellStar Douglas Hospital. The hospital’s affiliated physicians occupy 59.4% of Creekside. The physician tenants at Creekside specialize in urology, cardiac care, nephrology, women’s health, orthopedics and pediatrics.

We believe that Creekside is well-located with acceptable roadway access and is well maintained. Creekside will be subject to competition from similar properties within its market area, and the economic performance of the center could be affected by changes in local economic conditions or losses of contracts to major insurance companies reducing the in-network patient base. We did not consider any other factors material or relevant to the decision to acquire Creekside, nor, after reasonable inquiry, are we aware of any material factors other than those discussed above that would cause the reported financial information not to be necessarily indicative of future operating results.

Bowie Gateway Medical Center — Bowie, MD

On May 7, 2014, we closed our acquisition of the fee simple interest in a medical office building, or the Bowie Gateway Medical Center (“Bowie Gateway”) located in Bowie, MD. We acquired the property through a wholly-owned subsidiary of our operating partnership. The seller of the property was LMOF II Bowie Gateway, L.L.C., an entity which has no material relationship with us, and the acquisition was not an affiliated transaction.

Bowie Gateway contains 36,260 rentable square feet and was constructed in 2000.

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Capitalization

The contract purchase price of Bowie Gateway was $12.5 million, exclusive of closing costs. We funded the acquisition of Bowie Gateway with $6.4 million in proceeds from this offering and the assumption of $6.1 million in existing mortgage debt as described under “Financing Obligations” below.

Major Tenant/Lease Expiration

Bowie Gateway was 100.0% leased to two tenants as of the date of acquisition, one of which, Anne Arundel Health System, Inc., represents over 10% of the total annualized rental income of Bowie Gateway. The Anne Arundel Health System, Inc. lease is net whereby the tenant is required to pay substantially all operating expenses, including a majority of costs to maintain and repair the roof and structure of the building, in addition to base rent. The lease has an original 10-year term which commenced in December 2010 and expires in November 2020 and contains 3.0% annual rental and one five-year renewal options. The annualized rental income on a straight-line basis for the initial term is $0.9 million.

The table below sets forth the occupancy rate and average effective annual rent per rentable square foot as of December 31 for each of the last five years:

	2013			2012			2011			2010			2009
Occupancy		100.0	%		100.0	%		100.0	%		92.8	%		92.8	%
Average effective annual rent per rentable square foot	$	23.94		$	23.25		$	22.57		$	22.03		$	23.65

Other

We believe the property is suitable and adequate for its uses.

We do not have any significant scheduled capital improvements for the property.

We believe that the property is adequately insured.

The U.S. federal tax basis and the rate of depreciation will be determined based upon the completion of cost allocation studies in connection with finalizing our 2014 U.S. federal income tax return.

The annual real estate tax on the building for the calendar year 2014 is expected to be $0.1 million. Such real estate taxes are to be paid directly by the tenant under the terms of the lease.

Bowie Gateway features a diagnostic radiology center, and services to support areas of women’s health, orthopedics and cardiology.

We believe that Bowie Gateway is well-located with acceptable roadway access and is well maintained. Bowie Gateway will be subject to competition from similar properties within its market area, and the economic performance of the center could be affected by changes in local economic conditions or losses of contracts to major insurance companies reducing the in-network patient base. We did not consider any other factors material or relevant to the decision to acquire Bowie Gateway, nor, after reasonable inquiry, are we aware of any material factors other than those discussed above that would cause the reported financial information not to be necessarily indicative of future operating results.

Campus at Crooks and Auburn Building D — Rochester Hills, MI

On May 19, 2014, we closed our acquisition of the fee simple interest in a medical office building, or the Campus at Crooks and Auburn Building D (“Crooks Building D”) located in Rochester Hills, MI. We acquired the property through a wholly-owned subsidiary of our operating partnership. The seller of the property was JBD Medical D Building, LLC, an entity which has no material relationship with us, and the acquisition was not an affiliated transaction.

Crooks Building D contains 24,529 rentable square feet and was constructed in 2007.

Capitalization

The contract purchase price of Crooks Building D was $5.0 million, exclusive of closing costs. We funded the acquisition, of Crooks Building D with net proceeds from this offering.

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Major Tenant/Lease Expiration

Crooks Building D was 88.9% leased to four tenants as of the date of acquisition. The following table provides information relating to lease commencement and termination dates, rentable square feet, rental escalations, renewal options and annualized straight-line rental income for the tenants that represent over 10% of the total annualized rental income of Crooks Building D:

Tenant

Lease Commencement Date

Lease Termination Date

Rentable Square Feet

Annualized Straight-Line Rental Income(1)

Rental Escalations

Renewal Options

Trinity Health Michigan

June 2009

June 2019

9,947

$0.2 million

$.50 per sq. ft. annually

3 – 5 year options

Metro Infectious Disease Consultants, PLLC

March 2007

March 2019

3,930

$0.1 million

$.50 per sq. ft. annually

2 – 5 year options

Catherine Waller, M.D., P.C.

June 2012

May 2022

(2)

5,527

$0.1 million

$.50 per sq. ft. annually

2 – 5 year options

(1) Annualized rental income for the in-place leases in the property on a straight-line basis, which includes tenant concessions such as free rent, as applicable.

(2) Tenant has an early termination option in May 2019.

The table below sets forth the occupancy rate and average effective annual rent per rentable square foot as of December 31 for each of the last five years:

	2013			2012			2011			2010			2009
Occupancy		88.9	%		88.9	%		66.4	%		66.4	%		66.4	%
Average effective annual rent per rentable square foot	$	16.55		$	16.26		$	20.78		$	20.58		$	20.39

Other

We believe the property is suitable and adequate for its uses.

We do not have any significant scheduled capital improvements for the property.

We believe that the property is adequately insured.

The U.S. federal tax basis and the rate of depreciation will be determined based upon the completion of cost allocation studies in connection with finalizing our 2014 U.S. federal income tax return.

The annual real estate tax on the building for the calendar year 2014 is expected to be $0.1 million. Such real estate taxes are to be paid directly by the tenant under the terms of the lease.

The tenants at Crooks Building D offer medical services and physician practices, specializing in internal medicine, obstetrics and gynecology, pediatric, anti-aging and holistic, infectious disease and psychology.

We believe that Crooks Building D is well-located with acceptable roadway access and is well maintained. Crooks Building D will be subject to competition from similar properties within its market area, and the economic performance of the center could be affected by changes in local economic conditions or losses of contracts to major insurance companies reducing the in-network patient base. We did not consider any other factors material or relevant to the decision to acquire Crooks Building D, nor, after reasonable inquiry, are we aware of any material factors other than those discussed above that would cause the reported financial information not to be necessarily indicative of future operating results.

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Medical Center of New Windsor — New Windsor, NY

On May 22, 2014, we closed our acquisition of the leasehold interest in a medical office building, or the Medical Center of New Windsor (“New Windsor”) located in New Windsor, NY. We acquired the property through a wholly-owned subsidiary of our operating partnership. The seller of the property was New Windsor LaSalle Medical Office, L.L.C., an entity which has no material relationship with us, and the acquisition was not an affiliated transaction.

New Windsor contains 48,377 rentable square feet and was constructed in 2002.

Capitalization

The contract purchase price of New Windsor was $11.6 million, exclusive of closing costs. We funded the acquisition of New Windsor with $2.7 million in proceeds from this offering and the assumption of $8.9 million in existing mortgage debt as described under “Financing Obligations” below.

Major Tenant/Lease Expiration

New Windsor was 84.1% leased to six tenants as of the date of acquisition. The following table provides information relating to lease commencement and termination dates, rentable square feet, rental escalations, renewal options and annualized straight-line rental income for the tenants that represent over 10% of the total annualized rental income of New Windsor:

Tenant

Lease Commencement Date

Lease Termination Date

Rentable Square Feet

Annualized Straight-Line Rental Income(1)

Rental Escalations

Renewal Options

St. Luke’s Cornwall Hospital, Inc.

August 2007

July 2014

7,464

$0.1 million

3.0% annually

1 – 5 year option

Airport Imaging, LLC

January 2003

December 2019

12,488

$0.3 million

3.0% annually

None

Westchester Medical Center Advanced Physician Services, PC

November 2002

November 2017

12,393

$0.3 million

3.0% annually

None

New Windsor Family Medicine, PLLC

April 2008

March 2020

4,374

$0.1 million

3.0% annually

2 – 3 year options

(1) Annualized rental income for the in-place leases in the property on a straight-line basis, which includes tenant concessions such as free rent, as applicable.

The table below sets forth the occupancy rate and average effective annual rent per rentable square foot as of December 31 for each of the last five years:

	2013			2012			2011			2010			2009
Occupancy		86.3	%		86.3	%		86.3	%		86.3	%		86.3	%
Average effective annual rent per rentable square foot	$	22.64		$	22.14		$	21.51		$	20.71		$	19.97

Other

We believe the property is suitable and adequate for its uses.

We do not have any significant scheduled capital improvements for the property.

We believe that the property is adequately insured.

The U.S. federal tax basis and the rate of depreciation will be determined based upon the completion of cost allocation studies in connection with finalizing our 2014 U.S. federal income tax return.

The annual real estate tax on the building for the calendar year 2014 is expected to be $0.2 million. Such real estate taxes are to be paid directly by the tenant under the terms of the lease.

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New Windsor includes tenants specializing in various medical practices and services, including imaging, family medicine, plastic surgery and cardiology.

