Market Overview

National Retail Properties Prices 4.75M Shares At $38.16/Share, Will Use Proceeds To Repay Debt Under Credit Line

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National Retail Properties, Inc.
(NYSE: NNN) (the "Company") today announced that it has priced an underwritten
public offering of 4,750,000 shares of common stock at a price of $38.16 per
share. As part of the offering, the Company granted the underwriters a 30-day
option to purchase up to 712,500 additional shares of common stock. The
offering is expected to close on November 14, 2014, subject to the
satisfaction of customary closing conditions.

BofA Merrill Lynch, Wells Fargo Securities and Morgan Stanley will act as
joint book-running managers for the offering. Citigroup, RBC Capital Markets
and Raymond James are acting as co-lead managers for the offering. Stifel,
BB&T Capital Markets, Capital One Securities, PNC Capital Markets LLC,
SunTrust Robinson Humphrey and Piper Jaffray are acting as senior co-managers
for the offering. Finally, Baird, FBR and Ladenburg Thalmann are acting as
co-managers for the offering.

The Company intends to use the net proceeds from this offering to repay
outstanding indebtedness under its credit facility. In addition, the Company
intends to use the remainder of the net proceeds from this offering, if any,
to fund future property acquisitions and for general corporate purposes.

This offering is being made pursuant to an effective shelf registration
statement and prospectus and related prospectus supplement to be filed with
the Securities and Exchange Commission. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy any
securities nor shall there be any sale of these securities in any state or
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any such state
or jurisdiction. When available, copies of the prospectus supplement and
related prospectus for this offering may be obtained from BofA Merrill Lynch,
Wells Fargo Securities and Morgan Stanley. Any requests can be made by
contacting BofA Merrill Lynch, 222 Broadway, New York, New York 10038, attn:
Prospectus Department, or email: dg.prospectus_requests@baml.com; Wells Fargo
Securities, 375 Park Avenue, New York, NY 10152, attn: Equity Syndicate
Department, telephone: 1-800-326-5897 or email:
cmclientsupport@wellsfargo.com; or Morgan Stanley, 180 Varick Street, New
York, NY 10014 attn: Prospectus Department.

National Retail Properties invests primarily in high-quality retail properties
subject generally to long-term, net leases. As of September 30, 2014, the
company owned 2,038 Investment Properties in 47 states with a gross leasable
area of approximately 22.1 million square feet. 

Statements in this press release that are not strictly historical are
"forward-looking" statements.  Forward-looking statements involve known and
unknown risks, which may cause the Company's actual future results to differ
materially from expected results. For example, the fact that this offering has
priced may imply that this offering will close, but the closing is subject to
conditions customary in transactions of this type and may be delayed or may
not occur at all. No assurance can be given that the offering discussed above
will be completed on the terms described or at all, or that the net proceeds
of the offering will be used as indicated. Completion of the offering on the
terms described and the application of the net proceeds of the offering are
subject to numerous possible events, factors and conditions, many of which are
beyond the control of the Company and not all of which are known to us. These
risks include, among others, general economic conditions, local real estate
conditions, changes in interest rates, increases in operating costs, the
preferences and financial condition of our tenants, the availability of
capital, risks related to our status as a REIT, and the profitability of the
Company's taxable subsidiary.  Additional information concerning these and
other factors that could cause actual results to differ materially from those
forward-looking statements is contained from time to time in the Company's
Securities and Exchange Commission ("SEC") filings, including, but not limited
to, the Company's Annual Report on Form 10-K. Copies of each filing may be
obtained from the Company or the SEC. Such forward-looking statements should
be regarded solely as reflections of the Company's current operating plans and
estimates. The Company undertakes no obligation to publicly release the
results of any revisions to these forward-looking statements that may be made
to reflect events or circumstances after the date these statements were made.

 

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