ILPT JV takes $1.62B fixed-rate mortgage loan

Q: How will ILPT’s Mountain JV use the $1.62 billion mortgage loan proceeds?

Mountain JV used the net proceeds from the $1.62 billion loan to fully repay $1.4 billion of floating rate mortgage debt and $0.2 billion of amortizing fixed rate mortgage debt. After these repayments, the floating rate mortgage loan agreement was terminated without penalty.

Q: What are the key terms of ILPT’s new $1.62 billion mortgage loan?

The new mortgage loan obtained by Mountain JV totals $1.62 billion, is secured by 90 properties, and matures in May 2031. It carries a weighted average fixed interest rate of 5.71% per annum, under an agreement containing customary covenants and default acceleration provisions.

Q: Which lenders are involved in ILPT’s Mountain JV $1.62 billion mortgage loan?

The mortgage loan agreement lists Wells Fargo Bank, Citi Real Estate Funding, Morgan Stanley Bank, Bank of America, Bank of Montreal, and UBS AG New York Branch as lenders. Their affiliates have provided other banking and advisory services and received customary fees.

Q: What happened to the prior floating rate mortgage loan of ILPT’s Mountain JV?

Mountain JV repaid in full $1.4 billion in principal outstanding under its floating rate mortgage loan using proceeds from the new financing. The agreement governing the floating rate loan was then terminated in accordance with its terms and without penalty.

Industrial Logistics Properties Trust disclosed that subsidiaries of its joint venture, Mountain Industrial REIT LLC, entered into a new mortgage loan agreement on May 8, 2026.

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Form Type

8-K

Rhea-AI Filing Summary

Industrial Logistics Properties Trust disclosed that subsidiaries of its joint venture, Mountain Industrial REIT LLC, entered into a new mortgage loan agreement on May 8, 2026. Mountain JV obtained a $1.62 billion loan secured by 90 properties, maturing in May 2031 with a weighted average fixed interest rate of 5.71% per year.

Mountain JV used the net proceeds to repay in full $1.4 billion outstanding under its floating rate mortgage loan and $0.2 billion of amortizing fixed rate mortgage debt, and then terminated the floating rate loan agreement without penalty. ILPT also provided a guaranty of certain limited recourse obligations related to the new loan.

Insights

ILPT’s joint venture refinances major mortgage debt into a large, fixed-rate facility.

The Mountain Industrial REIT LLC joint venture obtained a new $1.62 billion mortgage loan secured by 90 properties, maturing in May 2031 with a weighted average fixed interest rate of 5.71%. This replaces prior floating and fixed rate mortgage borrowings.

The proceeds were used to repay $1.4 billion of floating rate mortgage debt and $0.2 billion of amortizing fixed rate mortgage debt, after which the floating rate agreement was terminated without penalty. ILPT provided a guaranty covering certain limited recourse obligations, while the loan agreement includes customary covenants and default-driven acceleration provisions.

8-K Event Classification

4 items: 1.01, 1.02, 2.03, 9.01

4 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 1.02 Termination of a Material Definitive Agreement Business

A significant contract was terminated, which may affect business operations or revenue.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

New mortgage loan amount: $1.62 billion Number of properties securing loan: 90 properties Loan interest rate: 5.71% per annum +3 more

6 metrics

New mortgage loan amount $1.62 billion Loan to Mountain Industrial REIT LLC subsidiaries

Number of properties securing loan 90 properties Collateral for $1.62 billion mortgage loan

Loan interest rate 5.71% per annum Weighted average fixed rate on new mortgage loan

Loan maturity May 2031 Stated maturity date of new mortgage facility

Repaid floating rate mortgage debt $1.4 billion Principal repaid using new loan proceeds

Repaid amortizing fixed rate debt $0.2 billion Amortizing fixed rate mortgage debt repaid

Key Terms

mortgage loan agreement, consolidated joint venture, limited recourse obligations, events of default, +1 more

5 terms

mortgage loan agreement financial

"entered into a mortgage loan agreement with Wells Fargo Bank, National Association, Citi Real Estate Funding Inc."

consolidated joint venture financial

"certain subsidiaries of our consolidated joint venture, Mountain Industrial REIT LLC, or Mountain JV, entered into a mortgage loan agreement"

A consolidated joint venture is a separate business created and run by two or more parties whose finances are combined with one or more parent companies’ financial statements as if it were part of their own business. For investors this matters because the venture’s sales, debts and profits directly affect the parents’ reported results and risk profile — like adding a new wing to a house that changes the home’s size, value and upkeep costs.

limited recourse obligations financial

"we guaranteed certain limited recourse obligations of the applicable subsidiaries of Mountain JV with respect to the Loan"

events of default financial

"provides for acceleration of payment of all amounts due thereunder upon the occurrence and continuation of certain events of default"

Events of default are specific breaches or failures listed in a loan, bond, or credit agreement that give lenders the right to act, such as demanding immediate repayment, raising interest rates, or taking secured assets. They matter to investors because triggering one is like setting off a financial alarm: it raises the chance of foreclosure, restructuring, or bankruptcy and can sharply reduce the value of a company’s stock or bonds and increase borrowing costs.

customary covenants financial

"The agreement governing the Loan contains customary covenants and provides for acceleration of payment"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What new mortgage financing did ILPT’s Mountain JV enter on May 8, 2026?

On May 8, 2026, ILPT’s consolidated joint venture Mountain Industrial REIT LLC obtained a new mortgage loan totaling $1.62 billion. The loan is secured by 90 properties and is governed by an agreement with multiple large commercial banks.

How will ILPT’s Mountain JV use the $1.62 billion mortgage loan proceeds?