We believe that New Windsor is well-located with acceptable roadway access and is well maintained. New Windsor will be subject to competition from similar properties within its market area, and the economic performance of the center could be affected by changes in local economic conditions or losses of contracts to major insurance companies reducing the in-network patient base. We did not consider any other factors material or relevant to the decision to acquire New Windsor, nor, after reasonable inquiry, are we aware of any material factors other than those discussed above that would cause the reported financial information not to be necessarily indicative of future operating results.

Plank Medical Center — Clifton Park, NY

On May 22, 2014, we closed our acquisition of the fee simple interest in a medical office building, or the Plank Medical Center (“Plank”) located in Clifton Park, NY. We acquired the property through a wholly-owned subsidiary of our operating partnership. The seller of the property was Plank LaSalle Medical Office, L.L.C., an entity which has no material relationship with us, and the acquisition was not an affiliated transaction.

Plank contains 24,835 rentable square feet and was constructed in 1999.

Capitalization

The contract purchase price of Plank was $4.5 million, exclusive of closing costs. We funded the acquisition of Plank with $1.0 million in proceeds from this offering and the assumption of $3.5 million in existing mortgage debt as described under “Financing Obligations” below.

Major Tenant/Lease Expiration

Plank was 93.1% leased to five tenants as of the date of acquisition. The following table provides information relating to lease commencement and termination dates, rentable square feet, rental escalations, renewal options and annualized straight-line rental income for the tenants that represent over 10% of the total annualized rental income of Plank:

Tenant

Lease Commencement Date

Lease Termination Date

Rentable Square Feet

Annualized Straight-Line Rental Income(1)

Rental Escalations

Renewal Options

Seton Health Systems, Inc.

January 2000

January 2015

8,030

$0.2 million

2.0% annually

1 – 5 year option

Clifton Park Advanced Imaging, PLLC

March 2003

February 2015

4,485

$0.1 million

Lesser of CPI(2) or 4.0%

1 – 7 year option

Gurinder S. Wadhwa, D.D.S.

May 2000

April 2014

(3)

3,948

$0.1 million

2.0% annually

None

PrimeLending

March 2012

February 2015

4,500

$0.1 million

3.0% annually

None

(1) Annualized rental income for the in-place leases in the property on a straight-line basis, which includes tenant concessions such as free rent, as applicable.

(2) Consumer Price Index.

(3) Tenant is currently occupying space on a month-to-month basis and in active negotiations to renew its lease.

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The table below sets forth the occupancy rate and average effective annual rent per rentable square foot as of December 31 for each of the last five years:

	2013			2012			2011			2010			2009
Occupancy		93.1	%		93.1	%		75.0	%		75.0	%		75.0	%
Average effective annual rent per rentable square foot	$	19.76		$	19.33		$	18.89		$	18.59		$	17.47

Other

We believe the property is suitable and adequate for its uses.

We do not have any significant scheduled capital improvements for the property.

We believe that the property is adequately insured.

The U.S. federal tax basis and the rate of depreciation will be determined based upon the completion of cost allocation studies in connection with finalizing our 2014 U.S. federal income tax return.

The annual real estate tax on the building for the calendar year 2014 is expected to be $0.1 million. Such real estate taxes are to be paid directly by the tenant under the terms of the lease.

The tenants of Plank provide a wide range of physician services, including imaging, orthopedics, oral and maxillofacial surgery and physical rehabilitation therapy.

We believe that Plank is well-located with acceptable roadway access and is well maintained. Plank will be subject to competition from similar properties within its market area, and the economic performance of the center could be affected by changes in local economic conditions or losses of contracts to major insurance companies reducing the in-network patient base. We did not consider any other factors material or relevant to the decision to acquire Plank, nor, after reasonable inquiry, are we aware of any material factors other than those discussed above that would cause the reported financial information not to be necessarily indicative of future operating results.

Cushing Center — Schenectady, NY

On May 23, 2014, we closed our acquisition of the leasehold interest in a medical office building, or the Cushing Center (“Cushing”) located in Schenectady, NY. We acquired the property through a wholly-owned subsidiary of our operating partnership. The seller of the property was Cushing LaSalle Medical Office, L.L.C., an entity which has no material relationship with us, and the acquisition was not an affiliated transaction.

Cushing contains 45,301 rentable square feet and was constructed in 1996.

Capitalization

The contract purchase price of Cushing was $13.2 million, exclusive of closing costs. We funded the acquisition of Cushing with $8.9 million in proceeds from this offering and the assumption of $4.3 million in existing mortgage debt as described under “Financing Obligations” below.

Major Tenant/Lease Expiration

Cushing was 95.3% leased to two tenants as of the date of acquisition under seven leases. The following table provides information relating to lease commencement and termination dates, rentable square feet, rental escalations, renewal options and annualized straight-line rental income for the tenants that represent over 10% of the total annualized rental income of Cushing:

Tenant

Lease Commencement Date

Lease Termination Date

Rentable Square Feet

Annualized Straight-Line Rental Income(1)

Rental Escalations

Renewal Options

Ellis Hospital

Various(2)

Various(3)

37,851

$0.8 million

Various

Various

Fox & Schingo Plastic Surgery, PC

March 1996

March 2016

5,328

$0.1 million

3% annually

2 – 5 year options

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(1) Annualized rental income for the in-place leases in the property on a straight-line basis, which includes tenant concessions such as free rent, as applicable.

(2) Lease commencement dates for Ellis Hospital range from March 1996 to April 2012.

(3) Lease termination dates for Ellis Hospital range from December 2017 to July 2022.

The table below sets forth the occupancy rate and average effective annual rent per rentable square foot as of December 31 for each of the last five years:

	2013			2012			2011			2010			2009
Occupancy		95.3	%		95.3	%		85.9	%		80.0	%		80.0	%
Average effective annual rent per rentable square foot	$	21.29		$	21.16		$	20.73		$	19.26		$	18.72

Other

We believe the property is suitable and adequate for its uses.

We do not have any significant scheduled capital improvements for the property.

We believe that the property is adequately insured.

The U.S. federal tax basis and the rate of depreciation will be determined based upon the completion of cost allocation studies in connection with finalizing our 2014 U.S. federal income tax return.

The annual real estate tax on the building for the calendar year 2014 is expected to be approximately $39,000. Such real estate taxes are to be paid directly by the tenant under the terms of the lease.

Cushing provides medical office space for physicians and houses specialties including a family health center, a medical library, pediatrics, child and adolescent care, capital care, rheumatology and ear-nose-throat care.

We believe that Cushing is well-located with acceptable roadway access and is well maintained. Cushing will be subject to competition from similar properties within its market area, and the economic performance of the center could be affected by changes in local economic conditions or losses of contracts to major insurance companies reducing the in-network patient base. We did not consider any other factors material or relevant to the decision to acquire Cushing, nor, after reasonable inquiry, are we aware of any material factors other than those discussed above that would cause the reported financial information not to be necessarily indicative of future operating results.

Berwyn Medical Center — Berwyn, IL

On May 29, 2014, we closed our acquisition of the leasehold interest in a medical office building, or the Berwyn Medical Center (“Berwyn”) located in Berwyn, IL. We acquired the property through a wholly-owned subsidiary of our operating partnership. The seller of the property was Patriot Berwyn Associates, L.P., an entity which has no material relationship with us, and the acquisition was not an affiliated transaction.

Berwyn contains 42,779 rentable square feet and was constructed in 2004.

Capitalization

The contract purchase price of Berwyn was $11.0 million, exclusive of closing costs. We funded the acquisition of Berwyn with proceeds from this offering.

Major Tenant/Lease Expiration

Berwyn was 100.0% leased to VHS of Illinois, Inc. as of the date of acquisition. The lease is net whereby the tenant is required to pay substantially all operating expenses, including all costs to maintain and repair the roof and structure of the building, in addition to base rent. The lease has an original 22-year term which commenced in February 2000 and expires in July 2021. The annualized straight-line rental income for the initial term is $0.9 million. The lease contains annual rental escalations equal to the increase in the Consumer Price Index and has two renewal options of five years each.

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The table below sets forth the occupancy rate and average effective annual rent per rentable square foot as of December 31 for each of the last five years:

	2013			2012			2011			2010			2009
Occupancy		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%
Average effective annual rent per rentable square foot	$	21.89		$	21.08		$	20.18		$	19.54		$	18.99

Other

We believe the property is suitable and adequate for its uses.

We do not have any significant scheduled capital improvements for the property.

We believe that the property is adequately insured.

The U.S. federal tax basis and the rate of depreciation will be determined based upon the completion of cost allocation studies in connection with finalizing our 2014 U.S. federal income tax return.

The annual real estate tax on the building for the calendar year 2014 is expected to be $0.3 million. Such real estate taxes are to be paid directly by the tenant under the terms of the lease.

VHS of Illinois, Inc. is owned by Tenet Healthcare Corporation. Tenet Healthcare Corporation operates regionally focused, integrated health care delivery networks with a significant presence in several large urban and suburban markets. As of December 31, 2013, Tenet Healthcare Corporation operated 77 hospitals, 183 outpatient centers, six health plans, and six accountable care networks.

We believe that Berwyn is well-located with acceptable roadway access and is well maintained. Berwyn will be subject to competition from similar properties within its market area, and the economic performance of the center could be affected by changes in local economic conditions or losses of contracts to major insurance companies reducing the in-network patient base. We did not consider any other factors material or relevant to the decision to acquire Berwyn, nor, after reasonable inquiry, are we aware of any material factors other than those discussed above that would cause the reported financial information not to be necessarily indicative of future operating results.

