STOCK TITAN

W. P. Carey (NYSE: WPC) to refinance 2026 notes with $350M issue

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

W. P. Carey Inc. is issuing $350 million aggregate principal amount of 5.200% Senior Notes due 2036 in an underwritten public offering. The Notes were priced at 99.015% of principal and are expected to settle on July 2, 2026, subject to customary closing conditions.

The company plans to use the net proceeds to repay $350 million of its 4.250% Senior Notes due October 2026 and for other general corporate purposes, including funding future investments and repaying other debt such as borrowings under its $2.0 billion unsecured revolving credit facility. Interest will be paid semi-annually on March 15 and September 15, beginning March 15, 2027.

Positive

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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 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Senior Notes issuance $350 million aggregate principal 5.200% Senior Notes due 2036
Coupon rate 5.200% Interest rate on Senior Notes due 2036
Issue price 99.015% of principal amount Pricing of 2036 Senior Notes
Existing notes to be repaid $350 million aggregate principal 4.250% Senior Notes due October 2026
Revolving credit facility size $2.0 billion Unsecured revolving credit facility referenced for potential repayment
Interest payment dates March 15 and September 15 Semi-annual interest on Notes, starting March 15, 2027
Portfolio property count 1,703 properties Net lease properties as of March 31, 2026
Portfolio square footage 185 million square feet Net lease portfolio size as of March 31, 2026
automatic shelf registration statement regulatory
"The Offering is being made pursuant to the Company’s automatic shelf registration statement on Form S-3ASR"
An automatic shelf registration statement is a pre-approved filing that companies submit to securities regulators, allowing them to sell new shares or bonds quickly and efficiently when needed. It acts like a standing permit, enabling the company to raise money without going through a lengthy approval process each time, which can be helpful for responding promptly to market opportunities or needs. For investors, it provides transparency about the company's ability to raise funds and signals planning flexibility.
underwritten public offering financial
"announced today that it has priced an underwritten public offering of $350 million"
An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.
Senior Notes financial
"public offering of $350 million aggregate principal amount of 5.200% Senior Notes due 2036"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
net lease REITs financial
"W. P. Carey ranks among the largest net lease REITs with a well-diversified portfolio"
Net lease REITs are companies that own commercial properties and lease them to tenants under agreements where the tenant pays most operating costs—such as taxes, insurance and maintenance—so the landlord receives largely predictable rent checks like a landlord who rents a house but the renter also covers the repairs. They matter to investors because that steady, long-term rental income can produce reliable dividends, while performance depends on tenant credit quality and sensitivity to interest-rate changes.
forward-looking statements regulatory
"Certain of the matters discussed in this communication constitute forward-looking statements within the meaning of the Securities Act"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
unsecured revolving credit facility financial
"including amounts outstanding under its $2.0 billion unsecured revolving credit facility"
A revolving credit facility is a line of borrowing that a company can draw from, repay, and draw again up to a set limit; “unsecured” means the loans are not backed by specific assets as collateral. Investors care because it acts like a corporate credit card—giving short‑term cash flexibility to cover operations or unexpected needs—while signaling lenders’ confidence and affecting interest costs, default risk, and the company’s financial stability.
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Learn about SEC filing dates
false 0001025378 0001025378 2026-06-29 2026-06-29 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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 29, 2026

 

 

 

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 June 29, 2026, W. P. Carey Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Wells Fargo Securities, LLC, RBC Capital Markets, LLC and U.S. Bancorp Investments, 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 $350 million aggregate principal amount of 5.200% Senior Notes due 2036 (the “Senior Notes”), issued by the Company. The Offering is expected to settle on July 2, 2026, 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 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 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 June 29, 2026, 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 June 29, 2026, by and among W. P. Carey Inc. and Wells Fargo Securities, LLC, RBC Capital Markets, LLC and U.S. Bancorp Investments, Inc. as representatives of the several underwriters listed in Schedule 1 thereto.
     
99.1   Pricing Press Release dated June 29, 2026, 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.

 

June 30, 2026 W. P. Carey Inc.
   
  By: /s/ ToniAnn Sanzone
    ToniAnn Sanzone
    Chief Financial Officer

 

 

 

 

Exhibit 99.1

 

 

 

W. P. Carey Announces Pricing of $350 Million of Senior Unsecured Notes

 

NEW YORK, June 29, 2026 -- W. P. Carey Inc. (NYSE: WPC, the “Company”) announced today that it has priced an underwritten public offering of $350 million aggregate principal amount of 5.200% Senior Notes due 2036 (the “Notes”). The Notes were offered at 99.015% of the principal amount.

 

Interest on the Notes will be paid semi-annually on March 15 and September 15 of each year, beginning on March 15, 2027. The offering of the Notes is expected to settle on July 2, 2026, subject to customary closing conditions. The Company intends to use the net proceeds from the 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 unsecured revolving credit facility.

 

Wells Fargo Securities, LLC, RBC Capital Markets, LLC, U.S. Bancorp Investments, Inc. and BBVA Securities Inc. acted as joint book-running managers for the Notes offering.

