What to Expect When Selling to W. P. Carey
The real estate acquisition process
W. P. Carey is a leading global real estate investment company, specializing in the acquisition of operationally critical, single-tenant properties in Europe and North America. With over 50 years of experience and a portfolio of over a thousand properties in 25 countries, W. P. Carey has an established track record of enabling companies to unlock the value of their real estate.
We develop creative deal structures tailored to the unique needs of each seller and have the ability to structure complex, multi-asset, multi-jurisdictional deals. Whether you are interested in a sale-leaseback, build-to-suit or the sale of an existing net-leased property, we will work with you to understand your objectives and maximize the proceeds to reinvest in your business.
We pride ourselves on a fast and efficient deal process, completed at a pace that meets the seller’s timing requirements. With the ability to close all equity and in as little as 30 days, W. P. Carey welcomes the opportunity to work with you.
1. Origination
W. P. Carey works with the seller and its advisors to shape the scope of the transaction. During this initial phase, W. P. Carey seeks to understand your business needs and real estate portfolio and offers suggestions on the optimal structure based on your unique situation and goals.
2. Offer
Using the insights gathered during the origination process, W. P. Carey presents a custom letter of intent outlining the key framework of the proposed transaction. We work together to refine the terms until both parties are in agreement.
3. Approval
Following signature of the letter of intent, W. P. Carey presents the transaction to its investment committee and completes its underwriting process. The preparation and negotiation of the transaction documents takes place seamlessly in parallel.
4. Closing
All documents are signed and funds are transferred to the seller. As an all-equity buyer, W. P. Carey does not need to obtain mortgage financing to fund its acquisition, providing fast execution and high closing certainty.
Interested in selling your real estate to W. P. Carey? Contact us
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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.
An Interview with Gino Sabatini
Gino Sabatini, our Head of Investments, was recently a guest on the Net Lease Observer podcast. In the podcast, Gino discusses: His background in the restaurant business The history of W. P. Carey His view on how the investment market has changed over the years; and His outlook for 2026 and beyond Watch now An interview with Gino Sabatini, W. P. Carey, and Sean Hostert, Net Lease Observer.
REIT Access to Equity Markets Could Accelerate Acquisitions in the Coming Year
REITs are working to find a seat at the table as active buyers for commercial real estate property as the transaction market regains momentum. One sign that REITs are positioning to take advantage of buying opportunities is a recent flurry of equity raising. Five REITs went to the market with secondary offerings in February, raising a combined $1.3 billion. W. P. Carey Inc. (NYSE: WPC) raised $496.8 million Essential Properties Realty Trust, Inc. (NYSE: EPRT) raised $350 million NETSTREIT Corp. (NYSE: NTST) raised $208 million Curbline Properties Corp. (NYSE: CURB) raised $204 million Getty Realty Corp. (NYSE: GTY) raised $131 million W. P. Carey is coming off a record $2.1 billion in new acquisitions in 2025. “It's a really good market right now for us. The stability in interest rates has brought bid-ask spreads in, and sellers who have been on the sidelines for the last few years are now back into the market. So, we took advantage of that in 2025,” says CEO Jason Fox. The company is targeting primarily manufacturing and logistics facilities, as well as select retail, both in the United States and Europe. The REIT is poised for more growth in 2026 thanks to a strong balance sheet that includes roughly over $850 million in equity forwards, a credit facility of more than $2 billion that is largely undrawn, and annual free cash flow of about $300 million per year. The company has issued conservative guidance for acquisitions of between $1.25 billion and $1.75 billion, with the expectation that those numbers will be adjusted depending on how the year progresses. “Our cost of capital is as strong as it's been for quite some time. That supports accretive investment activity, and it allows us to be competitive on pricing when needed,” Fox says. “I think a lot of REITs find themselves in a similar position.” For all those reasons, REITs are likely to be more active acquirers this year. That's reflected in deal volume to date, as well as many of the guidance numbers for 2026, he adds. Across the board, it’s safe to say that REITs have been preparing for an acquisition spree. “Operationally, REITs are very much ready to handle a significant increase in number of properties, and some of that's being helped by the technology investments that companies have been making to be efficient and manage more with less,” says Matthew Werner, managing director, REIT strategies, at Chilton Capital Management. REITs also have worked to strengthen balance sheets. Many are under-levered with some of the lowest debt ratios they’ve ever had and very low levels of floating-rate debt specifically. “They have tons of capital capacity, but except for a few sectors, their cost of equity doesn’t make sense for them to go and do transactions,” Werner says. Cost of Capital Hurdles After multiple years of low transactions volume, commercial real estate transaction volume started to recover and rose 23% last year to $545.3 billion, according to MSCI. Certainly, REITs were among the group of buyers. In fact, four REITs—Welltower Inc. (NYSE: WELL), Agree Realty Corp. (NYSE: ADC), W. P. Carey, and Starwood Property Trust, Inc. (NYSE: STWD)—ranked in the top 12 for most active buyers last year based on the total number of properties acquired, according to MSCI. However, REITs as a group were noticeably less active last year. REITs accounted for 5.5% of the total transaction volume compared to 9.6% of transaction volume the prior year, and more than 10% of transaction volume in 2020 and 2021, according to JLL. The key reason for that decline is that most REITs have been trading at discounts to NAV since mid-2022, when the Federal Reserve first began its rate-hiking cycle. “A lot of REITs, through no fault of their