St. Andrews Medical Park — Venice, FL

On May 30, 2014, we closed our acquisition of the fee simple interest in a medical office building, or the St. Andrews Medical Park (“St. Andrews”), located in Venice, Florida. We acquired the property through a wholly-owned subsidiary of our operating partnership. The seller of the property was AW St. Andrews, LLC, an entity which has no material relationship with us and the acquisition was not an affiliated transaction.

St. Andrews contains 60,441 rentable square feet and was constructed in 1998.

Capitalization

The contract purchase price of St. Andrews was $13.3 million, exclusive of closing costs. We funded the acquisition of St. Andrews with $6.5 million in proceeds from this offering and the assumption of $6.8 million in existing mortgage debt allocated to St. Andrews as described under “Financing Obligations” below.

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Major Tenant/Lease Expiration

St. Andrews is 95.3% leased to 11 tenants as of the date of acquisition. The following table provides information relating to lease commencement and termination dates, rentable square feet, rental escalations, renewal options and annualized straight-line rental income for the tenants that represent over 10% of the total annualized rental income of St. Andrews:

Tenant

Lease Commencement Date

Lease Termination Date

Rentable Square Feet

Annualized Straight-Line Rental Income(1)

Rental Escalations

Renewal Options

Surgicare of St. Andrews, Ltd.

April 2005

March 2016

12,189

$0.3 million

3.0% annually

None

Center for Sight, P.A.

January 2005

December 2020

17,292

$0.4 million

Lesser of CPI(2) or 3.0%

None

Heart Institute of Venice P.L.L.C.

August 2005

September 2017

7,383

$0.2 million

3.0% annually

None

(1) Annualized rental income for the in-place leases in the property on a straight-line basis, which includes tenant concessions such as free rent, as applicable.

(2) Consumer Price Index.

The table below sets forth the occupancy rate and average effective annual rent per rentable square foot as of December 31 for each of the last five years.

	2013			2012			2011			2010			2009
Occupancy		84.3	%		77.2	%		77.2	%		72.9	%		68.0	%
Average effective annual rent per rentable square foot	$	23.04		$	22.93		$	22.27		$	21.93		$	21.34

Other

We believe the property is suitable and adequate for its uses.

We do not have any significant scheduled capital improvements for the property.

We believe that the property is adequately insured.

The U.S. federal tax basis and the rate of depreciation will be determined based upon the completion of cost allocation studies in connection with finalizing our 2014 U.S. federal income tax return.

The annual real estate tax on the building for the calendar year 2014 is expected to be $0.1 million. Such real estate taxes are to be paid directly by the tenant under the terms of the lease.

The tenants at St. Andrews include physicians offering procedures in foot surgery, outpatient surgery, imaging, cardiology, urgent care and ophthalmology.

We believe that St. Andrews is well-located with acceptable roadway access and is well maintained. St. Andrews will be subject to competition from similar properties within its market area, and the economic performance of the center could be affected by changes in local economic conditions or losses of contracts to major insurance companies reducing the in-network patient base. We did not consider any other factors material or relevant to the decision to acquire St. Andrews, nor, after reasonable inquiry, are we aware of any material factors other than those discussed above that would cause the reported financial information not to be necessarily indicative of future operating results.

Countryside Medical Arts Facility — Safety Harbor, FL

On May 30, 2014, we closed our acquisition of the fee simple interest in a medical office building, or the Countryside Medical Arts Facility (“Countryside”), located in Safety Harbor, Florida. We acquired the property through a wholly-owned subsidiary of our operating partnership. The seller of the property was AW Countryside, LLC, and entity which has no material relationship with us and the acquisition was not an affiliated transaction.

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Countryside contains 50,972 rentable square feet and was constructed in 1988.

Capitalization

The contract purchase price of St. Andrews was $9.3 million, exclusive of closing costs. We funded the acquisition of Countryside with $3.2 million in proceeds from this offering and the assumption of $6.1 million in existing mortgage debt allocated to Countryside as described under “Financing Obligations” below.

Major Tenants/Lease Expiration

Countryside is 100.0% leased to Diagnostic Clinic Medical Group, P.A. as of the date of acquisition. The lease is net whereby the tenant is required to pay substantially all operating expenses, excluding a majority of costs to maintain and repair the roof and structure of the building, in addition to base rent. The lease has an original 20-year term which commenced in January 2005 and expires in December 2024 and contains annual rental escalations equal to the CPI, not to exceed 4.0% and two five-year renewal options. The annualized straight-line rental income for the initial term is $0.8 million.

The table below sets forth the occupancy rate and average effective annual rent per rentable square foot as of December 31 for each of the last five years.

	2013			2012			2011			2010			2009
Occupancy		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%
Average effective annual rent per rentable square foot	$	15.26		$	15.07		$	14.81		$	16.43		$	16.25

Other

We believe the property is suitable and adequate for its uses.

We do not have any significant scheduled capital improvements for the property.

We believe that the property is adequately insured.

The U.S. federal tax basis and the rate of depreciation will be determined based upon the completion of cost allocation studies in connection with finalizing our 2014 U.S. federal income tax return.

The annual real estate tax on the building for the calendar year 2014 is expected to be $0.1 million. Such real estate taxes are to be paid directly by the tenant under the terms of the lease.

Diagnostic Clinic Medical Group, P.A. is one of Tampa, Florida’s largest physician practices and a wholly owned subsidiary of Blue Cross & Blue Shield of Florida.

We believe that Countryside is well-located with acceptable roadway access and is well maintained. Countryside will be subject to competition from similar properties within its market area, and the economic performance of the center could be affected by changes in local economic conditions or losses of contracts to major insurance companies reducing the in-network patient base. We did not consider any other factors material or relevant to the decision to acquire Countryside, nor, after reasonable inquiry, are we aware of any material factors other than those discussed above that would cause the reported financial information not to be necessarily indicative of future operating results.

Campus at Crooks and Auburn Building C — Rochester Hills, MI

On June 3, 2014, we closed our acquisition of the fee simple interest in a medical office building, or the Campus at Crooks and Auburn Building C (“Crooks Building C”) located in Rochester Hills, MI. We acquired the property through a wholly-owned subsidiary of our operating partnership. The seller of the property was JBD Medical C Building, LLC, an entity which has no material relationship with us, and the acquisition was not an affiliated transaction.

Crooks Building C contains 24,224 rentable square feet and was constructed in 2005.

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Capitalization

The contract purchase price of Crooks Building C was $5.3 million, exclusive of closing costs. We funded the acquisition of Crooks Building C with $1.6 million in proceeds from this offering and the assumption of $3.7 million in existing mortgage debt as described under ``Financing Obligations” below.

Major Tenant/Lease Expiration

Crooks Building C was 100.0% leased to four tenants as of the date of acquisition. The following table provides information relating to lease commencement and termination dates, rentable square feet, rental escalations, renewal options and annualized straight-line rental income for the tenants that represent over 10% of the total annualized rental income of Crooks Building C:

Tenant

Lease Commencement Date

Lease Termination Date

Rentable Square Feet

Annualized Straight-Line Rental Income(1)

Rental Escalations

Renewal Options

Renal Treatment Centers-Illinois, Inc.

September 2005

August 2025

9,707

$0.2 million

$0.33 per sq. ft. annually; 2.0% annually beginning Aug. 2015

2 – 5 year options

Joseph E. Mark, M.D., PC

October 2005

September 2020

6,176

$0.1 million

$0.50 per sq. ft.  annually

2 – 5 year options

RMS Lifeline, Inc.

March 2006

February 2016

5,531

$0.1 million

$0.33 per sq. ft. annually

2 – 5 year options

Michigan Kidney Consultants, P.C.

July 2009

June 2015

2,810

$0.1 million

$0.50 per sq. ft.  annually

2 – 5 year options

(1) Annualized rental income for the in-place leases in the property on a straight-line basis, which includes tenant concessions such as free rent, as applicable.

The table below sets forth the occupancy rate and average effective annual rent per rentable square foot as of December 31 for each of the last five years:

	2013			2012			2011			2010			2009
Occupancy		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%
Average effective annual rent per rentable square foot	$	19.86		$	19.48		$	19.10		$	18.72		$	18.34

Other

We believe the property is suitable and adequate for its uses.

We do not have any significant scheduled capital improvements for the property.

We believe that the property is adequately insured.

The U.S. federal tax basis and the rate of depreciation will be determined based upon the completion of cost allocation studies in connection with finalizing our 2014 U.S. federal income tax return.

The annual real estate tax on the building for the calendar year 2014 is expected to be $0.1 million. Such real estate taxes are to be paid directly by the tenant under the terms of the lease.

Crooks Building C is anchored by Renal Treatment Centers-Illinois, Inc., a subsidiary of DaVita, Inc., which provides acute inpatient dialysis services in approximately 750 hospitals and related laboratory services.

We believe that Crooks Building C is well-located with acceptable roadway access and is well maintained. Crooks Building C will be subject to competition from similar properties within its market area, and the economic performance of the center could be affected by changes in local economic conditions or losses of contracts to major insurance companies reducing the in-network patient base. We did not consider any other factors material or relevant to the decision to acquire Crooks Building C, nor, after reasonable inquiry, are we aware of any material factors other than those discussed above that would cause the reported financial information not to be necessarily indicative of future operating results.

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Slingerlands Crossing Phase I, Bethlehem, NY

On June 13, 2014, we closed our acquisition of the fee simple interest in a medical office building, or Slingerlands Crossing Phase I (“Slingerlands I”) located in Bethlehem, New York. We acquired the property through a wholly-owned subsidiary of our operating partnership. The seller of the property was Slingerlands I LaSalle Medical Office, L.L.C., an entity which has no material relationship with us and the acquisition was not an affiliated transaction.

Slingerlands I contains 43,173 rentable square feet and was constructed in 1999.

