Sale-leaseback
Sale-leasebacks: A Flexible Capital Solution Across the M&A Lifecycle
As private equity firms continue to navigate a dynamic M&A environment, access to capital is critical. One increasingly important tool in their toolkit is the sale-leaseback. By unlocking capital embedded in real estate, sale-leasebacks can support transactions at multiple stages of the deal lifecycle – from acquisition financing to post-close optimization. Below, we explore how private equity sponsors are leveraging sale-leasebacks both at the point of acquisition and after closing, with a recent transaction serving as a practical example. Strengthening the Capital Stack at Acquisition In competitive M&A processes, particularly in corporate carveouts or complex platform acquisitions, certainty of financing and speed of execution are critical differentiators. Sale-leasebacks can play a key role at this stage by serving as a complementary capital source within the transaction structure. Rather than relying solely on traditional debt or equity, private equity firms can incorporate a sale-leaseback to monetize a target company’s owned real estate as part of the acquisition financing. Because land and buildings tend to sell at higher valuations than the company itself, private equity firms can sell portfolio company real estate and rent it back under a long-term lease, thereby capturing a multiple arbitrage and blending up their initial purchase price multiple without necessarily contributing more equity themselves. Using a sale-leaseback at closing serves a number of benefits, including: Providing immediate funds to aid in maximizing purchase price to a Seller (and winning an auction) Reducing the required equity investment Lowering overall cost of funds or increasing overall financing duration from traditional financing sources In this way, sale-leasebacks serve not just as a financing tool, but as a competitive edge in winning and efficiently executing complex M&A transactions. Unlocking Value Post-Acquisition While executing a sale-leaseback at closing may often be optimal, for a number of reasons acquirors may prefer to wait until post-closing to pursue a sale-leaseback. Post-acquisition capital can be a way to fund additional acquisitions, repay expensive debt, or invest in incremental equipment or higher ROI opportunities. Once a private equity firm has acquired a business, monetizing owned real estate through a sale-leaseback allows the sponsor to: Recapture a portion of its initial equity investment Reallocate capital toward portfolio company growth initiatives, add-on acquisitions or operational improvements Replace shorter-term debt with long-duration leases with no refinancing risk Post-closing sale-leasebacks offer a number of advantages in optimizing a business where additional capital could be put to better use. Private equity firms can often benefit from evaluating their real estate portfolios to find untapped sources of capital to reinvest in their businesses. Case Study: GardenCore In May 2026, W. P. Carey completed the $400 million sale-leaseback of a 43-property manufacturing portfolio leased to GardenCore, a leading U.S. manufacturer of lawn and garden consumables. The deal was completed in conjunction with a private equity firm’s acquisition of the business as part of a corporate carveout. By incorporating the sale-leaseback into the capital stack, the sponsor was able to unlock value and reduce the acquisition purchase price, illustrating how sale-leasebacks can help facilitate complex M&A deals. A Strategic Lever for Private Equity As M&A activity continues to evolve, sale-leasebacks are increasingly becoming a core component of how private equity sponsors structure and optimize their acquisitions, transforming real estate from a passive asset into a strategic source of capital. With over $6 billion in private equity financing completed since 1973, W. P. Carey remains well positioned to support private equity firms in unlocking significant capital through sale-leasebacks. Get in touch today!
Net Lease Retail Continues To Surge
Net lease retail continues to attract investors seeking stability, long-term income, and defensive retail plays, and market momentum should remain strong into next year, experts say. GlobeSt spoke with Michael Fitzgerald, Head of U.S. Retail Investments for W. P. Carey, at this year's ICSC Las Vegas conference to discuss which retail categories are strongest, why sale-leasebacks continue to dominate the landscape and why he remains bullish on net lease retail. In this video, you'll hear: Which retail categories are the strongest in the current market What's driving the growth of sale-leaseback transactions How the net lease market will perform in 2027 Watch now An interview with Michael Fitzgerald, W. P. Carey, and Holly Amaya, GlobeSt.com.
