Item 1.01. - Entry into a Material Definitive Agreement.
On August 31, 2022, W. P. Carey Inc. (the "Company") entered into a note
purchase agreement (the "Purchase Agreement"), with the noteholders named
therein. The Purchase Agreement provides for the future private placement of
€150 million of senior unsecured notes, maturing September 28, 2029, with a
fixed annual interest rate of 3.41%, and €200 million of senior unsecured notes,
maturing September 28, 2032, with a fixed annual interest rate of 3.70%. The
notes are expected to be issued on or around September 28, 2022, subject to
Interest on the notes will be payable semiannually. The Company will be
permitted to prepay at any time all, or from time to time any part of, the
outstanding notes, in an amount not less than 5% of the aggregate principal
amount of the notes then outstanding in the case of a partial prepayment, at
100% of the principal amount so prepaid, and the Make-Whole Amount (as defined
in the Purchase Agreement) determined for the prepayment date with respect to
such principal amount.
The Purchase Agreement contains a number of financial covenants, including a
financial covenant that requires the Company to maintain a minimum fixed charge
coverage ratio of not less than 1.50:1.00. Subject to the terms of the Purchase
Agreement and the notes, upon certain events of default, including, but not
limited to, (i) a default in the payment of any principal, Make-Whole Amount, as
discussed above, swap breakage loss payable on any swapped note, or interest
under the notes, and (ii) a default in the payment of certain other
indebtedness, the principal and accrued and unpaid interest and the Make-Whole
Amount on the outstanding notes will become due and payable at the option of the
The Company intends to use the net proceeds from the issuance of the notes to
refinance existing indebtedness and to fund potential acquisitions, developments
and investment opportunities, and for general corporate purposes. The notes have
not been and will not be registered under the Securities Act of 1933, as amended
(the "Securities Act"), and may not be offered or sold in the United States
absent registration or an applicable exemption from the registration
requirements. The Company offered and sold the notes in reliance on the
exemption from registration provided by Section 4(a)(2) of the Securities Act.
The foregoing description of the Purchase Agreement and the notes does not
purport to be complete and is qualified in its entirety by reference to the
Purchase Agreement (including the form of note), attached hereto as
Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 of this report is incorporated herein
Item 8.01 Other Events.
On September 1, 2022, W. P. Carey issued a press release announcing its signing
of the Purchase Agreement. The full text of the press release is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
99.1 Press Release
10.1 Note Purchase Agreement, dated as of August 31, 2022
104 Cover Page Interactive Date File (embedded within XBRL document)
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