Capitalization

The contract purchase price for Slingerlands I was $10.6 million, exclusive of closing costs. We funded the acquisition of Slingerlands I with $3.8 million in proceeds from this offering and the assumption of $6.8 million in existing mortgage debt secured by Slingerlands I as described under “Financing Obligations” below.

Major Tenant/Lease Expiration

Slingerlands I was 93.1% leased to four tenants under six leases as of the date of acquisition. The following table provides information relating to lease commencement and termination dates, rentable square feet, annualized straight-line rental income, rental escalations, and renewal options for the tenants that represent over 10% of the total annualized rental income of Slingerlands I:

Tenant

Lease Commencement Date

Lease Termination Date

Rentable Square Feet

Annualized Straight-Line Rental Income(1)

Rental Escalations

Renewal Options

St. Peter’s Hospital of the City of Albany

Various(2)

Various(3)

22,703

$0.5 million

2.0% annually

Various

St. Peter’s Health Partners Medical Associates, P.C.

Various(4)

Various(5)

10,643

$0.2 million

2.0% annually

1 – 5 year option

Glaucoma Consultants of the Capital Region, PLLC

April 2000

December 2021

6,170

$0.1 million

1.0% annually

2 – 5 year options

(1) Annualized rental income for the in-place leases in the property on a straight-line basis, which includes tenant concessions such as free rent, as applicable.

(2) St. Peter’s Hospital of the City of Albany has two leases with lease commencement dates in March 2000 and July 2000.

(3) St. Peter’s Hospital of the City of Albany has two leases with lease termination dates in March 2020 and August 2020.

(4) St. Peter’s Health Partners Medical Associates, P.C. has two leases with lease commencement dates in February 2014 and March 2014.

(5) St. Peter’s Health Partners Medical Associates, P.C. has two leases with lease termination dates in October 2023 and December 2023.

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The table below sets forth the occupancy rate and average effective annual rent per rentable square foot as of December 31 for each of the last five years:

	2013			2012			2011			2010			2009
Occupancy		68.5	%		67.3	%		69.1	%		69.1	%		69.1	%
Average effective annual rent per rentable square foot	$	19.24		$	18.81		$	18.51		$	18.23		$	23.66

Other

We believe the property is suitable and adequate for its uses.

We do not have any significant scheduled capital improvements for the property.

We believe that the property is adequately insured.

The U.S. federal tax basis and the rate of depreciation will be determined based upon the completion of cost allocation studies in connection with finalizing our 2014 U.S. federal income tax return.

The annual real estate tax on the building for the calendar year 2014 is expected to be $0.2 million. Such real estate taxes are to be paid directly by the tenant under the terms of the lease.

Slingerlands I is anchored by St. Peter’s Health Partners, an integrated healthcare provider in the greater Albany area. St. Peter’s Health Partners is a wholly-owned subsidiary of CHE Trinity Health.

We believe that Slingerlands I is well-located with acceptable roadway access and is well maintained. Slingerlands I will be subject to competition from similar properties within its market area, and the economic performance of the center could be affected by changes in local economic conditions or losses of contracts to major insurance companies reducing the in-network patient base. We did not consider any other factors material or relevant to the decision to acquire Slingerlands I, nor, after reasonable inquiry, are we aware of any material factors other than those discussed above that would cause the reported financial information not to be necessarily indicative of future operating results.

Slingerlands Crossing Phase II

On June 13, 2014, we closed our acquisition of the fee simple interest in a medical office building, or Slingerlands Crossing Phase II (“Slingerlands II”) located in Bethlehem, New York. We acquired the property through a wholly-owned subsidiary of our operating partnership. The seller of the property was Slingerlands II LaSalle Medical Office, L.L.C., an entity which has no material relationship with us and the acquisition was not an affiliated transaction.

Slingerlands II contains 47,696 rentable square feet and was constructed in 2006.

Capitalization

The contract purchase price of Slingerlands II was $12.2 million, exclusive of closing costs. We funded the acquisition of Slingerlands II with $4.3 million in proceeds from this offering and the assumption of $7.9 million in existing mortgage debt secured by Slingerlands II as described under “Financial Obligations” below.

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Major Tenants/Lease Expiration

Slingerlands II was 100.0% leased to seven tenants under ten leases as of the date of acquisition. The following table provides information relating to lease commencement and termination dates, rentable square feet, annualized straight-line rental income, rental escalations, and renewal options for the tenants that represent over 10% of the total annualized rental income of Slingerlands II:

Tenant

Lease Commencement Date

Lease Termination Date

Rentable Square Feet

Annualized Straight-Line Rental Income(1)

Rental Escalations

Renewal Options

Capital Region Neurosurgery, PLLC

Various

December 2022

27,077

$0.5 million

Various(2)

None

Retina Consultants, PLLC

October 2005

October 2017

6,676

$0.1 million

2.0% annually

1 –  5 year option

Delmar Pediatrics, PLLC

January 2006

December 2021

4,845

$0.1 million

2.0% annually

1 –  5 year option

(1) Annualized rental income for the in-place leases in the property on a straight-line basis, which includes tenant concessions such as free rent, as applicable.

(2) Tenant has four leases. The escalation terms for three of the four suites are 2.5% annually, while the remaining suite escalates at 2.0% annually.

The table below sets forth the occupancy rate and average effective annual rent per rentable square foot as of December 31 for each of the last five years:

	2013			2012			2011			2010			2009
Occupancy		100.0	%		100.0	%		88.4	%		88.4	%		88.4	%
Average effective annual rent per rentable square foot	$	18.70		$	18.29		$	18.51		$	18.12		$	17.73

Other

We believe the property is suitable and adequate for its uses.

We do not have any significant scheduled capital improvements for the property.

We believe that the property is adequately insured.

The U.S. federal tax basis and the rate of depreciation will be determined based upon the completion of cost allocation studies in connection with finalizing our 2014 U.S. federal income tax return.

The annual real estate tax on the building for the calendar year 2014 is expected to be $0.1 million. Such real estate taxes are to be paid directly by the tenant under the terms of the lease.

Slingerlands II is anchored by Capital Region Neurosurgery, PLLC, an independent physician group that specializes in neurosurgery, pain management, physical therapy and diagnostic imaging.

We believe that Slingerlands II is well-located with acceptable roadway access and is well maintained. Slingerlands II will be subject to competition from similar properties within its market area, and the economic performance of the center could be affected by changes in local economic conditions or losses of contracts to major insurance companies reducing the in-network patient base. We did not consider any other factors material or relevant to the decision to acquire Slingerlands II, nor, after reasonable inquiry, are we aware of any material factors other than those discussed above that would cause the reported financial information not to be necessarily indicative of future operating results.

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Financing Obligations

KeyBank Revolving Credit Facility

On March 21, 2014, we, through our operating partnership, entered into a $50.0 million revolving credit facility with KeyBank, National Association. On April 15, 2014, we entered into an increase letter, which increased the amount available under the credit facility to $200.0 million. The credit facility contains an “accordion feature” to allow us, under certain circumstances, to increase the aggregate commitments under the credit facility to a maximum of $450.0 million.

We have the option, based upon leverage, to have the credit facility priced at either: (a) LIBOR, plus an applicable margin that ranges from 1.60% to 2.20%; or (b) the base rate, plus an applicable margin that ranges from 0.35% to 0.95%. The term “base rate” is defined in the credit facility as the greatest of (i) the fluctuating annual rate of interest announced from time to time by KeyBank as its “prime rate,” (ii) 0.5% above the federal funds effective rate or (iii) 1.0% above the applicable one-month LIBOR.

The credit facility provides for monthly interest payments for each base rate loan and periodic payments for each LIBOR loan, based upon the applicable LIBOR loan period, with all principal outstanding being due on the maturity date. The credit facility may be prepaid at any time, in whole or in part, without premium or penalty (subject to standard breakage costs). In the event of a default, the 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 credit facility will mature on March 21, 2017, subject to our right to extend the maturity date for two one-year extensions or such earlier date in accordance with the terms of the credit facility.

We have guaranteed the obligations under the credit facility on a senior secured basis.

Creekside Medical Office Building — Douglasville, GA

On April 30, 2014, in connection with the acquisition of Creekside, pursuant to a note and mortgage assumption agreement entered into among U.S. Bank National Association, the sellers of the property and a subsidiary of our operating partnership, we assumed a $5.2 million mortgage note payable, secured by Creekside.

The loan bears interest at a per annum fixed rate of 5.25%. The loan matures in September 2015 and provides for monthly principal and interest payments, with all principal outstanding being repaid on the maturity date. The loan may be prepaid through defeasance. The loan may be prepaid not more than three payment dates in advance of the maturity date, in whole, with 30 days’ notice, with no prepayment premium or penalty.

Bowie Gateway Medical Center — Bowie, MD

On May 7, 2014, in connection with the acquisition of Bowie Gateway, pursuant to a note and mortgage assumption agreement entered into among U.S. Bank National Association, the sellers of the property and a subsidiary of our operating partnership, we assumed a $6.1 million mortgage note payable, secured by Bowie Gateway.

The loan bears interest at a per annum fixed rate of 6.10%. The loan matures in September 2016 and provides for monthly principal and interest payments, with all principal outstanding being repaid on the maturity date. The loan may not be prepaid, in whole or in part.

Medical Center of New Windsor — New Windsor, NY

On May 22, 2014, in connection with the acquisition of New Windsor, pursuant to a note and mortgage assumption agreement entered into among Royal Bank of Canada, the sellers of the property and a subsidiary of our operating partnership, we assumed an $8.9 million mortgage note payable, secured by New Windsor.

