Stockholders' Equity

3 Months Ended

Mar. 31, 2013

Stockholders' Equity

Stockholders' Equity

9. Stockholders' Equity

Common Stock

        For the three months ended March 31, 2013, the Company sold 17.4 million shares of common stock pursuant to its Primary Offering, generating gross proceeds of $173.5 million. For the year ended December 31, 2012, the Company sold 43.4 million shares of common stock pursuant to its Primary Offering, generating gross proceeds of $433.0 million. From inception through March 31, 2013 and including proceeds raised from the Merger Transaction, the Company sold 76.5 million shares of common stock pursuant to its Primary Offering, generating gross proceeds of $761.8 million.

Distribution Reinvestment Plan

        The Company adopted a DRP through which common stockholders may elect to reinvest an amount equal to the distributions declared on their shares in additional shares of the Company's common stock in lieu of receiving cash distributions. The initial purchase price per share under the DRP is $9.50. Once the Company establishes an estimated value per share, shares issued pursuant to the DRP will be priced at 95% of the estimated value per share of the Company's common stock, as determined by the Advisor or another firm chosen for that purpose. The Company expects to establish an estimated value per share within 18 months after the completion of its organization and offering stage. The organization and offering stage will be considered complete when the Company is no longer publicly offering equity securities, which is expected to be on or before July 19, 2013. No selling commissions or dealer manager fees will be paid on shares issued under the DRP. The board of directors of the Company may amend or terminate the DRP for any reason upon ten-days' notice to participants. For the three months ended March 31, 2013, the Company sold 0.6 million shares totaling $5.2 million of proceeds pursuant to the DRP. For the year ended December 31, 2012, the Company sold 1.1 million shares totaling $10.3 million of proceeds pursuant to the DRP. From inception through March 31, 2013 and excluding proceeds raised from the Merger Transaction, the Company sold 1.8 million shares totaling $17.1 million of proceeds pursuant to the DRP.

        In April 2013, the board of directors of the Company authorized the reallocation of shares available under the DRP to the Primary Offering. As of May 13, 2013, 8.3 million shares remain available for sale under the DRP. To the extent the Company sells all the shares allocated to the DRP in the Primary Offering, the Company expects to file a registration statement to enable the Company to continue to sell shares under the DRP.

Distributions

        Distributions to stockholders are declared quarterly by the board of directors of the Company and are paid monthly based on a daily amount of $0.002185792 per share, which is equivalent to an annual distribution rate of 8%. The following table presents distributions declared for the three months ended March 31, 2013 (dollars in thousands):

	Distributions(1)
Period	Cash		DRP		Total
January	$	2,441	$	1,795	$	4,236
February		2,378		1,778		4,156
March		2,909		2,163		5,072

(1)

Represents distributions declared for such period, even though such distributions are actually paid to stockholders the month following such period.

Share Repurchase Program

        The Company adopted a share repurchase program that may enable stockholders to sell their shares to the Company in limited circumstances (the "Share Repurchase Program"). The Company may not repurchase shares unless a stockholder has held shares for one year. However, the Company may repurchase shares held less than one year in connection with a stockholder's death or qualifying disability, if the disability is deemed qualifying by the board of directors of the Company, in its sole discretion, and after receiving written notice from the stockholder. The Company is not obligated to repurchase shares under the Share Repurchase Program. For the three months ended March 31, 2013, the Company repurchased 0.1 million shares of common stock for a total of $1.0 million at an average price of $9.74 per share. For the year ended December 31, 2012, the Company repurchased 0.1 million shares of common stock for a total of $1.4 million at an average price of $9.62 per share.