Sale-leaseback vs. Traditional Debt: A Company’s Guide to Evaluating the Options
Looking beyond the headline cost of capital can help companies determine the right financing strategy for their business
For companies seeking capital to fund growth, finance an acquisition, reduce leverage or pursue other strategic priorities, traditional debt financing is often the first option considered. But companies that own significant real estate may have another source of capital available: a sale-leaseback.
In a sale-leaseback, a company sells its real estate to an investor and simultaneously enters into a long-term lease, allowing it to continue operating at the property while unlocking capital otherwise tied up in a fixed asset.
Unlike traditional corporate debt, a sale-leaseback does not add another loan that ultimately needs to be repaid. Instead, it converts owned real estate into liquidity while creating a long-term lease obligation.
Neither approach is inherently better. The right choice depends on a company’s capital needs, strategic objectives, balance sheet priorities and long-term plans for its real estate. For companies evaluating the options, it is important to look beyond the headline cost of capital and consider the broader implications of each.
Here are five factors to consider.
1. How much capital does the business need?
A fundamental question is whether the financing approach can generate enough capital to accomplish the company’s objectives.
Traditional debt can provide an efficient source of liquidity, but the amount a company can prudently borrow may be influenced by its existing leverage, credit profile and broader capital structure.
For companies with substantial value tied up in owned real estate, a sale-leaseback provides another potential source of capital. By selling the property, the company can monetize the value of the asset and redeploy the proceeds elsewhere in the business. Those proceeds can be used for a range of strategic purposes, including funding growth initiatives, new acquisitions or reducing debt.
The analysis therefore extends beyond the relative cost of capital and should focus on the company’s overall capital needs and which structure best aligns with its objectives.
2. What is the highest and best use of the company’s capital?
Owning real estate can serve a business well, particularly when ownership is an important part of its long-term strategy. But it also means that capital remains invested in buildings rather than being deployed elsewhere in the company.
That creates an opportunity-cost question: Could the capital currently invested in real estate generate greater strategic or financial value somewhere else?
For example, a company may determine that investing in new equipment, expanding production, completing an acquisition, entering a new market or reducing existing debt better supports its strategic priorities than continuing to own its facilities.
The key is to assess real estate ownership in the context of the company’s broader capital priorities. If capital invested in owned facilities could generate greater value elsewhere in the business, a sale-leaseback may be worth considering as part of the overall financing strategy. If ownership itself provides strategic value, retaining the property while raising capital through traditional debt may make more sense.
3. How does each option affect the company’s balance sheet?
Financing decisions cannot be evaluated in isolation from a company’s overall capital structure. Traditional borrowing introduces additional debt and associated interest and repayment obligations. A sale-leaseback, by contrast, monetizes an existing asset and introduces a long-term lease obligation.
The resulting accounting, tax and credit implications will depend on the business and the specific transaction, so companies should evaluate each structure with their accounting, tax and legal teams.
Strategically, however, the distinction is important. A company looking to preserve debt capacity or reduce existing borrowings may evaluate a sale-leaseback differently from a company comfortable adding incremental leverage.
The key is determining how each source of capital fits into the company’s broader financial strategy, rather than evaluating the transaction on its own.
4. What does the company’s long-term strategy look like?
The appropriate financing structure also depends on where the business expects to be several years from now.
A company taking on traditional debt should consider its ability to repay or refinance those obligations alongside its other capital needs.
A company considering a sale-leaseback needs to think differently. Because it will enter into a lease, management should have conviction that the facility will continue to support the business's operations over that period. That makes the expected future role of the property an important part of the decision.
A mission-critical facility that a company expects to occupy over the long term may be well suited to a sale-leaseback. A property that could become unnecessary as the company’s footprint changes may warrant a different strategy.
5. What flexibility will the company need in the future?
Companies evolve. Production capacity changes, operations expand, facilities require modernization and sustainability investments become necessary. When weighing a sale-leaseback against traditional debt financing, companies should consider the flexibility each provides as the business evolves.
A sale-leaseback can offer a different type of flexibility by pairing access to capital with a long-term real estate partner that may be able to support future property needs. W. P. Carey’s Carey Tenant Solutions platform, for example, is designed to support tenants beyond the initial acquisition through follow-on investments, including build-to-suits and expansions, redevelopment and renovations, and energy solutions.
That makes the selection of a buyer-landlord an important component of the sale-leaseback decision. Just as companies consider the terms, capacity and flexibility of a lending relationship when evaluating traditional debt, they should assess whether a prospective real estate partner can support their longer-term needs. The economics at closing matter, but so does the ability of the partner to accommodate the business as it grows and changes.
Looking beyond the cost of capital
The decision between a sale-leaseback and traditional debt financing is ultimately bigger than the cost of one source of capital versus another. It is a decision about capital allocation.
Companies should consider the amount of capital the business needs, its existing capital structure, the strategic importance of owning its real estate and how effectively newly available capital can be deployed.
Interested in exploring whether a sale-leaseback could complement your broader capital strategy? Contact W. P. Carey to learn more.