The loan bears interest at a per annum fixed rate of 6.30%. The loan matures in September 2017 and provides for monthly principal and interest payments, with all principal outstanding being repaid on the maturity date. The loan may be prepaid not more than two years in advance of the maturity date, in whole, with 30 days’ notice, with no prepayment premium or penalty.

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Plank Medical Center — Clifton Park, NY

On May 22, 2014, in connection with the acquisition of Plank, pursuant to a note and mortgage assumption agreement entered into among Royal Bank of Canada, the sellers of the property and a subsidiary of our operating partnership, we assumed a $3.5 million mortgage note payable, secured by Plank.

The loan bears interest at a per annum fixed rate of 6.30%. The loan matures in September 2017 and provides for monthly principal and interest payments, with all principal outstanding being repaid on the maturity date. The loan may be prepaid not more than two years in advance of the maturity date, in whole, with 30 days’ notice, with no prepayment premium or penalty.

Cushing Center — Schenectady, NY

On May 23, 2014, in connection with the acquisition of Cushing, pursuant to a note and mortgage assumption agreement entered into among UBS Real Estate Investments Inc., the sellers of the property and a subsidiary of our operating partnership, we assumed a $4.3 million mortgage note payable, secured by Cushing.

The loan bears interest at a per annum fixed rate of 5.63%. The loan matures in February 2016 and provides for monthly principal and interest payments, with all principal outstanding being repaid on the maturity date. The loan may be prepaid through defeasance. The loan may be prepaid not more than three payment dates in advance of the maturity date, in whole, with 30 days’ notice, with no prepayment premium or penalty.

St. Andrews Medical Park — Venice, FL and Countryside Medical Arts Facility — Safety Harbor, FL

On May 30, 2014, in connection with the acquisition of St. Andrews and Countryside, pursuant to a note and mortgage assumption agreement entered into among General Electric Capital Corporation, the sellers of the properties and a subsidiary of our operating partnership, we assumed a $12.9 million mortgage note payable, secured by St. Andrews and Countryside.

The loan bears interest at a per annum fixed rate of 5.985% per annum through May 2017 and thereafter bears interest at LIBOR plus 3.5% per annum. The loan matures in April 2019 and provides for monthly principal and interest payments, with all principal outstanding being repaid on the maturity date. The loan may be prepaid at any time, in whole or in part, with defeasance costs.

Campus at Crooks and Auburn Building C — Rochester Hills, MI

On June 3, 2014, in connection with the acquisition of Crooks Building C, pursuant to a note and mortgage assumption agreement entered into among JP Morgan Chase, N.A., the sellers of the property and a subsidiary of our operating partnership, we assumed a $3.7 million mortgage note payable, secured by Crooks Building C.

The loan bears interest at a per annum fixed rate of 5.83%. The loan matures in April 2016 and provides for monthly principal and interest payments, with all principal outstanding being repaid on the maturity date. The loan may not be prepaid, in whole or in part.

Slingerlands Crossing Phase I — Bethlehem, NY

On June 13, 2014, in connection with the acquisition of Slingerlands I, pursuant to a note and mortgage assumption agreement entered into among U.S. Bank National Association, the sellers of the properties and a subsidiary of our operating partnership, we assumed a $6.8 million mortgage note payable, secured by Slingerlands I.

The loan bears interest at 6.30% per annum. The loan matures in September 2017 and provides for monthly principal and interest payments, with all principal outstanding being repaid on the maturity date. The loan may be prepaid not more than two years in advance of the maturity date, in whole, with 30 days’ notice, with no prepayment premium or penalty.

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Slingerlands Crossing Phase II — Bethlehem, NY

On June 13, 2014, in connection with the acquisition of Slingerlands II, pursuant to a note and mortgage assumption agreement entered into among U.S. Bank National Association, the sellers of the properties and a subsidiary of our operating partnership, we assumed a $7.9 million mortgage note payable, secured by Slingerlands II.

The loan bears interest at 6.30% per annum. The loan matures in September 2017 and provides for monthly principal and interest payments, with all principal outstanding being repaid on the maturity date. The loan may be prepaid not more than two years in advance of the maturity date, in whole, with 30 days’ notice, with no prepayment premium or penalty.”

Prior Performance Summary

The section “Programs of Our Sponsor” on pages 195 – 200 is hereby replaced with the following disclosure:

“Programs of Our Sponsor

American Realty Capital Trust, Inc.

American Realty Capital Trust, Inc., or ARCT, incorporated on August 17, 2007, was a Maryland corporation that qualified as a REIT. ARCT was formed to acquire a diversified portfolio of commercial real estate, primarily freestanding single-tenant properties net leased to credit worthy tenants on a long-term basis. In January 2008, ARCT commenced an initial public offering on a “best efforts” basis to sell up to 150.0 million shares of common stock, excluding 25.0 million shares issuable pursuant to a distribution reinvestment plan, offered at a price of $10.00 per share, subject to certain volume and other discounts. In March 2008, ARCT commenced real estate operations. ARCT’s initial public offering closed in July 2011, having raised $1.7 billion in gross proceeds from the sale of 179.4 million shares of common stock and incurred, cumulatively to that date, $198.0 million in offering costs, commissions and dealer manager fees for the sale of its common stock. ARCT operated as a non-traded REIT through February 29, 2012. Effective as of March 1, 2012, ARCT internalized the management services previously provided by American Realty Capital Advisors, LLC and its affiliates, as a result of which ARCT became a self-administered REIT managed full-time by its own management team, or the Internalization. Concurrent with the Internalization, ARCT listed its common stock on The NASDAQ Global Select Market under the symbol “ARCT,” or the Listing. In connection with the Listing, ARCT offered to purchase up to $220.0 million in shares of common stock from its stockholders, pursuant to a modified “Dutch Auction” cash tender offer, or the Tender Offer. As a result of the Tender Offer, in April 2012, ARCT had purchased 21.0 million shares of its common stock at a purchase price of $10.50 per share, for an aggregate cost of $220.0 million, excluding fees and expenses relating to the Tender Offer. On September 6, 2012, ARCT entered into an Agreement and Plan of Merger with Realty Income Corporation, a Maryland corporation and its subsidiary, which was subsequently amended on January 6, 2013. The merger was approved by both companies’ boards of directors and was subsequently approved by both companies’ stockholders on January 16, 2013. The merger closed on January 22, 2013, pursuant to which ARCT merged with and into a subsidiary of Realty Income Corporation and trading of ARCT’s shares was suspended at market close on that date. As of December 31, 2012, ARCT had total real estate investments, at cost, of $2.2 billion, comprised of 515 properties.

New York REIT, Inc.

New York REIT, Inc., or NYRT, a Maryland corporation, is the second publicly offered REIT sponsored by American Realty Capital. NYRT was incorporated on October 6, 2009 and qualified as a REIT beginning with the taxable year ended December 31, 2010. NYRT filed its initial registration statement with the SEC on November 12, 2009 and became effective on September 2, 2010. NYRT had received aggregate gross offering proceeds of $17.0 million from the sale of 2.0 million shares from a private offering to “accredited investors” (as defined in Regulation D as promulgated under the Securities Act). On December 15, 2011, NYRT exercised its option to convert all its outstanding preferred shares into 2.0 million shares of common stock on a one-to-one basis. As of April 14, 2014, the day prior to NYRT’s listing on the New York Stock Exchange (“NYSE”), NYRT had received aggregate gross proceeds of $1.7 billion which includes the sale of 169.8 million shares of common stock in its public offering, $17.0 million from its private offering and

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$41.5 million from its distribution reinvestment plan. On April 15, 2014, NYRT listed its common stock on the NYSE under the symbol “NYRT,” or the NYRT Listing. In connection with the NYRT Listing, NYRT commenced an offer to purchase up to 23,255,814 shares of its common stock at a price equal to $10.75 per share or an aggregate of $250.0 million in shares of common stock from its stockholders. This offer closed on May 12, 2014 and NYRT purchased 14.2 million shares of its common stock at a purchase price of $10.75 per share, for an aggregate cost of $152.2 million, excluding fees and expenses relating to the offer. As of June 30, 2014, NYRT had 162.2 million shares of NYRT common stock outstanding, including restricted stock, converted preferred shares and shares issued under its distribution reinvestment plan. As of June 30, 2014, NYRT had total real estate-related assets of $2.1 billion, comprised of 22 properties and one preferred equity investment. As of March 31, 2014, NYRT had incurred, cumulatively to that date, $174.9 million in selling commissions, dealer manager fees and offering costs for the sale of its common stock and $26.6 million for acquisition costs related to its portfolio of properties. On July 23, 2014, the closing price per share of NYRT was $10.80.

Phillips Edison — ARC Shopping Center REIT, Inc.

Phillips Edison — ARC Shopping Center REIT Inc., or PE-ARC, a Maryland corporation, is the third publicly offered REIT co-sponsored by American Realty Capital. PE-ARC was incorporated on October 13, 2009 and qualified as a REIT beginning with the taxable year ended December 31, 2010. PE-ARC filed its registration statement with the SEC on January 13, 2010 and became effective on August 12, 2010. PE-ARC invests primarily in necessity-based neighborhood and community shopping centers throughout the United States with a focus on well-located grocery-anchored shopping centers that are well occupied at the time of purchase and typically cost less than $20.0 million per property. As of June 30, 2014, PE-ARC had received aggregate gross offering proceeds of $1.8 billion, which includes the sale of 179.0 million shares of common stock in its public offering and $51.2 million from its distribution reinvestment program. As of June 30, 2014, PE-ARC had acquired 120 properties and had total real estate investments at cost of $1.8 billion. As of March 31, 2014, PE-ARC had incurred, cumulatively to that date, $186.6 million in offering costs for the sale of its common stock and $28.6 million for acquisition costs related to its portfolio of properties.