Mountain JV used the net proceeds from the $1.62 billion loan to fully repay $1.4 billion of floating rate mortgage debt and $0.2 billion of amortizing fixed rate mortgage debt. After these repayments, the floating rate mortgage loan agreement was terminated without penalty.

What are the key terms of ILPT’s new $1.62 billion mortgage loan?

The new mortgage loan obtained by Mountain JV totals $1.62 billion, is secured by 90 properties, and matures in May 2031. It carries a weighted average fixed interest rate of 5.71% per annum, under an agreement containing customary covenants and default acceleration provisions.

What guaranty did Industrial Logistics Properties Trust provide in connection with the new loan?

On May 8, 2026, Industrial Logistics Properties Trust entered into a guaranty in favor of the lenders. Under this guaranty, ILPT backs certain limited recourse obligations of applicable Mountain JV subsidiaries related to the new $1.62 billion mortgage loan.

Which lenders are involved in ILPT’s Mountain JV $1.62 billion mortgage loan?

The mortgage loan agreement lists Wells Fargo Bank, Citi Real Estate Funding, Morgan Stanley Bank, Bank of America, Bank of Montreal, and UBS AG New York Branch as lenders. Their affiliates have provided other banking and advisory services and received customary fees.

What happened to the prior floating rate mortgage loan of ILPT’s Mountain JV?

Mountain JV repaid in full $1.4 billion in principal outstanding under its floating rate mortgage loan using proceeds from the new financing. The agreement governing the floating rate loan was then terminated in accordance with its terms and without penalty.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/08/2026 - 04:19 PM

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): May 8, 2026

INDUSTRIAL LOGISTICS PROPERTIES TRUST

(Exact Name of Registrant as Specified in Its Charter)

Maryland

(State or Other Jurisdiction of Incorporation)

001-38342		82-2809631
(Commission File Number)		(IRS Employer Identification No.)

Two Newton Place
255 Washington Street, Suite 300
Newton, Massachusetts		02458-1634
(Address of Principal Executive Offices)		(Zip Code)

617-219-1460

(Registrant’s Telephone Number, Including Area Code)

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 Shares of Beneficial Interest		ILPT		The Nasdaq Stock Market LLC

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. ¨

In this Current Report on Form 8-K, the terms “we”, “us” and “our” refer to Industrial Logistics Properties Trust or certain of its subsidiaries, as the context requires.

Item 1.01.

Entry into a Material Definitive Agreement.

On May 8, 2026, certain subsidiaries of our consolidated joint venture, Mountain Industrial REIT LLC, or Mountain JV, entered into a mortgage loan agreement with Wells Fargo Bank, National Association, Citi Real Estate Funding Inc., Morgan Stanley Bank, N.A., Bank of America, N.A., Bank of Montreal and UBS AG New York Branch, or collectively, the lenders, pursuant to which Mountain JV obtained, in aggregate, a $1.62 billion loan secured by 90 of its properties, or the Loan. Also on May 8, 2026, we entered into a guaranty in favor of the lenders, pursuant to which we guaranteed certain limited recourse obligations of the applicable subsidiaries of Mountain JV with respect to the Loan. The Loan matures in May 2031 and bears interest at a weighted average fixed rate of 5.71% per annum.

Mountain JV used the net proceeds from the Loan towards the repayment in full of the $1.4 billion in aggregate principal amount outstanding under its floating rate mortgage loan with Citi Real Estate Funding Inc., UBS AG New York Branch, Bank of America, N.A., Bank of Montreal and Morgan Stanley Bank, N.A., and $0.2 billion in aggregate principal amount of its amortizing fixed rate mortgage debt, and then terminated the agreement governing the floating rate mortgage loan in accordance with its terms and without penalty.

The agreement governing the Loan contains customary covenants and provides for acceleration of payment of all amounts due thereunder upon the occurrence and continuation of certain events of default.

The lenders and/or certain of their affiliates under the Loan have engaged in, and may in the future engage in, investment banking, commercial banking, advisory and other commercial dealings in the ordinary course of business with us. They have received, and may in the future receive, customary fees and commissions for these engagements.

The descriptions of the agreements governing the Loan and related guaranty and the terminated floating rate loan included in this Item 1.01 are not complete and are subject to and qualified in their entirety by reference to the copy of the loan agreement that is filed as Exhibit 10.1 to this Current Report on Form 8-K, and to the copies of the loan agreement and the amendment thereto that were previously filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on February 28, 2022 and Exhibit 10.2 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, respectively, which are incorporated in this Current Report on Form 8-K by reference.

Item 1.02.

Termination of a Material Definitive Agreement.

Item 2.03.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

Reference is hereby made to the information in Item 1.01 of this Current Report on Form 8-K, which is incorporated in these Items 1.02 and 2.03 by reference.

Item 9.01.

Financial Statements and Exhibits.

(d)

Exhibits.

10.1		Loan Agreement, dated as of May 8, 2026, among certain subsidiaries of Mountain Industrial REIT LLC, Wells Fargo Bank, National Association, Citi Real Estate Funding Inc., Morgan Stanley Bank, N.A., Bank of America, N.A., Bank of Montreal and UBS AG New York Branch. (Filed herewith.)

104		Cover Page Interactive Data File. (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.

	INDUSTRIAL LOGISTICS PROPERTIES TRUST

	By:	/s/ Tiffany R. Sy
	Name:	Tiffany R. Sy
	Title:	Chief Financial Officer and Treasurer

Dated: May 8, 2026

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

EX-10.1 EXHIBIT 10.1 1.2 MB

ILPT JV takes $1.62B fixed-rate mortgage loan

Rhea-AI Filing Summary