Realty Income (NYSE: O) lifts credit lines and commercial paper programs to $5.5B
Rhea-AI Filing Summary
Realty Income Corporation entered into a Fifth Amended and Restated Credit Agreement on July 10, 2026, recasting and expanding its unsecured multicurrency revolving credit facilities to $5.5 billion, up from $4.0 billion. The facilities are split into two $2.75 billion tranches, initially maturing on April 29, 2029 and July 10, 2030, each with two six‑month extension options at the company’s discretion.
The agreement includes an accordion expansion feature that can increase total capacity to $6.5 billion, subject to additional lender commitments, and adds UK and Netherlands subsidiaries as joint borrowers. Borrowings use benchmark rates such as SOFR, SONIA and EURIBOR plus an applicable margin tied to credit ratings; the current applicable margin is 0.675% per annum and the commitment fee is 0.125% per annum.
Separately, Realty Income increased the maximum outstanding under its unsecured commercial paper programs, raising both the U.S. and euro programs from $1.50 billion to $2.75 billion each, for a combined capacity of $5.5 billion versus $3.0 billion previously. Notes may be issued for general corporate purposes, with U.S. maturities up to 360 days and European maturities up to 183 days.
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accordion expansion feature financial
commercial paper programs financial
SOFR financial
SONIA financial
EURIBOR financial
Bid Rate Loans financial
FAQ
What new credit facilities did Realty Income (O) put in place on July 10, 2026?
How much can Realty Income’s revolving credit capacity increase under the accordion feature?
What are the current pricing terms on Realty Income’s new credit facilities?
How did Realty Income (O) change its commercial paper program capacities?
What are the maximum maturities for Realty Income’s commercial paper notes?
Which subsidiaries were added as borrowers under Realty Income’s new credit agreement?
United States
Securities and Exchange Commission
Washington, D.C. 20549
Form
Current Report
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Item 1.01 Entry into a Material Definitive Agreement.
On July 10, 2026 (the “Closing Date”), Realty Income Corporation (the “Company”) entered into a Fifth Amended and Restated Credit Agreement (the “Fifth A&R Credit Agreement”), among the Company, as US borrower, RI UK Finance Ltd., as UK borrower (the “UK Borrower”), and Realty Income Euro Finance B.V., as Netherlands borrower (the “Netherlands Borrower” and together with the Company and the UK Borrower, the “Borrowers”), the lenders party thereto, Wells Fargo Bank, National Association, as Administrative Agent, and the other parties named therein.
The Fifth A&R Credit Agreement amends and restates, in its entirety, that certain Fourth Amended and Restated Credit Agreement, dated as of April 29, 2025 (the “Prior Credit Agreement”), among the Company, as Borrower, the lenders party thereto, Wells Fargo Bank, National Association, as Administrative Agent, and the other parties named therein.
The Fifth A&R Credit Agreement provides for, among other changes, updated capacity of $5.5 billion in unsecured multicurrency revolving credit facilities, upsized from the prior $4.0 billion capacity. The Fifth A&R Credit Agreement consists of two $2.75 billion tranches, which initially mature on April 29, 2029 and July 10, 2030 respectively (collectively, the “RI Credit Facilities”). The RI Credit Facilities also include two six-month extensions for each facility, which can be exercised at the Company’s option on the terms as set forth in the Fifth A&R Credit Agreement. The Fifth A&R Credit Agreement also adds the UK Borrower and the Netherlands Borrower, which are both wholly owned, indirect subsidiaries of the Company, as joint borrowers, under the Fifth A&R Credit Agreement.
The RI Credit Facilities permit the Borrowers to borrow (a) under the revolving credit facility maturing in July 2030 (i) in up to four currencies (including U.S. Dollars) under a $2.0 billion tranche thereunder and (ii) in up to 15 currencies (including U.S. Dollars) under a $750 million tranche thereunder, and (b) under the revolving credit facility maturing in April 2029 (i) in up to four currencies (including U.S. Dollars) under a $2.0 billion tranche thereunder and (ii) in up to 15 currencies (including U.S. Dollars) under a $750 million tranche thereunder. The aggregate capacity of the RI Credit Facilities can be increased to up to $6.5 billion pursuant to an accordion expansion feature, which is subject to obtaining lender commitments.