American Realty Capital Healthcare Trust, Inc.

American Realty Capital Healthcare Trust, Inc., or ARC HT, a Maryland corporation, is the fourth publicly offered REIT sponsored by American Realty Capital. ARC HT was organized on August 23, 2010 and qualified as a REIT beginning with the taxable year ended December 31, 2011. ARC HT filed its registration statement with the SEC on August 27, 2010 and became effective on February 18, 2011. As of April 6, 2014, the day prior to ARC HT’s listing on the The NASDAQ Global Select Market (“NASDAQ”), ARC HT had received aggregate gross offering proceeds of $1.8 billion, which includes the sale of 174.3 million shares in its public offering and $80.0 million from its distribution reinvestment plan. On April 7, 2014, ARC HT listed its common stock on the NASDAQ under the symbol “HCT,” or the HCT Listing. In connection with the HCT Listing, ARC HT commenced an offer to purchase up to 13,636,364 shares of its common stock at a price equal to $11.00 per share or an aggregate of $150.0 million in shares of common stock from its stockholders. The offer closed on May 2, 2014 and ARC HT purchased 13.6 million of its common stock at a purchase price of $11.00 per share, for an aggregate cost of $150.0 million, excluding fees and expenses related to the offer. As of June 30, 2014, ARC HT had 169.3 million shares of its common stock outstanding, including restricted stock and shares issued under its distribution reinvestment plan. As of June 30, 2014, ARC HT owned 147 healthcare-related properties and one preferred equity investment, with an aggregate purchase price of $2.1 billion. As of March 31, 2014, ARC HT had incurred, cumulatively to that date, $197.5 million in offering costs for the sale of its common stock and $29.9 million for acquisition costs related to its portfolio of properties. On July 23, 2014, the closing price per share of ARC HT was $10.82.

American Realty Capital — Retail Centers of America, Inc.

American Realty Capital — Retail Centers of America, Inc., or ARC RCA, a Maryland corporation, is the fifth publicly offered REIT sponsored by American Realty Capital. ARC RCA was organized on July 29, 2010 and qualified as a REIT beginning with the taxable year ended December 31, 2012. ARC RCA filed its

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registration statement with the SEC on September 14, 2010 and became effective on March 17, 2011. As of June 30, 2014, ARC RCA had received aggregate gross proceeds of $384.4 million, which includes the sale of 38.4 million shares in its public offering and $3.2 million from its distribution reinvestment plan. As of June 30, 2014, ARC RCA owned six properties with an aggregate purchase price of $201.7 million. As of March 31, 2014, ARC RCA had incurred, cumulatively to that date, $28.9 million in offering costs for the sale of its common stock and $2.0 million for acquisition costs related to its portfolio of properties.

American Realty Capital Daily Net Asset Value Trust, Inc.

American Realty Capital Daily Net Asset Value Trust, Inc. (formerly known as American Realty Capital Trust II, Inc.), or ARC DNAV, a Maryland corporation, is the sixth publicly offered REIT sponsored by American Realty Capital. ARC DNAV was incorporated on September 10, 2010 and intends to elect and qualify to be taxed as a REIT beginning with the taxable year ended December 31, 2013, ARC DNAV filed its registration statement with the SEC on October 8, 2010 and became effective on August 15, 2011. As of June 30, 2014, ARC DNAV had received aggregate gross proceeds of $24.0 million, which includes the sale of 2.3 million shares in its public offering and $0.7 million from its distribution reinvestment plan. As of June 30, 2014, ARC DNAV owned 14 properties with an aggregate base purchase price of $34.7 million. As of March 31, 2014, ARC DNAV had incurred, cumulatively to that date, $6.3 million in offering costs from the sale of its common stock and $0.9 million for acquisition costs related to its portfolio of properties.

American Realty Capital Trust III, Inc.

American Realty Capital Trust III, Inc., or ARCT III, a Maryland corporation, was the seventh publicly offered REIT sponsored by American Realty Capital. ARCT III was incorporated on October 15, 2010 and qualified as a REIT beginning with the taxable year ended December 31, 2011. ARCT III filed its registration statement with the SEC on November 2, 2010 and became effective on March 31, 2011. As of February 28, 2013, ARCT III had received aggregate gross proceeds of $1.8 billion which included the sale of 174.0 million shares in its public offering and $31.9 million from its distribution reinvestment plan. As of February 28, 2013, ARCT III owned 533 single-tenant, freestanding properties and had total real estate investments, at cost, of $1.7 billion. As of December 31, 2012, ARCT III had incurred, cumulatively to that date, $196.5 million in offering costs for the sale of its common stock and $40.8 million for acquisition costs related to its portfolio of properties. On December 17, 2012, ARCT III and ARCP entered into an Agreement and Plan of Merger under which ARCP acquired all of the outstanding shares of ARCT III. The merger was approved by the independent members of both companies’ boards of directors and was subsequently approved by both companies’ stockholders on February 26, 2013. On February 26, 2013, ARCP stockholders approved the issuance of common stock in connection with the merger and ARCT III stockholders approved the merger. The merger closed on February 28, 2013, pursuant to which ARCT III merged with and into a subsidiary of ARCP. On March 1, 2013, in connection with the merger, ARCT III stockholders received their respective cash or stock consideration from ARCP, as elected, pursuant to terms of the Agreement and Plan of Merger.

American Realty Capital Properties, Inc.

American Realty Capital Properties, Inc., or ARCP, a Maryland corporation, is the eighth publicly offered REIT sponsored by American Realty Capital. ARCP was incorporated on December 2, 2010 and qualified as a REIT beginning with the taxable year ended December 31, 2011. On September 6, 2011, ARCP completed its initial public offering of 5.6 million shares of common stock. ARCP’s common stock is traded on The NASDAQ Global Select Market under the symbol “ARCP.” On November 2, 2011, ARCP completed an underwritten follow-on offering of 1.5 million shares of common stock. In addition, on November 7, 2011, ARCP closed on the underwriters’ overallotment option of an additional 0.1 million shares of common stock. On June 18, 2012, ARCP closed its secondary offering of 3.3 million shares of common stock. In addition, on July 9, 2012, ARCP closed on the underwriters’ overallotment option of an additional 0.5 million shares of common stock. On January 29, 2013, ARCP completed an underwritten public follow-on offering of 1.8 million shares of common stock and an additional 270,000 shares of common stock for the overallotment option of the underwriters. In January 2013, ARCP commenced its “at the market” equity offering under which ARCP has issued 553,300 shares of common stock. On February 28, 2013, ARCT III merged with and into a subsidiary of ARCP, pursuant to the Agreement and Plan of Merger entered into on December 17, 2012, under which ARCP acquired all of the outstanding shares of ARCT III. On March 1, 2013, in connection with

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the merger, ARCT III stockholders received, pursuant to terms of the Agreement and Plan of Merger, their respective cash or stock consideration from ARCP, as elected. On June 7, 2013, ARCP completed two private placement transactions through which it issued approximately 29.4 million shares of common stock and approximately 28.4 million shares of Series C convertible preferred stock. On November 12, 2013, ARCP closed on the two previously announced private placement transactions for the sale and issuance of approximately 15.1 million shares of common stock and approximately 21.7 million shares of a new Series D Cumulative Convertible Preferred Stock. Following the closing of ARCP’s merger with CapLease, Inc., ARCP converted all outstanding Series C Shares into shares of common stock. Pursuant to the limit in the Series C Articles Supplementary on the number of shares of common stock that could be issued upon conversion of Series C Shares, on November 12, 2013, ARCP converted 1.1 million Series C Shares into 1.4 million shares of common stock.

In aggregate, through December 31, 2013, ARCP had received $1.1 billion of proceeds from the sale of common and convertible preferred stock. As of December 31, 2013, ARCP owned 1,328 buildings, including properties purchased by ARCT III, freestanding properties and real estate investments, at a purchase price of $5.2 billion. On May 28, 2013, ARCP and CapLease, Inc., or CapLease, entered into an Agreement and Plan of Merger under which ARCP subsequently acquired all of the outstanding shares of CapLease. The merger was approved by both companies’ boards of directors and CapLease’s stockholders and closed on November 5, 2013. On July 1, 2013, ARCT IV and ARCP entered into an Agreement and Plan of Merger under which ARCP subsequently acquired all of the outstanding shares of ARCT IV. The merger was approved by both companies’ boards of directors and ARCT IV's stockholders and closed on January 3, 2014. Effective as of January 8, 2014, ARCP internalized the management services previously provided by American Realty Capital Advisors, LLC and its affiliates, as a result of which ARCP became a self-administered REIT managed full-time by its own management team. On October 22, 2013, ARCP entered into an Agreement and Plan of Merger with Cole Real Estate Investments, Inc., or Cole, under which ARCP subsequently acquired all of the outstanding shares of Cole. The merger was approved by both companies’ boards of directors and stockholders and closed on February 7, 2014.

American Realty Capital Global Trust, Inc.

American Realty Capital Global Trust, Inc., or ARC Global, a Maryland corporation, is the ninth publicly offered REIT sponsored by American Realty Capital. ARC Global was incorporated on July 13, 2011 and intends to elect and qualify to be taxed as a REIT beginning with the taxable year ended December 31, 2013. ARC Global filed its registration statement with the SEC on October 27, 2011, which was declared effective by the SEC on April 20, 2012. As of June 30, 2014, ARC Global had received aggregate gross proceeds of $1,711.5 million which includes the sale of 171.1 million shares in its public offering and $11.5 million from its distribution reinvestment plan. As of June 30, 2014, ARC Global owned 90 properties with an aggregate base purchase price of $794.6 million. As of March 31, 2014, ARC Global had incurred, cumulatively to that date, $78.4 million in offering costs for the sale of its common stock and $24.5 million for acquisition costs related to its property acquisitions.