 

A registration statement relating to the Notes has been filed with the Securities and Exchange Commission (the “SEC”) and has become effective under the Securities Act of 1933, as amended (the "Securities Act"). The offering is being made by means of a prospectus supplement and prospectus. Before making an investment in the Notes, potential investors should read the prospectus supplement and the accompanying prospectus for more complete information about the Company and the offering. Potential investors may obtain these documents for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, potential investors may obtain copies, when available, by contacting: Wells Fargo Securities, LLC toll-free at 1-800-645-3751, RBC Capital Markets, LLC toll-free at 1-866-375-6829 or U.S. Bancorp Investments, Inc. toll free at 1-877-558-2607.

 

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offer or sale of the Notes will be made only by means of a prospectus supplement relating to the offering and the accompanying prospectus.

 

W. P. Carey Inc.

 

W. P. Carey ranks among the largest net lease REITs with a well-diversified portfolio of high-quality, operationally critical commercial real estate, which includes 1,703 net lease properties covering approximately 185 million square feet as of March 31, 2026. With offices in New York, London, Amsterdam and Dallas, the company remains focused on investing primarily in single-tenant industrial, warehouse and retail properties located in the U.S. and Europe, under long-term net leases with built-in rent escalations.

 

 

 

 

Forward-Looking Statements

 

Certain of the matters discussed in this communication constitute forward-looking statements within the meaning of the Securities Act and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding: expectations regarding the use of proceeds of this offering and the settlement date. Forward looking statements are generally identified by the use of words such as “may,” “will,” “should,” “would,” “will be,” “will continue,” “will likely result,” “believe,” “project,” “expect,” “anticipate,” “intend,” “estimate,” “opportunities,” “possibility,” “strategy,” “plan,” “maintain” or the negative version of these words and other comparable terms. These forward-looking statements include, but are not limited to, statements that are not historical facts.

 

These statements are based on the current expectations of the Company's management, and it is important to note that the Company's actual results could be materially different from those projected in such forward-looking statements. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Other unknown or unpredictable risks or uncertainties which include, among others, the risks related to fluctuating interest rates, the impact of inflation and tariffs on our tenants and us, the effects of pandemics and global outbreaks of contagious diseases, and domestic or geopolitical crises (such as terrorism, military conflict, war or the perception that hostilities may be imminent), political instability or civil unrest, or other conflict, and those additional risk factors discussed in reports that we have filed with the SEC, could also have material adverse effects on our business, financial condition, liquidity, results of operations, and prospects. You should exercise caution in relying on forward-looking statements as they involve known and unknown risks, uncertainties, and other factors that may materially affect our future results, performance, achievements, or transactions. Information on factors that could impact actual results and cause them to differ from what is anticipated in the forward-looking statements contained herein is included in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, as filed with the SEC on April 29, 2026, as well as in the Company’s filings with the SEC, including but not limited to those described in Part I, Item 1A. Risk Factors in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as filed with the SEC on February 11, 2026. Moreover, because the Company operates in a very competitive and rapidly changing environment, new risks are likely to emerge from time to time. Given these risks and uncertainties, potential investors are cautioned not to place undue reliance on these forward-looking statements as a prediction of future results, which speak only as of the date of this communication, unless noted otherwise. Except as required under the federal securities laws and the rules and regulations of the SEC, the Company does not undertake any obligation to release publicly any revisions to the forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events.

 

Institutional Investors:
Peter Sands
212-492-1110
institutionalir@wpcarey.com

 

Press Contact:
Amanda Woodward

212-492-1171

awoodward@wpcarey.com

 

 

 

FAQ

What did W. P. Carey (WPC) announce in this 8-K filing?

W. P. Carey announced pricing of a $350 million public offering of 5.200% Senior Notes due 2036. The notes were issued under an effective shelf registration and are expected to settle on July 2, 2026, subject to customary closing conditions.

What are the key terms of W. P. Carey’s new 5.200% Senior Notes?

The new Senior Notes have a 5.200% coupon, $350 million aggregate principal, and mature in 2036. They were priced at 99.015% of principal, with interest paid semi-annually on March 15 and September 15, starting March 15, 2027.

How will W. P. Carey (WPC) use the $350 million note proceeds?

W. P. Carey intends to use the net proceeds to repay $350 million of 4.250% Senior Notes due October 2026. Remaining funds may support general corporate purposes, including potential investments and repayment of other indebtedness such as its unsecured revolving credit facility.

Who managed W. P. Carey’s 2036 Senior Notes offering?

Wells Fargo Securities, RBC Capital Markets, U.S. Bancorp Investments and BBVA Securities acted as joint book-running managers. Wells Fargo Securities, RBC Capital Markets and U.S. Bancorp Investments also served as representatives of the several underwriters in the public offering.

How often will W. P. Carey (WPC) pay interest on the new notes?

Interest on the 5.200% Senior Notes due 2036 will be paid semi-annually. Payments fall on March 15 and September 15 of each year, starting March 15, 2027, providing investors with two fixed income payments annually.

What existing debt is W. P. Carey targeting with this new issuance?

The company plans to repay $350 million in aggregate principal of its 4.250% Senior Notes due October 2026. It may also use a portion of proceeds to reduce other borrowings, including amounts outstanding under its $2.0 billion unsecured revolving credit facility.

How large is W. P. Carey’s real estate portfolio as of March 31, 2026?

As of March 31, 2026, W. P. Carey ranked among large net lease REITs with 1,703 net lease properties. These properties covered approximately 185 million square feet, largely industrial, warehouse and retail assets across the U.S. and Europe under long-term net leases.

Filing Exhibits & Attachments

5 documents