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UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
June 30, 2025
Global Net Lease, Inc.
(Exact name of registrant as specified in its
charter)
Maryland |
|
001-37390 |
|
45-2771978 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission File Number) |
|
(IRS
Employer
Identification
No.) |
650
Fifth Avenue, 30th Floor |
|
|
New York, New York |
|
10019 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (332) 265-2020
(Former name or former address, if changed
since last report.)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ |
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
|
|
¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
|
|
¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered
pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading
Symbol(s) |
|
Name of each exchange
on which
registered |
Common
Stock, $0.01 par value per share |
|
GNL |
|
New
York Stock Exchange |
7.25%
Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share |
|
GNL
PR A |
|
New
York Stock Exchange |
6.875%
Series B Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share |
|
GNL
PR B |
|
New
York Stock Exchange |
7.50%
Series D Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share |
|
GNL
PR D |
|
New
York Stock Exchange |
7.375%
Series E Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share |
|
GNL
PR E |
|
New
York Stock Exchange |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 7.01 Regulation FD Disclosure.
On June 30, 2025,
Global Net Lease, Inc. (the “Company”) issued a press release announcing that S&P Global has upgraded its corporate
credit rating to BB+ from BB following the sale of its multi-tenant portfolio, as well as raised the Company’s issue-level rating
on its unsecured notes to an investment-grade BBB- from BB+.
A copy of the press release
is attached as Exhibit 99.1 to this Current Report on Form 8-K. Such press release shall not be deemed “filed” for
any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
or otherwise subject to the liabilities of that Section. The information in Item 7.01, including Exhibit 99.1, shall not be deemed
incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general
incorporation language in such filing.
The statements
in this Current Report on Form 8-K that are not historical facts may be forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties that could cause the
outcome to be materially different. The words such as “may,” “will,” “seeks,” “anticipates,”
“believes,” “expects,” “estimates,” “projects,” “potential,” “predicts,”
“plans,” “intends,” “would,” “could,” “should” and similar expressions are
intended to identify forward-looking statements, although not all forward-looking statements contain
these identifying words. These forward-looking statements are subject to a number of risks, uncertainties and other factors, many of which
are outside of the Company’s control, which could cause actual results to differ materially from the results contemplated by the
forward-looking statements. These risks and uncertainties include the risks that any potential future acquisition or disposition by the
Company is subject to market conditions, capital availability and timing considerations and may not be identified or completed on favorable
terms, or at all. Some of the risks and uncertainties, although not all risks and uncertainties, that could cause the Company’s
actual results to differ materially from those presented in its forward-looking statements are set forth in the “Risk Factors”
and “Quantitative and Qualitative Disclosures About Market Risk” sections in the Company’s Annual Report on Form 10-K,
its Quarterly Reports on Form 10-Q, and all of its other filings with the U.S. Securities and Exchange Commission, as such risks,
uncertainties and other important factors may be updated from time to time in the Company’s subsequent reports. Further, forward-looking
statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise any forward-looking statement
to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless required
by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number |
|
Description |
99.1 |
|
Press
Release dated June 30, 2025. |
104 |
|
Cover
Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
|
|
|
GLOBAL NET LEASE, INC. |
|
|
|
|
Date: |
June 30, 2025 |
By: |
/s/ Edward M. Weil, Jr. |
|
|
Name: |
Edward M. Weil, Jr. |
|
|
Title: |
Chief Executive Officer and President (Principal Executive Officer) |