American Realty Capital Trust IV, Inc.

American Realty Capital Trust IV, Inc., or ARCT IV, a Maryland corporation, was the tenth publicly offered REIT sponsored by American Realty Capital. ARCT IV was incorporated on February 14, 2012 and qualified as a REIT beginning with the taxable year ended December 31, 2012. ARCT IV filed its registration statement with the SEC on March 22, 2012, which was declared effective by the SEC on June 8, 2012. As of December 31, 2013, ARCT IV had received aggregate gross proceeds of $1.8 billion which includes the sale of 70.2 million shares in its public offering and $21.0 million under its distribution reinvestment plan. As of December 31, 2013, ARCT IV owned 1,231 freestanding properties at an aggregate purchase price of $2.2 billion. As of December 31, 2013, ARCT IV had incurred, cumulatively to that date, $197.1 million in offering costs for the sale of its common stock and $55.7 million for acquisition costs related to its portfolio of properties. On July 1, 2013, ARCT IV and ARCP entered into an Agreement and Plan of Merger under which ARCP subsequently acquired all of the outstanding shares of ARCT IV. The merger was approved by both companies’ boards of directors and was subsequently approved by ARCT IV's stockholders on January 3, 2014. The merger closed on January 3, 2014, pursuant to which ARCT IV merged with and into a subsidiary of ARCP.

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ARC Realty Finance Trust, Inc.

ARC Realty Finance Trust, Inc., or ARC RFT, a Maryland corporation, is the twelfth publicly offered REIT sponsored by American Realty Capital. ARC RFT was incorporated on November 15, 2012 and intends to elect and qualify to be taxed as a REIT beginning with the taxable year ended December 31, 2013. ARC RFT filed its registration statement publicly with the SEC on January 22, 2013, which was declared effective by the SEC on February 12, 2013. As of June 15, 2014, ARC RFT received aggregate gross proceeds of $130.5 million from the sale of 5.2 million shares in its public offering and $1.1 million from its distribution reinvestment plan. As of June 15, 2014, ARC RFT’s investments, at amortized cost, were $105.2 million. As of March 31, 2014, ARC RFT had incurred, cumulatively to that date, $10.4 million in offering costs for the sale of its common stock.

American Realty Capital Trust V, Inc.

American Realty Capital Trust V, Inc., or ARCT V, a Maryland corporation, is the thirteenth publicly offered REIT sponsored by American Realty Capital. ARCT V was incorporated on January 22, 2013 and intends to elect and qualify to be taxed as a REIT beginning with the taxable year ended December 31, 2013. ARCT V filed its registration statement publicly with the SEC on March 6, 2013, which was declared effective by the SEC on April 4, 2013. As of June 30, 2014, ARCT V received aggregate gross proceeds of $1.6 billion from the sale of 62.1 million shares in its public offering and $50.6 million from its distribution reinvestment plan. As of June 30, 2014, ARCT V owned 463 freestanding properties with an aggregate purchase price of $2.2 billion. As of March 31, 2014, ARCT V had incurred, cumulatively to that date, $173.7 million in offering costs for the sale of its common stock and $41.5 million for acquisition costs related to its portfolio of properties.

Phillips Edison — ARC Grocery Center REIT II, Inc.

Phillips Edison — ARC Grocery Center REIT II, Inc., or PE-ARC II, a Maryland corporation, is the fourteenth publicly offered REIT sponsored by American Realty Capital. PE-ARC II was incorporated on June 5, 2013 and qualified as a REIT beginning with the taxable year ended December 31, 2013. PE-ARC II filed its registration statement with the SEC on August 13, 2013, which was declared effective by the SEC on November 25, 2013. As of June 30, 2014, PE-ARC II received aggregate gross proceeds of $221.7 million from the sale of 8.9 million shares in a private placement. As of June 30, 2014, PE-ARC II owned two properties at an aggregate purchase price of $28.4 million. As of March 31, 2014, PE-ARC II had incurred, cumulatively to that date, $12.0 million in offering costs for the sale of its common stock and $0.5 million in acquisition costs related to its portfolio of properties.

American Realty Capital Hospitality Trust, Inc.

American Realty Capital Hospitality Trust, Inc., or ARC HOST, a Maryland corporation, is the fifteenth publicly offered REIT sponsored by American Realty Capital. ARC HOST was incorporated on July 25, 2013 and intends to qualify as a REIT beginning with the taxable year ending December 31, 2014. ARC HOST filed its registration statement with the SEC on August 16, 2013, which was declared effective by the SEC on January 7, 2014. As of June 30, 2014, ARC HOST received aggregate gross proceeds of $21.5 million from the sale of 0.9 million shares in its public offering and approximately $19,800 from its distribution reinvestment plan. As of June 30, 2014, ARC HOST owned six properties at an aggregate purchase price of $110.0 million. As of March 31, 2014, ARC HOST had incurred, cumulatively to that date, $2.4 million in offering costs for the sale of its common stock and $4.5 million in acquisition costs related to its portfolio of properties.

Business Development Corporation of America

The American Realty Capital group of companies also has sponsored Business Development Corporation of America, or BDCA, a Maryland corporation. BDCA was organized on May 5, 2010 and is a publicly offered specialty finance company which has elected to be treated as a business development company under the Investment Company Act. As of June 30, 2014, BDCA had raised gross proceeds of $1,421.4 million which includes the sale of 127.5 million shares in its public offering and $30.9 million from its distribution reinvestment plan. As of June 30, 2014, BDCA’s investments, at amortized cost, were $1.8 billion. As of June 30, 2014, BDCA had incurred, cumulatively to that date, $143.4 million in offering costs for the sale of its common stock.

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American Energy Capital Partners, LP

The American Realty Capital group of companies also has sponsored American Energy Capital Partners, LP, or AEP, a Delaware limited partnership. AEP is American Realty Capital’s first oil and gas limited partnership and was organized on October 30, 2013. AEP was formed to acquire, develop, operate, produce and sell working and other interests in producing and non-producing oil and natural gas properties located onshore in the United States. AEP filed a registration statement with the SEC on December 13, 2013, which was declared effective on May 8, 2014. As of June 30, 2014, AEP had raised gross proceeds of $2.0 million from its initial public offering. As of June 30, 2014, AEP had made no investments. As of May 31, 2014, AEP had incurred, cumulatively to that date, $1.0 million in offering costs relating to the sale of its limited partner interests.

American Realty Capital New York City REIT, Inc.

American Realty Capital New York City REIT, Inc., or ARC NYCR, a Maryland corporation, is the sixteenth publicly offered REIT sponsored by American Realty Capital. ARC NYCR was incorporated on December 19, 2013 and intends to elect and qualify to be taxed as a REIT beginning with the taxable year ending December 31, 2014. As of June 30, 2014, ARC NYCR received aggregate gross proceeds of $72.6 million from the sale of 3.0 million shares in its public offering. As of June 30, 2014, ARC NYCR owned one property at an aggregate purchase price of $7.3 million. As of March 31, 2014, ARC NYCR had incurred, cumulatively to that date, $0.6 million in offering costs for the sale of its common stock.

United Development Funding Income Fund V

United Development Funding Income Fund V, or UDF V, a Maryland corporation, is the seventeenth publicly offered REIT co-sponsored by American Realty Capital and UDF Holdings L.P. UDF V was incorporated on October 1, 2013 and intends to elect and qualify to be taxed as a REIT beginning with the taxable year ending December 31, 2014 or the first year during which UDF V commences real estate operations. UDF V filed its registration statement with the SEC on February 26, 2014, which has not yet been declared effective by the SEC. UDF V was formed to generate current interest income by investing in secured loans and producing profits from investments in residential real estate.

American Realty Capital Healthcare Trust III, Inc.

American Realty Capital Healthcare Trust III, Inc., or ARC HT III, a Maryland corporation, is the eighteenth publicly offered REIT sponsored by American Realty Capital. ARC HT III was incorporated on April 24, 2014 and intends to elect and qualify to be taxed as a REIT beginning with the taxable year ending December 31, 2014. ARC HT III filed its registration statement with the SEC on May 28, 2014, which has not yet been declared effective by the SEC. As of May 28, 2014, ARC HT III received aggregate gross proceeds of $0.2 million from the sale of 8,888 shares in a private placement. As of June 30, 2014, ARC HT III had not acquired any properties. As of May 21, 2014, ARC HT III had incurred, cumulatively to that date, $0.7 million in offering costs for the sale of its common stock.

American Realty Capital Global Trust II, Inc.

American Realty Capital Global Trust II, Inc., or ARC Global II, a Maryland corporation, is the nineteenth publicly offered REIT sponsored by American Realty Capital. ARC Global II was incorporated on April 23, 2013 and intends to elect and qualify to be taxed as a REIT beginning with the taxable year ending December 31, 2014. ARC Global II filed its registration statement with the SEC on June 6, 2014, which has not yet been declared effective by the SEC. As of June 6, 2014, ARC Global II received aggregate gross proceeds of $0.2 million from the sale of 8,888 shares in a private placement. As of June 30, 2014, ARC Global II had not acquired any properties. As of June 6, 2014, ARC Global II had incurred, cumulatively to that date, $0.2 million in offering costs for the sale of its common stock.