Net Lease Retail is at an Inflection Point
As retail investors and operators convene in Las Vegas for ICSC, the conversation around net lease retail feels both familiar and different. Familiar, because the net lease retail market continues to demonstrate resilience and stability. Different, because the drivers shaping today’s retail real estate decisions are evolving—creating new opportunities for operators and investors alike. From rising sale-leaseback activity tied to M&A, to more intentional approaches around store size and format, today’s net lease retail market is being shaped by a combination of strategic growth decisions, changing consumer behavior and a more balanced transactional environment. These are several of the key trends taking center stage ahead of the conference. Sale-leasebacks Follow Strategic M&A Activity One of the most consistent drivers of sale-leaseback volume in retail today is merger and acquisition activity. Whether it involves private equity-backed platforms consolidating regional brands or strategic buyers acquiring complementary concepts, transactions often prompt companies to reassess their balance sheets—and real estate frequently emerges as one of the most efficient sources of capital. In many cases, companies come out of acquisitions with real estate portfolios that were not central to the strategic rationale of the deal. Sale-leasebacks allow operators to unlock that capital, streamline their asset base and redeploy proceeds into higher-return priorities such as new stores, technology investments or debt reduction. What stands out in the current environment is that this activity is not limited to highly leveraged situations. Healthy, growing retailers are increasingly using sale-leasebacks proactively as part of longer-term capital planning, particularly when M&A introduces scale or accelerates geographic expansion. Sale-leasebacks continue to provide a compelling alternative to traditional financing for businesses seeking flexibility and predictability. The Evolution Toward Smaller, More Flexible Footprints Another defining trend across retail is the ongoing evolution of physical store footprints. While large-format locations remain relevant in certain categories, many retailers are gravitating toward smaller, more efficient concepts that align with omnichannel strategies and localized demand. These stores are often designed to serve multiple functions—acting as showrooms, service hubs, fulfillment points or a combination of the three. Flexibility has become increasingly important, both in store design and in location strategy, as retailers respond to shifting consumer behavior. From a net lease perspective, this evolution places greater emphasis on unit-level fundamentals. Smaller footprints can generate compelling cash-on-cash returns, but success depends heavily on the alignment between location, concept and the operating model. The underwriting process for net lease retail investors is therefore increasingly focused on how these formats perform across markets, how scalable they are and how they fit into a retailer’s broader growth strategy. Stabilized Cap Rates Bring Predictability Back to the Market After a period of volatility driven by rapid interest-rate movements, cap rates across the net lease retail space have begun to stabilize. While pricing discipline remains essential, the return of predictability has had a meaningful impact on transaction activity. Clearer valuation benchmarks make it easier for buyers and sellers to transact. Investors can underwrite opportunities with greater confidence, tenants can assess capital alternatives more thoughtfully and deals are less likely to stall amid uncertainty around pricing expectations. That said, credit quality, location fundamentals, lease structure and real estate criticality remain core considerations. However, in a more balanced environment, high-quality assets supported by strong operators are finding liquidity, and capital is moving more efficiently. Looking Ahead As ICSC Las Vegas approaches, there is optimism across the net lease retail landscape. While uncertainty remains part of the broader economic backdrop, the conversations in Las Vegas are expected to reflect an industry that has evolved through recent cycles and continues to find opportunity through change. For net lease retail, the current environment represents less of a reset and more of a recalibration—one that rewards sound fundamentals, flexibility and a long-term investment approach.
Net Lease Retail Demand Follows Where Retailers Are Growing
The US net lease market is experiencing a resurgence. Valuations reset throughout 2025, meaning the bid-ask spread narrowed. And in spite of economic headwinds, net lease volumes increased by 24% year-over-year for the fiscal year ending in Q3 2025, according to CBRE. For Michael Fitzgerald, managing director and head of US retail at W. P. Carey, finding the right retail investment opportunity starts with understanding some tell-tale signals. “The US net lease retail environment is driven primarily by the general health of retailers,” says Fitzgerald. “Are there a large number of retail operators that are opening new locations or investing in existing locations in a way where they need access to capital?” When the answer to that question is yes, deal flow often follows, and Fitzgerald points to specific categories where he sees the strongest deal flow and investor interest right now. Non-discretionary Categories Draw Investor Interest Fitzgerald notes that retailers that sell non-discretionary products or services are among the most interesting for investors, but tend to carry lower cap rates. “We also think about the macro trends, such as fitness,” says Fitzgerald. “It used to be something that a small percentage of the population would pay for; now it’s become a non-discretionary spend for a lot of families because general health and fitness have become a priority.” He notes that convenience stores, car washes and automotive services are among the other segments he sees generating strong deal flow, with car washes having regained interest and automotive services drawing attention across the board. Full Loan-to-Value Appeal Drives Demand For business operators or CFOs seeking efficient forms of capital, Fitzgerald explains that the net lease structure is hard to beat. “They can redeploy that capital back into their businesses at a higher return because they’re getting more loan-to-value than a mortgage,” says Fitzgerald. “That’s why we see sale-leasebacks continuing to be one of the top choices for businesses that have an ongoing need for capital.” When evaluating a net lease retail asset, Fitzgerald explains that the analysis centers on whether a location can generate enough cash flow to cover rent easily across a commitment that can run for 20 years or more. He also notes that new stores can complicate that picture since there is no operating history to draw from, which is why assets with longer track records tend to be the easiest to understand and underwrite. Net Lease Retail Holds Up Across Good Economies and Bad Despite continued headlines about retailer store closures, Fitzgerald notes that the net lease retail market is more durable than the news cycle suggests. He explains that the net lease market has proved resilient across good and bad economies, with the most difficult periods coming not from downturns but from rapid interest rate swings in either direction. “I’m optimistic about the net lease retail market. Even in times of relative instability, we continue to see consistent deal flow, as companies leverage sale-leaseback transactions to monetize real estate and fund growth,” says Fitzgerald.
