UNDERWRITING AGREEMENTUnderwriting Agreement • April 15th, 2016 • Spirit Realty Capital, Inc. • Operators of nonresidential buildings • New York
Spirit Realty Capital, Inc., a Maryland corporation (the “Company”), and Spirit Realty, L.P., a Delaware limited partnership (the “Operating Partnership”), each confirms its respective agreements with Morgan Stanley & Co. LLC (“Morgan Stanley”), Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC and Deutsche Bank Securities Inc. as representatives (the “Representatives”) of the several underwriters named in Schedule I hereto (the “Underwriters”) with respect to the proposed issuance and sale of 30,000,000 shares of the Company’s common stock, $0.01 par value per share (the “Firm Shares”). The Company also proposes to issue and sell to the several Underwriters not more than an additional 4,500,000 shares of its common stock, $0.01 par value per share (the “Additional Shares”), if and to the extent that you, as Representatives of the Underwriters shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of common stock
ATLANTA | BALTIMORE | BETHESDA | DENVER | LAS VEGAS | LOS ANGELES | NEW JERSEY | NEW YORK | PHILADELPHIA | PHOENIX | SALT LAKE CITY | SAN DIEGO | WASHINGTON, DC | WILMINGTON | WWW.BALLARDSPAHR.COM April 15, 2016 Spirit Realty Capital, Inc. 16767 North...Spirit Realty Capital, Inc. • April 15th, 2016 • Operators of nonresidential buildings
