W. P. Carey (NYSE: WPC) issues $350M 5.200% notes due 2036
Rhea-AI Filing Summary
W. P. Carey Inc. completed a public offering of $350 million aggregate principal amount of 5.200% Senior Notes due 2036 on July 2, 2026. The company plans to use the net proceeds to repay $350 million of 4.250% Senior Notes due October 2026 and for other general corporate purposes, including repaying borrowings under its $2.0 billion unsecured revolving credit facility and funding potential future investments.
The new Senior Notes are direct, unsecured and unsubordinated obligations, ranking equally with W. P. Carey’s existing and future unsecured and unsubordinated debt. They bear interest at 5.200% per annum from July 2, 2026, with semi-annual payments each March 15 and September 15, starting March 15, 2027, and mature on September 15, 2036. The notes may be redeemed at a make-whole price, or at 100% of principal plus accrued interest if redeemed on or after June 15, 2036. The indenture includes covenants on unencumbered assets and indebtedness levels, as well as customary merger limitations and events of default.
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8-K Event Classification
Key Figures
Key Terms
automatic shelf registration statement regulatory
make-whole redemption price financial
unencumbered assets financial
events of default financial
Fourteenth Supplemental Indenture regulatory
Senior Notes financial
FAQ
What did W. P. Carey (WPC) announce in this 8-K filing?
How will W. P. Carey (WPC) use the $350 million note proceeds?
What are the key terms of W. P. Carey’s 5.200% Senior Notes due 2036?
Can W. P. Carey redeem the new 2036 Senior Notes early?
What financial covenants apply to W. P. Carey’s new Senior Notes?
Under what registration did W. P. Carey issue the 2036 Senior Notes?
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Item 1.01. Entry into a Material Definitive Agreement.
On July 2, 2026, W. P. Carey Inc. (the “Company”) consummated the public offering (the “Offering”) of $350 million aggregate principal amount of 5.200% Senior Notes due 2036 (the “Senior Notes”). The Offering settled on July 2, 2026 and was 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 June 29, 2026. The Company intends to use the net proceeds from this Offering to repay the $350 million in aggregate principal amount outstanding of its 4.250% Senior Notes due October 2026 and for other general corporate purposes, including to fund potential future investments and to repay certain other indebtedness, including amounts outstanding under its $2.0 billion unsecured revolving credit facility.
The terms of the Senior Notes are governed by an indenture, dated as of March 14, 2014 (the “Base Indenture”), by and between the Company, as issuer, and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by the Fourteenth Supplemental Indenture dated as of July 2, 2026 (the “Fourteenth Supplemental Indenture” and together with the Base Indenture, the “Indenture”), by and between the Company and the Trustee.
The Senior Notes bear interest at 5.200% per annum, accruing from July 2, 2026. Interest on the Senior Notes is payable semi-annually on March 15 and September 15 of each year, commencing on March 15, 2027. The Senior Notes will mature on September 15, 2036. The Senior Notes are the Company’s direct, unsecured and unsubordinated obligations and will rank equally in right of payment with all of the Company’s existing and future unsecured and unsubordinated indebtedness.
The Company may redeem the Senior Notes at any time in whole, or from time to time in part, at the make-whole redemption price specified in the Fourteenth Supplemental Indenture. If the Senior Notes are redeemed on or after June 15, 2036 (three months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.
The Indenture contains covenants that, among other things, require the Company to maintain at all times a specified ratio of unencumbered assets to unsecured debt and limit the Company from incurring secured and unsecured indebtedness. However, those covenants are subject to significant exceptions. In addition, the Company’s ability to consummate a merger, consolidation or a transfer of all or substantially all of the Company’s consolidated assets to another person is limited unless certain conditions are satisfied. The Indenture also provides for customary events of default which, if any of them occurs, would permit or require the principal of and accrued interest on the Notes to become or to be declared due and payable.
The foregoing descriptions of the Base Indenture and the Fourteenth Supplemental Indenture in this Current Report on Form 8-K do not purport to be complete, and are qualified in their entirety by reference to Exhibits 4.1, 4.2 and 4.3, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 4.1 | Form of Note representing $350 Million Aggregate Principal Amount of 5.200% Senior Notes due 2036 (contained in Exhibit 4.3). | |
| 4.2 | Indenture dated as of March 14, 2014, by and between W. P. Carey Inc., as issuer and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on March 14, 2014). | |
| 4.3 | Fourteenth Supplemental Indenture dated as of July 2, 2026, by and between W. P. Carey Inc., as issuer, and U.S. Bank Trust Company, National Association, as trustee. | |
| 5.1 | Opinion of Hogan Lovells Cadwalader US LLP. | |
| 23.1 | Consent of Hogan Lovells Cadwalader US LLP (contained in Exhibit 5.1). | |
| 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.
| Date: July 2, 2026 | W. P. Carey Inc. | |
| By: | /s/ ToniAnn Sanzone | |
| ToniAnn Sanzone | ||
| Chief Financial Officer | ||