Borrowings under the RI Credit Facilities bear interest at different benchmark rates based on the currency of the borrowings, including SONIA (the Sterling Overnight Index Average) for borrowings denominated in Sterling, EURIBOR for borrowings denominated in Euros, and SOFR (the secured overnight financing rate as administered by the Federal Reserve Bank of New York) for borrowings denominated in U.S. Dollars, in each case, as defined and subject to certain adjustments specified in the Fifth A&R Credit Agreement, as applicable, plus an Applicable Margin, as defined in the Fifth A&R Credit Agreement, based on the Company’s credit ratings. The current Applicable Margin for the RI Credit Facilities equals 0.675% per annum, based on the Company’s current investment grade credit ratings. An applicable commitment fee is payable on the amount of the Revolving Commitments, as defined in the Credit Agreement, based on the Company’s credit ratings. The current applicable commitment fee for the RI Credit Facilities equals 0.125% per annum based on the Company’s current investment grade credit ratings. The Fifth A&R Credit Agreement also permits the Company to request that the Tranche 1 Revolving A Lenders or the Tranche 1 Revolving B Lenders, each as defined in the Fifth A&R Credit Agreement, make Tranche 1 Revolving A Loans or Tranche 1 Revolving B Loans, each as defined in the Fifth A&R Credit Agreement, in the form of Bid Rate Loans as further described in the Fifth A&R Credit Agreement. The Fifth A&R Credit Agreement contains customary and other affirmative covenants, including financial reporting requirements, negative covenants, including maintenance of certain financial requirements, and other customary events of default.
Item 1.02 Termination of a Material Definitive Agreement.
The information contained in Item 1.01 of this Current Report on Form 8-K regarding the termination of the Prior Credit Agreement is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information contained in Item 1.01 and Item 8.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 8.01 Other Events.
On July 10, 2026, the Company increased to $2.75 billion from $1.50 billion the maximum aggregate amount outstanding at any time of unsecured commercial paper notes (the “U.S. Notes”) which the Company may issue on a private placement basis under the U.S. commercial paper program it established on August 21, 2020 (the “U.S. Program”), and increased to $2.75 billion from $1.50 billion the maximum aggregate amount outstanding at any time of unsecured euro-commercial paper notes (the “Euro Notes” and, together with the U.S. Notes, the “Notes”) which the Company may issue under the Euro-commercial paper program it established on July 28, 2022 (the “Euro Program” and, together with the U.S. Program, the “Programs”). Outside of reflecting such increases, no other changes were made to the agreements entered into to establish the Programs other than updating the private placement memoranda and information memorandum, as applicable, for the Programs.
Under the Programs, the Company may issue Notes from time to time, and the proceeds of the Notes will be used for general corporate purposes.
The maturities of the U.S. Notes will vary, but may not exceed 360 days from the date of issue. The maturities of the Euro Notes will vary, but may not exceed 183 days from the date of issue. The face or principal amount of U.S. Notes outstanding under the U.S. Program at any time may not exceed $2.75 billion. The face or principal amount of Euro Notes outstanding under the Euro Program at any time may not exceed $2.75 billion. The Notes will be sold at a discount from par or, alternatively, will be sold at par and bear interest at rates that will vary based on market conditions at the time of the issuance of the Notes. The Notes have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and may not be offered and sold except in compliance with an applicable exemption from the registration requirements of the Securities Act and any applicable state securities laws. The information contained in this Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to purchase any securities, nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. When used herein, the words “estimate,” “anticipate,” “assume,” “expect,” “believe,” “intend,” “continue,” “should,” “may,” “likely,” “plan,” “seek,” and similar expressions are intended to identify forward-looking statements. Forward-looking statements include discussions of our business, strategy; liquidity and cash flows; plans, and the intentions of management; our platform; our financing activities, including issuances under our commercial paper programs; and growth strategies.