The Net Lease Market Finds Its Footing
Net lease investors have been on a wild ride over the last few years. The large run-up in benchmark rates beginning in 2022 created challenges around pricing expectations. However, Jason Patterson, executive director, investments at W. P. Carey, notes that despite some trade volatility and other factors, more stability in long-term rates over the past two years has helped those on both sides of a transaction find more common ground on where pricing should land. Bid-Ask Spreads Narrow as Pricing Stabilizes For much of the reset period, sellers were anchored in 2022-era valuations, while buyers priced deals on materially wider rates, and that gap has begun to narrow. “A slightly more range-bound 10-year Treasury provides some confidence on where pricing should shake out,” says Patterson. He adds that increased capital inflows to the net lease space have also further compressed bids, driving more transactions to pencil out on both sides. Where sellers once struggled to meet the market, a more stable pricing environment has made that alignment more achievable. Tighter Credit Spreads and Sale-Leasebacks Support Deal Flow Patterson explains that credit spreads broadly had been near record lows until recently, a condition that he describes as helping keep cap rates from widening significantly. Tighter spreads benefit net lease investors both in how deals are capitalized and in the cap rates at which tenants and developers expect to transact. Patterson notes that he expects to see an increase in sale-leaseback interest driven by a pickup in private equity and M&A activity. He also adds that lower short-term rates may stimulate deal flow in private equity, and a change in ownership often serves as the catalyst for a sale-leaseback arrangement. Moving forward, Patterson points to interest rate volatility and credit as two of the most important factors for net lease investors. Rate volatility, he notes, can quickly undermine returns. He also flags credit as a persistent area of focus, noting that while recent headlines have raised broader concerns, the long-term nature of net lease real estate may make those risks more muted than in other sectors. And as the market moves into a more active phase, those who keep a close eye on both will be best positioned to capitalize on what Patterson sees as a period of growing opportunity ahead.
MIPIM 2026: Where Capital, Conviction and Opportunity Converge
As the industry gathers once again in Cannes for MIPIM 2026, the European real estate investment landscape appears to be at an important inflection point. After several years defined by volatility, repricing and constrained liquidity, there are growing signs of stabilisation — though the recovery remains uneven and market-specific. Against that backdrop, three questions are likely to dominate conversations at MIPIM this year: Are European transaction volumes expected to improve? How will the sale‑leaseback market evolve amid a significant wall of maturing debt? Which sectors appear best positioned as investors recalibrate their strategies? The Outlook for European Transaction Volumes Pricing expectations between buyers and sellers have adjusted meaningfully over the past 18–24 months, following one of the sharpest repricing cycles the European real estate market has experienced in decades. After a prolonged period of stalled activity, valuations across many markets now show clear signs of stabilisation, supported by greater transparency around interest‑rate policy and financing costs. While long‑term rates remain elevated relative to the pre‑2022 environment, the pace of change has slowed, allowing investors to underwrite returns with greater confidence and begin re‑engaging selectively with the market. This improved clarity around cost of capital is starting to translate into renewed deal momentum in several core European markets. Savills reports that European investment volumes are expected to rise by around 18% in 2026 as pricing firms up, macroeconomic conditions stabilise and institutional capital returns more consistently across the main sectors. That said, recovery is unlikely to be uniform. We continue to see divergence between markets and sectors, with liquidity gravitating toward assets where fundamentals are strongest and underwriting assumptions can be supported over the long term. Sale‑leasebacks and the Growing Need for Capital One of the most prominent themes we expect to discuss at MIPIM 2026 is the growing demand for alternative sources of capital — particularly as a significant amount of corporate and real estate debt comes due this year and next. Across Europe, many owner-occupiers are facing refinancing challenges in an environment where traditional bank lending remains selective and difficult to access. At the same time, businesses are