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Five Benefits of Sale-leasebacks Over Traditional Debt Financing
In today’s environment, having access to capital is crucial in order to maintain ongoing operations and invest in growth. However, traditional debt financing is becoming less attractive for companies in light of refinancing risks and the potential for balloon payments. As a result, some CFOs are investigating alternative sources of capital. For companies that own real estate, one method worth exploring is the sale-leaseback – where a company sells its real estate to an investor for cash and simultaneously enters into a long-term lease. For companies considering a sale-leaseback, here are five key benefits of this alternative capital solution: 1. Convert an illiquid asset into working capital The primary benefit of a sale-leaseback is the ability to immediately convert an illiquid asset into liquid capital to meet both short- and long-term needs, such as paying off debt, purchasing new equipment or investing in growth initiatives. From an accounting perspective, sale-leasebacks can also help boost a company’s balance sheet by putting them in a better cash position and improving their debt-to-equity ratio, enabling them to secure more attractive debt financing in the future should they need it. 2. Unlock 100% of the property's value Sale-leasebacks enable companies to extract 100% fair market value for their real estate, compared to about 80% or less for a mortgage loan. With real estate valuations on the rise, sale-leasebacks will likely yield more cash than traditional financing, enabling corporate sellers to maximize proceeds and invest more capital back into their business. 3. Benefit from long-term financing With traditional debt, companies typically have to refinance after three, five or ten years which can create interest rate and risk exposure to future economic downturns. Through sale-leasebacks, sellers sign a long-term lease – often 20 to 30 years – and lock in an attractive long-term rental rate that creates security and predictability for a company. The ability to lock in an attractive long-term rental rate today is especially advantageous in a volatile interest rate environment. 4. Maintain operational control and flexibility Compared to other types of financing, sale-leasebacks offer sellers more control over the structure and terms of the deal. Sale-leaseback financing typically does not include restrictive debt covenants or balloon payments and can include flexibility for future growth, such as capital for an expansion. When structured as a triple-net lease, the seller maintains full operational control of the property, avoiding disruption to the day-to-day operation of the business. 5. Gain a long-term capital partner One of the most overlooked benefits of a sale-leaseback is the potential to gain a long-term partner with the capital to support future real estate needs including, expansions, build-to-suits of new commercial properties, renovations, green energy installations and more. Long-term real estate investors like W. P. Carey are committed to owning the property for the duration of the lease and beyond, and are willing to invest capital into the building well after the lease is signed to ensure the property is meeting the tenant’s long-term needs.
The Ins and Outs of Sale-leasebacks
What Is a Sale-Leaseback? In a sale-leaseback (or sale and leaseback), a company sells its commercial real estate to an investor for cash and simultaneously enters into a long-term lease with the new property owner. In doing so, the company extracts 100% of the property's value and converts an otherwise illiquid asset into working capital, while maintaining full operational control of the facility. This is a great capital tool for companies not in the business of owning real estate, as their real estate assets represent a significant cash value that could be redeployed into higher-earning segments of their business to support growth. What Are the Benefits? Sale-leasebacks are an attractive capital raising tool for many companies and offer an alternative to traditional bank financing. Whether a company is looking to invest in R&D, expand into a new market, fund an M&A transaction, or simply de-lever, sale-leasebacks serve as a strategic capital allocation tool to fund both internal and external growth in all market conditions. Key Benefits Include: Immediate access to capital to reinvest in core business operations and growth initiatives with higher equity returns. 100% market value realization of otherwise illiquid assets compared to debt alternatives. Alternative capital source when conventional financing is unavailable or limited. Ability to retain operational control of real estate with no disruption to day-to-day operations. Potential to gain a long-term partner with the capital to fund future expansions, building renovations, energy retrofits and more. Who Qualifies for a Sale-Leaseback? There are several factors that determine whether a sale-leaseback is the right fit for a company. To be eligible, companies must meet the following criteria: Own Their Real Estate The first and most obvious criterion for qualification is that the company owns its real estate or have an option to purchase any existing leased space. Manufacturing facilities, corporate headquarters, retail locations, and other forms of real estate can be potential candidates for a sale-leaseback. Unlocking the value of these locations and redeploying that capital into higher yielding parts of the business is a key driver for companies pursuing sale-leasebacks. Be Willing to Commit to Operating in the Space While the term of the lease in a sale-leaseback can vary, most investors will want a commitment from a future tenant to occupy the space for a 10+ year term. Assets critical to a company’s operations are often good candidates for a sale-leaseback because a company is willing to sign a long-term lease for those locations. This makes it a more attractive investment for sale-leaseback investors as they have more security that the tenant will stay in the facility for the long term. Have a Strong Credit Profile Companies do not need to be investment-grade quality to pursue a sale-leaseback. However, some credit history is typically required so the sale-leaseback investor knows that the business can make rental payments over the course of the lease. Sub-investment-grade businesses are still eligible as long as they have a strong track record of revenue and cashflow from which to judge their creditworthiness; however, they may need to find an investor who has the underwriting capabilities to assess their business. Minimum revenue and profitability requirements will vary based firm to firm, so it’s best to ask about this upfront before engaging with any particular sale-leaseback