Forward-looking statements are subject to risks, uncertainties, and assumptions about us which may cause our actual future results to differ materially from expected results. Some of the factors that could cause actual results to differ materially are, among others, our continued qualification as a real estate investment trust; general domestic and foreign business, economic, or financial conditions; competition; fluctuating interest and currency rates; inflation and its impact on our clients and us; access to debt and equity capital markets and other sources of funding (including the terms, structure and partners of such funding); volatility and uncertainty in the credit and financial markets; other risks inherent in real estate, private capital, credit and mezzanine investments, and joint ventures or co-investment ventures including solvency, defaults under leases, bankruptcies, potential liability relating to environmental matters, illiquidity of real estate investments (including rights of first refusal or rights of first offer), and potential damages from natural disasters; impairments in the value of our real estate assets; volatility and changes in domestic and foreign laws and the application, enforcement or interpretation thereof (including with respect to tax laws and rates); property ownership through co-investment ventures, funds, joint ventures, partnerships and other arrangements which, among other things, may transfer or limit our control of the underlying investments; epidemics or pandemics; the loss of key personnel; the threat and outcome of any legal proceedings to which we are a party or which may occur in the future; acts of terrorism and war; the anticipated benefits from mergers, acquisitions, co-investment ventures, funds, joint ventures, partnerships, and other arrangements; and those additional risks and factors discussed in our reports filed with the U.S. Securities and Exchange Commission. Readers are cautioned not to place undue reliance on forward-looking statements. Those forward-looking statements are not guarantees of future plans and performance and speak only as of the date of this report. Past operating results and performance are provided for informational purposes and are not a guarantee of future results. There can be no assurance that historical trends will continue. Actual plans and results may differ materially from what is expressed or forecasted in this report and forecasts made in the forward-looking statements discussed in this report may not materialize. We do not undertake any obligation to update forward-looking statements or to publicly release the results of any forward-looking statements that may be made to reflect events or circumstances after the date these statements were made or to reflect the occurrence of unanticipated events.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| 10.1 | Fifth Amended and Restated Credit Agreement, dated as of July 10, 2026, by and among the Company, as US borrower, RI UK Finance Ltd, as UK borrower, and Realty Income Euro Finance B.V., as Netherlands borrower, the lenders party thereto, Wells Fargo Bank, National Association, as Administrative Agent, and the other parties named therein. | |
| 99.1 | Press Release, dated July 13, 2026 | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURE
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.
| Dated: July 13, 2026 | REALTY INCOME CORPORATION | |
| By: | /s/ Bianca Martinez | |
| Bianca Martinez | ||
| Senior Vice President, Associate General Counsel and Assistant Secretary | ||
Exhibit 99.1
REALTY INCOME RECASTS AND EXPANDS REVOLVING CREDIT FACILITIES TO $5.5 BILLION AND COMMERCIAL PAPER PROGRAMS TO $5.5 BILLION
SAN DIEGO, CALIFORNIA, July 13, 2026... Realty Income Corporation (Realty Income, NYSE: O) (the “Company”), The Monthly Dividend Company®, announced that it has closed on the recast and expansion of its $5.5 billion multicurrency unsecured revolving credit facilities, upsized from the prior $4.0 billion capacity. In addition, the Company also announced an expanded combined capacity of $5.5 billion for its global commercial paper programs, upsized from the prior $3.0 billion combined capacity.
“This recast further strengthens our liquidity position through the continued support of our lending partners. Access to efficiently priced capital has long been a competitive advantage for Realty Income, and the increased borrowing capacity enhances our financial flexibility to execute on our strategy and pursue accretive growth opportunities,” said Jonathan Pong, Realty Income’s Chief Financial Officer and Treasurer.
$5.5 Billion Revolving Credit Facilities
Realty Income’s revolving credit facilities provide for updated capacity of $5.5 billion with an accordion expansion feature up to $6.5 billion, which is subject to obtaining lender commitments. The revolving credit facilities are bifurcated into two $2.75 billion tranches, which initially mature on April 29, 2029 and July 10, 2030 respectively, before giving effect to two six-month extension options for each facility. Pursuant to the terms of the revolving credit facilities, the Company’s current A3 / A- credit ratings provide for a borrowing rate of 67.5 basis points over SOFR for U.S. Dollar borrowings, with a facility commitment fee of 12.5 basis points, for all-in drawn pricing of 80 basis points over SOFR, a reduction of 5.0 basis points from the prior revolving credit facilities.