contending with higher operating costs, investment requirements linked to competitiveness, and the need to preserve balance‑sheet flexibility. In this context, sale‑leasebacks are increasingly being viewed as a strategic financing tool. By unlocking capital tied up in real estate, owner-occupiers can redeploy funds toward growth initiatives, operational requirements and debt paydown, while retaining long‑term operational control of their assets. Sectors to Watch: Industrial and Retail When it comes to sector preferences, industrial and retail assets continue to stand out, provided they are underpinned by strong occupier fundamentals. In the industrial space, manufacturing and logistics assets that play a critical role in supply chains remain attractive. Structural trends such as nearshoring, supply‑chain resilience and e‑commerce continue to support demand in many European markets. Assets that are modern, well‑located and tailored to tenant needs are increasingly difficult to replace, reinforcing their long‑term importance. Retail also remains an area of opportunity — particularly for formats that serve non‑discretionary or value‑oriented consumer demand. Grocery‑anchored retail, DIY, and other essential retail categories have demonstrated resilience through economic cycles, supported by consistent foot traffic and defensive spending patterns. A Measured but Constructive Outlook MIPIM 2026 comes at a time when optimism is returning to European real estate markets. While challenges remain, there is growing evidence that capital is being deployed at more significant levels — particularly where opportunities are grounded in fundamentals rather than short-term trends. The conversations in Cannes this year are likely to reflect that balance: pragmatic, selective, but increasingly forward‑looking. For long‑term investors focused on durable cash flows and partnership‑driven transactions, the environment continues to present compelling opportunities.
2026 Net Lease Outlook
After several years marked by inflation, interest rate uncertainty and selective buyer activity, the U.S. net lease market enters 2026 with more clarity – and more momentum. As pricing resets work through the real estate sector and investors gain confidence in the direction of capital markets, we expect an increase in transaction volume in the year ahead. Below are three predictions set to shape the U.S. net lease landscape in 2026. Transaction Volume Will Rebound as Pricing Stabilizes The reset in valuations throughout 2024 and 2025 has narrowed bid‑ask spreads and revived buyer activity. As the sector digested Fed policy shifts and debt markets steadied, transaction activity began increasing meaningfully – particularly in industrial and logistics. As a result, we expect a measurable uptick in volume in 2026 as investors lean into improved cost‑of‑capital visibility. Colliers forecasts that U.S. CRE transaction volume will grow 15–20% in 2026. Industrial Will Continue to Dominate Industrial demand is positioned to remain strong in 2026. As trade‑policy uncertainty eased in late 2025, many companies who had paused expansion or relocation decisions finally moved forward, bringing a wave of leasing activity that is carrying into the new year. E‑commerce also continues to be a powerful structural driver, underpinning robust leasing demand as retailers and logistics operators expand fulfillment capacity to meet consumer needs. At the same time, development pipelines have slowed, allowing the market to work through new supply. As a result, vacancy is expected to stabilize in 2026, reinforcing a fundamentally balanced environment for investors and occupiers alike. Rising M&A Activity Will Drive New Sale‑Leaseback Opportunities An anticipated rise in M&A activity will likely fuel an increase in sale‑leaseback opportunities in 2026. Private equity firms often use sale-leasebacks to reduce upfront equity requirements and enhance returns when acquiring a new business, especially in deals where real estate represents a meaningful share of the purchase price. On the post-acquisition side, sale-leasebacks can offer PE firms considerable financial flexibility, supporting reinvestment into the portfolio company’s business or even future follow-on acquisitions. Altogether, the anticipated surge in M&A is expected to expand the pipeline of high‑quality real estate coming to market, providing ample opportunity for sale-leaseback investors. Final Thoughts As 2026 unfolds, the U.S. net lease market is entering a period of renewed stability and opportunity. With transaction volumes rebounding, industrial demand holding firm and sale-leaseback activity accelerating alongside M&A trends, investors have multiple avenues to deploy capital strategically. Staying attuned to these drivers will be essential for navigating the year ahead.