American Realty Capital — Retail Centers of America II, Inc.

American Realty Capital — Retail Centers of America II, Inc., or ARC RCA II, a Maryland corporation, is the twentieth publicly offered REIT sponsored by American Realty Capital. ARC RCA II was incorporated on April 23, 2014 and intends to elect and qualify to be taxed as a REIT beginning with the taxable year

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ending December 31, 2014. ARC RCA II filed its registration statement with the SEC on June 9, 2014, which has not yet been declared effective by the SEC. As of June 9, 2014, ARC RCA II received aggregate gross proceeds of $0.2 million from the sale of 8,888 shares in a private placement. As of June 30, 2014, ARC RCA II had not acquired any properties. As of June 2, 2014, ARC RCA had incurred, cumulatively to that date, $0.8 million in offering costs for the sale of its common stock.

Liquidity of Public Programs

In order to assist FINRA members in complying with FINRA Rule 2310(b)(3)(D), in this section we disclose the liquidity of prior public programs sponsored by American Realty Capital, our sponsor, which for this purpose excludes ARCP, a REIT that is and always has been listed on a national securities exchange, commencing with the NASDAQ Capital Market and, subsequently, the NASDAQ Global Select Market. Through June 30, 2014, American Realty Capital has sponsored the following other public programs (excluding ARCP): ARCT, NYRT, PE-ARC, ARC HT, ARC RCA, ARC DNAV, ARCT III, ARC Global, ARCT IV, ARC HT II, ARCT V, ARC RFT, BDCA, PE-ARC II, ARC HOST, NYCR, ARC Global II, ARC HT III and ARC RCA II.

ARCT was a non-traded REIT until March 1, 2012, when it listed its shares of common stock on The NASDAQ Global Select Market. ARCT’s prospectus for its initial public offering provided that it would seek to consummate a listing of shares of its common stock on a national securities exchange by the tenth anniversary of the commencement of its initial public offering. By listing its common stock on The NASDAQ Global Select Market, ARCT achieved a listing on a national securities exchange within the time it contemplated to do so. Additionally, ARCT III was a non-traded REIT until February 28, 2013, when it merged with and into ARCP. ARCT III’s prospectus for its initial public offering provided that ARCT III would seek to consummate a sale or merger by the fifth anniversary of the termination of its initial public offering. By merging with and into ARCP, ARCT III achieved a sale or merger within the time it contemplated to do so. Further, ARCT IV was a non-traded REIT until January 3, 2014, when it merged with and into ARCP. ARCT IV’s prospectus for its initial public offering provided that ARCT IV would seek to consummate a sale or merger by the sixth anniversary of the termination of its initial public offering. By merging with and into ARCP, ARCT IV achieved a sale or merger within the time it contemplated to do so. Additionally, ARC HT was a non-traded REIT until April 7, 2014, when it listed its shares of common stock on The NASDAQ Global Select Market. ARC HT’s prospectus for its initial public offering provided that it would seek to consummate a listing of its common stock on a national securities exchange by the eighth anniversary of the commencement of its initial public offering. By listing its common stock on The NASDAQ Global Select Market, ARC HT achieved a listing on a national securities exchange within the time it contemplated to do so. Further, NYRT was a non-traded REIT until April 15, 2014, when it listed its shares of common stock on the New York Stock Exchange. NYRT’s prospectus for its initial public offering provided that it would seek to consummate a listing of its common stock on a national securities exchange by the fifth anniversary of the termination of its initial public offering. By listing its common stock on the New York Stock Exchange, NYRT achieved a listing on a national securities exchange within the time it contemplated to do so. PE-ARC’s prospectus for its initial public offering provided that PE-ARC would seek to consummate a sale or merger by the 5^th anniversary of the termination of its initial public offering. PE-ARC completed its offering on February 7, 2014.

As discussed in further detail above, on April 7, 2014 ARC HT listed its common stock on the NASDAQ Global Select Market (under the symbol “HCT”. In addition NYRT listed its common stock on the New York Stock Exchange on April 15, 2014 under the symbol “NYRT.”

The prospectus for each of these other public programs states a date or time period by which it may be liquidated or engage in another liquidity event. Further, PE-ARC, ARC HT, ARCT V and NYRT have completed their primary offering stages. ARC DNAV, ARC Global, ARC RFT, ARC HT II, ARCT V, BDCA, PE-ARC II and ARC HOST are in their offering and acquisition stages. ARC HT III, ARC Global II and ARC RCA II are in their development stages. Other than ARCT, ARCT III and ARCT IV, none of these public programs have reached the stated date or time period by which they may be liquidated or engage in another liquidity event.

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Adverse Business Developments and Conditions

The net losses incurred by the public and non-public programs are primarily attributable to non-cash items and acquisition expenses incurred for the purchases of properties which are not ongoing expenses for the operation of the properties and not the impairment of the programs’ real estate assets. With respect to ARCT for the years ended December 31, 2012, 2011, 2010 and 2009, the entire net loss was attributable to depreciation and amortization expenses incurred on the properties during the ownership period; and for the year ended December 31, 2008, 71% of the net losses were attributable to depreciation and amortization, and the remaining 29% of the net losses was attributable to the fair market valuation of certain derivative investments held. With respect to ARCT III for the year ended December 31, 2012, 98% of the net losses were attributable to depreciation and amortization expenses; and for the year ended December 31, 2011, 95% of the net losses were attributable to acquisition and transaction related expenses. With respect to ARCT IV for the year ended December 31, 2013, the net losses were primarily attributable to depreciation and amortization and acquisition and transaction related expenses; and for the year ended December 31, 2012, 91% of the net losses were attributable to acquisition and transaction related expenses. With respect to PE-ARC for the years ended December 31, 2013 and 2012, the entire net loss was attributable to depreciation and amortization expenses; for the year ended December 31, 2011, the net losses were primarily attributable to depreciation and amortization and acquisition and transaction related expenses; and for the year ended December 31, 2010, the net losses were primarily attributable to acquisition and transaction related expenses and general and administrative expenses. With respect to ARC HT for the years ended December 31, 2013 and 2012, the entire net loss was attributable to depreciation and amortization expenses and for the year ended December 31, 2011, the net losses were primarily attributable to depreciation and amortization and acquisition and transaction related expenses. With respect to ARCT V for the year ended December 31, 2013, the entire net loss was attributable to acquisition and transaction related expenses. With respect to NYRT for the years ended December 31, 2013, 2012 and 2011, the net loss was attributable to depreciation and amortization expenses; and for the year ended December 31, 2010, the net losses were primarily attributable to depreciation and amortization and acquisition and transaction related expenses.

As of December 31, 2013, our sponsor’s public programs have purchased 4,121 properties. From 2008 to 2013, our sponsor’s programs referenced above have experienced a non-renewal of 91 leases, 81 of which have been leased to new tenants. Additionally, during this time our sponsor’s programs have experienced a renewal of 141 leases. Further, none of these programs have been subject to mortgage foreclosure or significant losses on the sales of properties during the same period of time.

Other than as disclosed above, there have been no major adverse business developments or conditions experienced by any program or non-program property that would be material to investors, including as a result of recent general economic conditions.”

Incorporation of Certain Information by Reference

The following disclosure hereby replaces in its entirety the second paragraph and the five bullet points that follow under the heading “Incorporation by Reference” on page 273 of the Prospectus.

“The following documents filed with the SEC are incorporated by reference in this prospectus, except for any document or portion thereof deemed to be “furnished” and not filed in accordance with SEC rules:

• Annual Report on Form 10-K for the fiscal year ended December 31, 2013 filed with the SEC on March 6, 2014;

• Quarterly Report on Form 10-Q for the quarter year ended March 31, 2014 filed with the SEC on May 15, 2014;

• Current Reports on Forms 8-K and 8-K/A, as applicable, filed with the SEC on January 14, 2014; February 25, 2014; February 27, 2014; March 27, 2014; April 21, 2014; May 2, 2014; June 3, 2014; June 5, 2014, June 19, 2014; July 18, 2014; July 24, 2014 and July 30, 2014.

• Definitive Proxy Statement on Schedule 14A filed with the SEC on April 28, 2014; and

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• The description of our common stock contained in our Registration Statement on Form 8-A, filed with the SEC on April 30, 2014, including any subsequently filed amendments and reports filed for the purpose of updating such description.”

Subscription Agreements

The form of subscription agreement contained in Appendix C-1 of the Prospectus is hereby replaced with the revised form of subscription agreement attached to this Supplement No. 3 as Appendix C-1. The revised form of subscription agreement supersedes and replaces the form of subscription agreement contained in the Prospectus.

The form of multi-offering subscription agreement contained in Appendix C-2 of the Prospectus is hereby replaced with the revised form of multi-offering subscription agreement attached to this Supplement No. 3 as Appendix C-2. The revised form of multi-offering subscription agreement supersedes and replaces the form of multi-offering subscription agreement contained in the Prospectus.

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APPENDIX C-1

 

C-1-1

 

C-1-2

 

C-1-3

 

C-1-4

 

C-1-5

 

C-1-6

 

C-1-7

 

C-1-8

 

C-1-9

 

C-1-10

 

C-1-11

 

C-1-12

APPENDIX C-2

 

C-2-1

 

C-2-2

 

C-2-3

 

C-2-4

 

C-2-5

 

C-2-6

 

C-2-7

 

C-2-8

 

C-2-9

 

C-2-10

 

C-2-11

 

C-2-12

 

C-2-13

 

C-2-14

 

C-2-15

 

C-2-16

 

C-2-17

 

C-2-18

 

C-2-19

 

C-2-20

 

C-2-21

 

C-2-22

 

C-2-23