A total of 26 lenders are participating in the Realty Income revolving credit facilities, including Wells Fargo Bank, National Association, as the Administrative Agent. Wells Fargo Securities, LLC, JPMorgan Chase Bank, N.A., BofA Securities, Inc., and TD Bank, N.A. are serving as Joint Bookrunners.
$5.5 Billion Commercial Paper Programs
In conjunction with the closing of the updated revolving credit facilities, Realty Income also expanded its global unsecured commercial paper programs to a total combined capacity of $5.5 billion, including an upsized $2.75 billion U.S. commercial paper program and $2.75 billion European commercial paper program. The notes will be sold under customary terms in the United States and European commercial paper note markets, respectively, and will rank pari passu with all of the Company’s other unsecured senior indebtedness, including the Company’s outstanding senior notes and borrowings under the Company’s multicurrency revolving credit facilities. The Company expects to use its $5.5 billion multicurrency revolving credit facilities as a liquidity backstop for the repayment of notes issued under the programs.
The notes to be offered under the U.S. and European commercial paper programs have not been and will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the notes under the Company’s commercial paper programs.
About Realty Income
Realty Income (NYSE: O), an S&P 500 company, is real estate partner to the world’s leading companies®. Founded in 1969, we serve our clients as a full-service real estate capital provider. As of March 31, 2026, we have a portfolio of over 15,500 properties in all 50 U.S. states, the U.K., and eight other countries in Europe. We are known as “The Monthly Dividend Company®” and have a mission to invest in people and places to deliver dependable monthly dividends that increase over time. Since our founding, we have declared 673 consecutive monthly dividends and are a member of the S&P 500 Dividend Aristocrats® index for having increased our dividend for over 31 consecutive years. Additional information about the Company can be found at www.realtyincome.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. When used in this press release, the words “estimate,” “anticipate,” “assume,” “expect,” “believe,” “intend,” “continue,” “should,” “may,” “likely,” “plan,” “seek,” and similar expressions are intended to identify forward-looking statements. Forward-looking statements include discussions of our business, strategy; liquidity and cash flows; plans, and the intentions of management; our platform; financing activities, including issuances under our commercial paper programs; and growth strategies. Forward-looking statements are subject to risks, uncertainties, and assumptions about us which may cause our actual future results to differ materially from expected results. Some of the factors that could cause actual results to differ materially are, among others, our continued qualification as a real estate investment trust; general domestic and foreign business, economic, or financial conditions; competition; fluctuating interest and currency rates; inflation and its impact on our clients and us; access to debt and equity capital markets and other sources of funding (including the terms, structure and partners of such funding); volatility and uncertainty in the credit and financial markets; other risks inherent in real estate, private capital, credit and mezzanine investments, and joint ventures or co-investment ventures including solvency, defaults under leases, bankruptcies, potential liability relating to environmental matters, illiquidity of real estate investments (including rights of first refusal or rights of first offer), and potential damages from natural disasters; impairments in the value of our real estate assets; volatility and changes in domestic and foreign laws and the application, enforcement or interpretation thereof (including with respect to tax laws and rates); property ownership through co-investment ventures, funds, joint ventures, partnerships and other arrangements which, among other things, may transfer or limit our control of the underlying investments; epidemics or pandemics; the loss of key personnel; the threat and outcome of any legal proceedings to which we are a party or which may occur in the future; acts of terrorism and war; the anticipated benefits from mergers, acquisitions, co-investment ventures, funds, joint ventures, partnerships, and other arrangements; and those additional risks and factors discussed in our reports filed with the U.S. Securities and Exchange Commission. Readers are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements are not guarantees of future plans and performance and speak only as of the date of this press release. Past operating results and performance are provided for informational purposes and are not a guarantee of future results. There can be no assurance that historical trends will continue. Actual plans and results may differ materially from what is expressed or forecasted in this press release and forecasts made in the forward-looking statements discussed in this press release might not materialize. We do not undertake any obligation to update forward-looking statements or publicly release the results of any forward-looking statements that may be made to reflect events or circumstances after the date these statements were made or to reflect the occurrence of unanticipated events.
Investor Relations:
Alex Waters
Vice President, Investor Relations
+1 858 284 4965
awaters@realtyincome.com