[8-K] W.P. Carey Inc. (REIT) Reports Material Event

Rhea-AI Filing Summary

On 7 July 2025, W. P. Carey Inc. (NYSE: WPC) entered into an underwriting agreement with Wells Fargo Securities, BofA Securities and Scotia Capital (USA) Inc. for a public offering of $400 million aggregate principal amount of 4.650% Senior Notes due 2030. The notes are expected to settle on 10 July 2025 under the company’s automatic shelf registration (File No. 333-286885).

The company will apply the net proceeds to repay a portion of borrowings outstanding under its $2.0 billion unsecured revolving credit facility and for other general corporate purposes. The underwriting agreement contains customary representations, warranties, covenants and indemnification provisions. A pricing press release was simultaneously issued (Exhibit 99.1).

• Issue Size: $400 million
• Coupon: 4.650%
• Maturity: 2030
• Expected Closing: 10 July 2025
• Use of Proceeds: Debt repayment & general corporate

No earnings figures or other financial performance data were disclosed in this Form 8-K.

Positive

• Secured $400 million of long-term financing through 4.650% Senior Notes due 2030
• Proceeds designated to repay outstanding revolver borrowings, supporting liquidity and debt-profile management

Negative

• Issuance temporarily increases gross debt by $400 million until revolver balances are reduced
• Fixed 4.650% coupon locks in interest expense through 2030

Insights

Corporate Bond Analyst

TL;DR: $400 million 4.650% notes add fixed-rate debt but enhance liquidity by refinancing revolver borrowings.

The 8-K reveals a straightforward capital-raising transaction. By issuing 4.650% Senior Notes due 2030, WPC secures seven-year money in today’s market, extending its debt maturity profile. Proceeds are earmarked to pay down the company’s $2.0 billion unsecured revolver, replacing short-term borrowings with longer-dated paper and freeing up revolving capacity for future needs. Although the deal adds $400 million of senior obligations, the targeted repayment of existing indebtedness moderates net leverage once executed. The customary covenants and indemnities present no unusual restrictions. Overall, the transaction modestly improves funding flexibility without introducing material new risks.

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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): July 7, 2025

 

W. P. Carey Inc.

(Exact Name of Registrant as Specified in its Charter)

Maryland		001-13779		45-4549771
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

One Manhattan West, 395 9th Avenue, 58th Floor New York, New York		10001
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 492-1100

(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, $0.001 Par Value		WPC		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 1.01. Entry into a Material Definitive Agreement.

On July 7, 2025, W. P. Carey Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Wells Fargo Securities, LLC, BofA Securities, Inc. and Scotia Capital (USA) Inc. as representatives of the several underwriters listed in Schedule 1 to the Underwriting Agreement (collectively, the “Underwriters”), in connection with the public offering (the “Offering”) of $400 million aggregate principal amount of 4.650% Senior Notes due 2030 (the “Senior Notes”), issued by the Company. The Offering is expected to settle on July 10, 2025, subject to customary closing conditions. The Offering is being made pursuant to (i) the Company’s automatic shelf registration statement on Form S-3ASR (File No. 333-286885) filed with the Securities and Exchange Commission on May 1, 2025 and (ii) a final prospectus supplement relating to the Senior Notes, dated as of July 7, 2025.

The Company intends to use the net proceeds from this Offering to repay certain indebtedness, including a portion of amounts outstanding under its $2.0 billion unsecured revolving credit facility and for other general corporate purposes.

The Underwriting Agreement contains customary representations, warranties and covenants of the Company, as well as certain customary indemnification provisions with respect to the Company and the Underwriters relating to certain losses or damages arising out of or in connection with the consummation of the Offering.

The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by the full text of the Underwriting Agreement, which is being filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 8.01. Other Events.

On July 7, 2025, the Company issued a press release relating to the pricing of the Senior Notes (the “Press Release”). The foregoing description is qualified in its entirety by reference to the Press Release, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.		Description
1.1		Underwriting Agreement dated July 7, 2025, by and among W. P. Carey Inc., Wells Fargo Securities, LLC,  BofA Securities, Inc. and Scotia Capital (USA) Inc. as representatives of the several underwriters listed in Schedule 1 thereto.
99.1		Pricing Press Release dated July 7, 2025, issued by W. P. Carey Inc.
104		The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

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, thereunto duly authorized.

July 7, 2025	W. P. Carey Inc.
	By:	/s/ ToniAnn Sanzone
		ToniAnn Sanzone
		Chief Financial Officer

FAQ

What did WPC announce in its 7 July 2025 Form 8-K?

The company disclosed a public offering of $400 million 4.650% Senior Notes due 2030 and filed the related underwriting agreement.

How large is the WPC senior notes offering and what is the coupon?

WPC is issuing $400 million of 4.650% Senior Notes due 2030.

When will the new WPC notes settle?

The notes are expected to settle on 10 July 2025, subject to customary closing conditions.

How will WPC use the proceeds from the 4.650% Senior Notes?

Net proceeds will repay borrowings under WPC’s $2.0 billion unsecured revolving credit facility and fund general corporate purposes.

Which banks are underwriting WPC’s $400 million note issuance?

Wells Fargo Securities, BofA Securities and Scotia Capital (USA) Inc. are acting as joint book-running managers and representatives of the underwriters.