W. P. Carey Announces Full Exercise of Underwriters' Option to Purchase Additional Shares
Rhea-AI Summary
W. P. Carey (NYSE: WPC) announced that underwriters exercised their full option to purchase an additional 900,000 shares, closing on February 24, 2026. After the exercise, gross proceeds from the offering total $496.8 million.
The company intends to use net proceeds to fund potential future investments, repay certain indebtedness (including amounts under its unsecured revolving credit facility), and for general corporate purposes. BofA Securities and J.P. Morgan acted as joint book-running managers.
Positive
- Gross proceeds of $496.8 million
- Proceeds intended to repay indebtedness and fund investments
Negative
- Share issuance may cause shareholder dilution
- Forward sale settlement timing could affect near-term liquidity
Key Figures
Market Reality Check
Peers on Argus
WPC gained 0.52% while peers were mixed: VICI +0.43%, BNL +1.21%, AMH +1.77%, ESRT -1.00%, KIM -0.64%, pointing to a stock-specific reaction to the equity-offering update.
Historical Context
| Date | Event | Sentiment | Move | Catalyst |
|---|---|---|---|---|
| Feb 19 | Equity offering closed | Neutral | +0.6% | Closing of 6,000,000-share common stock offering with forward sale agreements. |
| Feb 17 | Equity offering priced | Neutral | -0.1% | Pricing of 6,000,000-share public offering with 900,000-share underwriter option. |
| Feb 17 | Equity offering launch | Neutral | -0.1% | Announcement of new underwritten common stock offering and planned forward sale structure. |
| Feb 12 | Euro notes priced | Neutral | +1.1% | Pricing of €1.0B senior unsecured notes to refinance 2026 notes and other debt. |
| Feb 10 | Earnings and dividend | Positive | -0.4% | Q4 and 2025 results with higher AFFO, record investments, and dividend increase. |
Recent capital markets actions (equity and euro notes offerings) have generally produced mild, mostly positive price moves, while the latest earnings release saw a small negative reaction despite strong reported metrics.
Over February 2026, W. P. Carey announced multiple financing actions and results. It launched and priced a common stock offering of 6,000,000 shares with an option for 900,000 more, then closed the offering with gross proceeds of $432 million. It also priced €1.0B of senior unsecured notes to refinance upcoming maturities and support general purposes. Earlier, Q4 and full-year 2025 results showed net income of $148.3M for Q4 and $466.4M for the year, higher AFFO and a dividend increase. Today’s news extends that same equity-raising program via full option exercise.
Market Pulse Summary
This announcement completes W. P. Carey’s recent common stock financing, with underwriters fully exercising their option for an additional 900,000 shares, bringing gross proceeds to $496.8 million. The company plans to direct eventual net proceeds toward future real estate investments, repayment of indebtedness, and general corporate purposes. Set against February’s earlier equity and euro note offerings and solid 2025 results, investors may focus on how efficiently this new capital is deployed versus its impact on per-share metrics over time.
Key Terms
underwritten public offering financial
forward basis financial
forward sale agreements financial
prospectus supplement regulatory
base prospectus regulatory
EDGAR regulatory
AI-generated analysis. Not financial advice.
The Company intends to use the net proceeds, if any, received upon the settlement of the forward sale agreements (and from the sale of any shares of its common stock that it may sell to the underwriters in lieu of the forward purchasers (or their respective affiliates) selling shares of its common stock to the underwriters) to fund potential future investments, to repay certain indebtedness (including amounts outstanding under its unsecured revolving credit facility), and for general corporate purposes.
BofA Securities and J.P. Morgan acted as joint book-running managers for the offering.
A registration statement relating to these securities has become effective under the Securities Act of 1933, as amended (the "Securities Act"). The offering is being made by means of a prospectus supplement and related base prospectus. Before making an investment in these securities, potential investors should read the prospectus supplement and the accompanying prospectus for more complete information about the Company and the offering. Potential investors may obtain these documents for free by visiting EDGAR on the Securities and Exchange Commission (the "SEC") website at www.sec.gov. Alternatively, potential investors may contact any underwriter or dealer participating in the offering, who will arrange to send them these documents: BofA Securities, NC1-022-02-25, 201 North Tryon Street,
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offer or sale of these securities will be made only by means of a prospectus supplement relating to the offering and the accompanying prospectus.
W. P. Carey Inc.
W. P. Carey Inc. is an internally-managed, diversified REIT and a leading owner of commercial real estate, net leased to companies located primarily in
Forward-Looking Statements
Certain of the matters discussed in this communication constitute forward-looking statements within the meaning of the Securities Act and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding: expectations regarding the use of proceeds of this offering and the settlement date. Forward looking statements are generally identified by the use of words such as "may," "will," "should," "would," "will be," "will continue," "will likely result," "believe," "project," "expect," "anticipate," "intend," "estimate," "opportunities," "possibility," "strategy," "plan," "maintain" or the negative version of these words and other comparable terms. These forward-looking statements include, but are not limited to, statements that are not historical facts.
These statements are based on the current expectations of the Company's management, and it is important to note that the Company's actual results could be materially different from those projected in such forward-looking statements. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Other unknown or unpredictable risks or uncertainties which include, among others, the risks related to fluctuating interest rates, the impact of inflation and tariffs on our tenants and us, the effects of pandemics and global outbreaks of contagious diseases, and domestic or geopolitical crises, such as terrorism, military conflict, war or the perception that hostilities may be imminent, political instability or civil unrest, or other conflict, and those additional risk factors discussed in reports that we have filed with the SEC, could also have material adverse effects on our business, financial condition, liquidity, results of operations, and prospects. You should exercise caution in relying on forward-looking statements as they involve known and unknown risks, uncertainties, and other factors that may materially affect our future results, performance, achievements, or transactions. Information on factors that could impact actual results and cause them to differ from what is anticipated in the forward-looking statements contained herein is included in the Company's filings with the SEC, including but not limited to those described in Part I, Item 1A. Risk Factors in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as filed with the SEC on February 11, 2026. Moreover, because the Company operates in a very competitive and rapidly changing environment, new risks are likely to emerge from time to time. Given these risks and uncertainties, potential investors are cautioned not to place undue reliance on these forward-looking statements as a prediction of future results, which speak only as of the date of this communication, unless noted otherwise. Except as required under the federal securities laws and the rules and regulations of the SEC, the Company does not undertake any obligation to release publicly any revisions to the forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events.
Institutional Investors:
Peter Sands
W. P. Carey Inc.
212-492-1110
institutionalir@wpcarey.com
Press Contact:
Anna McGrath
W. P. Carey Inc.
212-492-1166
amcgrath@wpcarey.com
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SOURCE W. P. Carey Inc.
