Item 1.01. Entry into a Material Definitive Agreement.





Underwriting Agreement

On October 6, 2020, W. P. Carey Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Wells Fargo Securities, LLC and J.P. Morgan Securities LLC, 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") by the Company of $500 million aggregate principal amount of the Company's 2.400% Senior Notes due 2031 (the "Senior Notes"). The closing of the Offering is expected to occur on October 14, 2020. The terms of the Senior Notes are governed by an indenture, dated as of March 14, 2014, between the Company and U.S. Bank National Association, as trustee, as supplemented and amended by a supplemental indenture thereto, to be dated as of October 14, 2020, establishing the terms of the Senior Notes.

The Senior Notes are being issued pursuant to: (i) the Company's automatic shelf registration statement on Form S-3ASR (Registration No. 333-233159), including the related prospectus dated August 9, 2019; and (ii) a final prospectus supplement relating to the Senior Notes, dated as of October 6, 2020.

The Company intends to use the net proceeds from the Offering to repay certain indebtedness, including amounts outstanding under its unsecured revolving credit facility, which was used in part to repay secured mortgage debt outstanding, to fund potential future acquisitions, and for 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 October 6, 2020, the Company issued a press release announcing the pricing of the Senior Notes. The foregoing description is qualified in its entirety by reference to the pricing press release, 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 October 6, 2020, by and among W. P.
            Carey Inc., and Wells Fargo Securities, LLC and J.P. Morgan Securities
            LLC, as representatives of the several underwriters listed in Schedule 1
            thereto.

  99.1        Pricing Press Release, dated October 6, 2020, issued by W. P. Carey
            Inc.

104         Cover Page Interactive Data File (embedded within the Inline XBRL
            document)

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