Sale-leaseback Activity Expected to Grow as Capital Conditions Improve in 2026
After a slow start, sale-leaseback activity saw a resurgence in the second half of 2025. Early in the year, activity was dampened by uncertain fundamentals and macroeconomic headwinds, but momentum returned as market conditions stabilized. “It was a year of growth, particularly for industrial middle-market sale-leasebacks, which are a large part of W. P. Carey’s business,” says Tyler Swann, managing director, investments, at W. P. Carey. With interest rates stabilizing and companies continuing to explore innovative ways to raise capital, sale-leaseback activity is expected to remain strong in the new year. Falling Rates Support a Strong Outlook For many businesses, changing capital conditions play a major role in decision-making. Swann notes that long-term rates, which directly impact sale-leaseback pricing, have been trending downward. He explains that the 10-year US Treasury rate started the year in the mid to high fours, before settling around 4%, improving the cost of capital and creating stronger incentives for companies to act. “Lower cost of debt and equity enabled us to offer lower cap rates to potential tenants,” says Swann. He adds that when interest rates decline, companies often feel more comfortable making longer-term capital commitments, including sale-leasebacks with 10-, 15- or 20-year terms. Improved Trade Clarity Continues to Strengthen Activity Uncertainty around trade policy has created pockets of hesitation among many companies as they weigh their decisions. “Some people didn’t want to make long-term commitments to facilities, not knowing exactly what the trade policy was going to look like,” says Swann. “However, the threat of tariffs has begun to temper and, as a result, activity is getting stronger.” He notes that trade uncertainty has also pushed some companies to double down on their commitments to domestic supply chains. Swann adds that industrial vacancy remains low in many markets and rental rates have generally held steady or increased, reinforcing investors’ appetite to acquire these types of assets through sale-leasebacks. Improving Capital Conditions Create a Tailwind for 2026 With long-term rates stabilizing or slightly declining over the past year, Swann expects these shifts to remain a positive influence on sale-leasebacks. “I anticipate this stability to be a tailwind for investment activity for the same reason it was in 2025,” he says. He also points to merger and acquisition activity as another area to watch. Swann believes a pickup in private equity transactions could further boost sale-leaseback volume in the coming year. As interest rates continue to inch lower, he notes that activity may resemble more active periods of previous cycles, setting the stage for a strong 2026.
Turning Real Estate into Opportunity: How Sale-leasebacks Fuel Business Growth
In today’s ever-changing macroeconomic landscape, companies are rethinking how they fund growth, maintain liquidity and improve balance sheet strength. One strategy that savvy companies are using is the sale-leaseback – a transaction where a business sells its real estate to an investor for cash and then leases it back on a long-term basis. This allows companies to convert an illiquid asset into working capital while maintaining operational control of their property. Below are three strategic ways businesses are using sale-leaseback proceeds to fuel growth. 1. Recapitalization and Paying Down Debt Many organizations use sale-leaseback capital to strengthen their financial foundation. By monetizing owned real estate, a company can retire or restructure high-interest debt, improve leverage ratios and enhance liquidity. This can result in better credit metrics and greater flexibility when seeking additional financing or investment. For private equity-backed firms, recapitalization through a sale-leaseback can also help unlock trapped equity without diluting ownership or taking on new debt. 2. Investing in Equipment, Automation and Sustainability Freeing up capital from real estate can enable major investments in operational improvements. Companies are using sale-leaseback proceeds to modernize production lines, invest in robotics and automation and upgrade facilities to meet sustainability goals. This might include installing solar panels, LED lighting or EV charging infrastructure – all upgrades that improve efficiency and help save on energy costs. These investments can increase profitability over time, create competitive advantages and satisfy corporate stakeholders focused on sustainability. 3. Funding Strategic Acquisitions and M&A Capital from a sale-leaseback can also serve as a catalyst for expansion. Businesses pursuing mergers, acquisitions or strategic partnerships often need significant capital quickly. Sale-leaseback transactions can help fund buyouts, target company integration or geographic expansion – without the delays or covenants associated with traditional debt financing. Because sale-leaseback proceeds are based on the value of owned property, companies can generate substantial, non-dilutive capital that supports growth. Conclusion A well-structured sale-leaseback can serve as a dynamic financial tool – offering immediate liquidity without the restrictions of other forms of traditional financing. For companies looking to recapitalize, innovate or grow through new acquisitions, this strategy offers a proven path to access capital efficiently in all market environments. Interested in pursuing a sale-leaseback? Contact W. P. Carey today!