NEW YORK, June 7, 2021 /PRNewswire/ -- W. P. Carey Inc.
(the "Company") (NYSE: WPC) announced today the pricing of an
underwritten public offering of an aggregate of 5,250,000 shares of
common stock, offered on a forward basis in connection with the
forward sale agreements described below, for gross proceeds of
approximately $395.3 million. The
underwriters of the offering have been granted a 30-day option to
purchase up to an additional 787,500 shares of common stock.
W. P. Carey Inc. intends to use the proceeds, if any, received
upon the settlement of the forward sale agreements (and from the
sale of any shares of its common stock that it may sell to the
underwriters in lieu of the forward purchasers (or their
affiliates) selling its common stock to the underwriters) to fund
potential future investments (including acquisitions and
development and redevelopment activities), to repay certain
indebtedness, including amounts outstanding under its $1.8 billion unsecured revolving credit facility,
and for general corporate purposes.
BofA Securities, J.P. Morgan and Wells Fargo Securities acted as
joint book-running managers for the offering.
In connection with the offering of shares of its common stock,
the Company entered into forward sale agreements with BofA
Securities, J.P. Morgan and Wells Fargo Securities (or their
respective affiliates), referred to in such capacities as the
forward purchasers. In connection with such forward sale
agreements, the forward purchasers (or their respective affiliates)
are expected to borrow from third parties and to sell to the
underwriters an aggregate of 5,250,000 shares of the Company's
common stock (or 6,037,500 shares if the underwriters' option is
exercised in full).
Pursuant to the terms of the forward sale agreements, and
subject to its right to elect cash or net share settlement, the
Company is obligated to issue and deliver, upon physical settlement
of such forward sale agreements on one or more dates specified by
the Company occurring no later than approximately 18 months from
the date of the prospectus supplement relating to the offering, the
number of shares of the Company's common stock underlying the
forward sale agreements in exchange for a cash payment per share
equal to the forward sale price under the forward sale agreements.
The Company expects to physically settle the forward sale
agreements and receive proceeds, subject to certain adjustments,
from the sale of its shares of common stock upon one or more such
physical settlements within approximately 18 months from the date
of the prospectus supplement relating to the offering.
A registration statement relating to these securities 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 related base prospectus. Before making an
investment in these securities, potential investors should read the
prospectus supplement and the accompanying prospectus for more
complete information about W. P. Carey Inc. and the offering.
Potential investors may obtain these documents for free by visiting
EDGAR on the Securities and Exchange Commission (the "SEC") website
at www.sec.gov. Alternatively, potential investors may contact any
underwriter or dealer participating in the offering, who will
arrange to send them these documents: BofA Securities, Attention:
Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd
Floor, Charlotte, NC 28255-0001
(email: dg.prospectus_requests@bofa.com); J.P. Morgan Securities
LLC, Attention: Broadridge Financial Solutions, 1155 Long Island
Avenue, Edgewood, NY 11717,
telephone: 1-866-803-9204; and Wells Fargo Securities, Attention:
Equity Syndicate Department, 500 West 33rd Street, New York, New York, 10001, telephone:
1-800-326-5897 or email a request to
cmclientsupport@wellsfargo.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities, in any state or other jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
other jurisdiction. Any offer or sale of these securities 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 Inc. is a diversified real estate investment trust
and a leading owner of commercial real estate, net leased to
companies located primarily in North
America and Europe on a
long-term basis.
Forward-Looking Statements
Certain of the matters discussed in this press release
constitute forward-looking statements within the meaning of the
Securities Act, and the Securities Exchange Act of 1934, as
amended, both as amended by the Private Securities Litigation
Reform Act of 1995. The forward-looking statements include, among
other things, statements regarding the intent, belief or
expectations of W. P. Carey Inc., and may be identified by the use
of words such as "may," "will," "should," "would," "assume,"
"outlook," "seek," "plan," "believe," "expect," "anticipate,"
"intend," "estimate," "forecast" and other comparable terms. These
forward-looking statements represent W. P. Carey Inc.'s
expectations and beliefs concerning future events, and no assurance
can be given that the future results described in this press
release will be achieved. 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
factors could also have material adverse effects on future results,
performance or achievements of the companies. The factors and
assumptions upon which any forward-looking statements herein are
based are subject to risks and uncertainties which include, among
others, risks associated with the offering of common stock,
including whether such offering of common stock will be successful
and on what terms it may be completed; the risk factors set forth
in W. P. Carey Inc.'s most recent Annual Report on Form 10-K and in
subsequent reports filed with the SEC; and other factors over which
it has little or no control. In light of these risks,
uncertainties, assumptions and factors, the forward-looking events
discussed in this communication may not occur. Readers are
cautioned not to place undue reliance on these forward-looking
statements, 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, W. P.
Carey Inc. does not undertake any obligation to publicly release
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
W. P. Carey Inc.
212-492-1110
institutionalir@wpcarey.com
Press Contact:
Anna
McGrath
W. P. Carey Inc.
212-492-1166
amcgrath@wpcarey.com
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SOURCE W. P. Carey Inc.