partner. Qualities to Look for in a Sale-leaseback Investor When considering a sale-leaseback, finding the right buyer is critical in order to ensure a company is maximizing the value of their real estate. Here are some of the key qualities to look for in a sale-leaseback investor. Experience A knowledgeable investor can offer more flexibility and guide sellers through the process, creating customized deal structures to meet all of a company’s unique objectives and avoid potential pitfalls. Additionally, experienced investors can typically navigate all market cycles and offer certainty of close (some in as little as 30 days), ensuring the deal closes in a timeframe that works for the company and their fiscal requirements. An All-Equity Buyer When looking for a sale-leaseback partner, finding an all-equity buyer is important, particularly when dealing with timing constraints. All-equity buyers don't have to worry about third-party debt or financing contingencies, meaning there’s less likelihood of a re-trade in the late stages of negotiation. All-equity buyers can also typically close faster as they do not need to wait on approval from banks or lenders, providing a smoother process overall. A Long-Term Real Estate Holder Finding a long-term investor is vital. Sellers don’t want someone who is simply looking to flip a property for a quick profit. Instead, look for an investor who will remain a committed partner to you over the long run and one that can provide capital for future projects such as expansions, renovations, or energy retrofits. Diverse Knowledge and Experience Different industries, property types and locations require unique expertise to efficiently and effectively partner with sellers to structure a deal that address the needs of all parties. Working with an investor with experience in the company’s specific industry, property type and/or country ensures that all potential risks and opportunities are considered before entering into a sale-leaseback agreement. For example, if you are considering a cross-border, multi-country transaction it’s critical you look for an investor with local teams in those countries who speak the language and understand the local rules. What is a Build-to-Suit? When looking into a sale-leaseback, another term companies may encounter is a build-to-suit. In a build-to-suit, a company funds and manages the construction of a new facility or expansion of an existing one to meet the specifications of a prospective or existing tenant. Upon completion, the company enters into a long-term lease, similar to a sale-leaseback. For companies looking for a brand-new property, this is a great solution that requires no upfront capital. The Main Benefits of Build-to-Suits Include: Development of a custom-built facility in a location of the company’s choice. No upfront capital required, enabling the company to preserve capital for its business. Ability to retain operational control of the facility post construction. Potential to gain a long-term partner with the capital to fund future expansions, building renovations, energy retrofits and more. Conclusion While sale-leasebacks may seem intimidating for companies who have never pursued one, working with an experienced and well-capitalized investor can make the process easy. When working with an investor like W. P. Carey, sellers can ensure they are working with a partner that can understand the unique requirements of their business while having the added option of closing in as little as 30 days and the added advantage of gaining a long-term partner who can support its tenants through flexibility and additional capital should they wish to pursue follow-on projects such as expansions or energy retrofits as their business and real estate needs evolve. In all market conditions, sale-leasebacks are a great financing tool to unlock otherwise illiquid capital that can be reinvested into a company’s business to support future growth. Think a sale-leaseback is right for your company? Contact our team today!
From Property to Partnership
At W. P. Carey, underwriting is the cornerstone of our investment strategy. Whether we’re evaluating a mission-critical distribution center, a top-producing grocery store, a well-located data center or a newly developed healthcare facility, our process is grounded in four essential pillars: The creditworthiness of the tenant The criticality of the asset The quality of the real estate The structure and pricing of the transaction Together, these criteria help us identify assets that deliver durable, long-term value to our shareholders. Creditworthiness of the tenant We begin with a deep dive into the tenant’s financial health. Our team evaluates balance sheets, income statements, liquidity levels, leverage ratios and access to capital. We also look beyond the numbers – analyzing the company’s industry position, growth trajectory and ability to withstand economic cycles. As long-term owners, our ideal tenant is one that will remain operational – and ideally continue to grow – for many years to come. Criticality of the asset Not all real estate is created equal. We focus on acquiring assets that are essential to a tenant’s operations – whether that’s a key distribution center, a top-performing retail location or a specialized manufacturing facility. Our goal is to understand how integral the property is to the tenant’s revenue generation, product development and supply chain. Assets that are truly critical are the ones that tenants are most likely to remain in – and invest in – over time. Quality of the real estate In addition to tenant credit and building criticality, we assess the real estate itself. This includes local market analysis, property condition assessments, third-party valuations, replacement cost estimates as well as understanding downside scenarios and re-leasing risk. Our goal is to ensure that the real estate stands on its own as a high-quality, income-generating asset. Transaction structure and pricing We structure each transaction to support both tenant operations and investor expectations. That often means negotiating long-term leases (typically 10-30 years) with built-in rent escalations and appropriate protections if needed – such as security deposits or letters of credit. Our pricing reflects both the fundamentals of the asset and the strength of the tenant, always with the goal of striking the right risk-return balance. A proven approach Throughout our more than 50-year history, this disciplined underwriting approach has enabled us to navigate complexity and build a portfolio of 1,600+ high-quality, operationally critical assets. Regardless of property type, these four pillars remain constant – highlighting that execution rooted in underwriting discipline is what ultimately drives long-term value. Interested in selling your real estate? Contact us today!