own, have been trading at perpetual discounts to NAV,” says Steve Hentschel, senior managing director and leader of the M&A and corporate advisory platform at JLL. “It's very hard to raise new equity when it's dilutive, and without raising new equity, it's hard to be an active acquirer,” he says. Over the last few years, many publicly traded REITs have been trading at discounts to both their underlying asset values and the broader equity markets. That dynamic constrained opportunities to make new investments, and instead resulted in some take-private activity, adds Bryan Connolly, chair of DLA Piper’s U.S. real estate practice. “Looking ahead, as the underlying real estate fundamentals improve, interest rates stabilize and potentially decrease, and values in the private market continue to adjust, there should be more opportunities for growth by public REITs,” he says. Haves and Have Nots The spike in interest rates and pricing volatility that sent both buyers and sellers to the sidelines in 2023 and 2024 appears to be reversing course. The availability of debt, cost of debt, and comfort level with valuations are all improving, which is good news for commercial real estate sales activity in general. For REITs, the ability to transact is still divided into those “haves” and “have nots” in terms of NAV. The “haves” are those sectors that are trading at large premiums to NAV, notably health care, net lease retail, and data centers. Health care REITs in particular are trading at historically large premiums that are 50%, 100%, or even close to 150% above NAV in some cases. As a result, companies such as Welltower, Ventas, Inc. (NYSE: VTR), American Healthcare REIT, Inc. (NYSE: ATR) and CareTrust REIT, Inc. (NYSE: CTR) have been very acquisitive. Welltower, for example, completed $13.9 billion in new investments in the fourth quarter alone, which is larger than the total asset size of some public REITs. CareTrust invested $1.8 billion in 2025, including $562 million in fourth quarter. At REITworld last December, CareTrust President and CEO Dave Sedgwick said that with a larger team and broader platform, the “table is set” for another strong year. The REIT kicked off 2026 with the January announcement of a $142 million acquisition of six skilled nursing facilities in the Mid-Atlantic region. “We've always said, if you’ve got it, flaunt it, and we’re seeing that now from a lot of these health care REITs where they are appropriately using that cheaper cost of equity to be acquisitive in the markets they operate in,” says Daniel Ismail, co-head of strategic research, managing director, at Green Street. Health care REITs have the added benefit of finding good buying opportunities within sub-sectors, particularly in senior housing, he adds. Net lease is another sector that has been leveraging its cost of capital advantage to make accretive acquisitions. And many of the same players that were active last year expect to keep their foot on the gas. For example, Agree Realty acquired $1.45 billion in retail net lease properties last year, and the company recently increased guidance for 2026 to $1.6 billion to be deployed across its three external growth platforms. “Our pipeline to start the year is very healthy, filled with typical assets and pricing that investors would anticipate from Agree Realty,” says CEO Joey Agree. However, the REIT is watching to see how the expectation of lower interest rates this year will play out in terms of pricing, sellers, and the competitive landscape. “One important misconception is that publicly listed and private capital are chasing the same assets,” he adds. “It’s important for investors to understand the size and scope of the net lease market and appreciate the divergent strategies and execution of the many players.” Positioning for Acquisitions On the opposite side of the spectrum, a number of sectors are trading at discounts to NAV of between roughly 10% and 20%, including office, apartments, industrial, self-storage, and lodging. REITs in those sectors are still buying assets, but they are less active. “It will be hard to see them ramp up acquisition activity throughout 2026, and they likely will be highly selective in the type of deals they do,” Ismail says. Digging into individual property sectors, there are multiple examples of companies that have done a lot of hard work to put themselves in better positions for the acquisitions to “turn back on,” Werner adds. “The market is paying attention to that and rewarding these companies,” he says. FrontView REIT, Inc. (NYSE: FVR), for example, was able to source a convertible preferred investment and now has the opportunity to prove their acquisition strategy. As a result, their share price is on a path toward being able to issue common equity again, and the company will be able to continue acquisitions after they use the cash from the convertible preferred issuance, Werner notes. REITs also have another lever to pull that could give them an edge in acquisitions—the ability to utilize the tax advantages of the REIT structure to allow private operators to sell their assets to REITs. Instead of a cash sale, an owner could consider an UPREIT, which would allow them to transfer their basis into operating partnership (OP) units. There have been one or two examples of that in strip centers, which has been experiencing good fundamentals. “So, we could see a few more of those as the year goes on,” Ismail says. Outlook for M&A Activity In addition to property sales, the environment could be more conducive for M&A deals this year, both in public-to-public and take-private deals. One recent announcement was the acquisition of Veris Residential, Inc. (NYSE: VRE) by a group led by Affinius Capital for $3.4 billion in cash. “If the math doesn't work for a REIT to go buy something on the private market, why not buy a public peer with an exchange,” Werner says. “I think the sector is ripe for that, but I do think that it's also ripe for take-privates because the debt markets are very open.” Many of the M&A deals that have occurred in the last year were take-privates that involved deals below $3 billion. Some of those transactions are getting done in “chunks” with perhaps one buyer acquiring a large portion of the portfolio, with other assets or smaller portions being sold off separately, Hentschel notes. For example, Aimco is reportedly sold seven of its Chicago-area properties to an investment group for $455 million as part of its liquidation. Buying Opportunities Ahead REITs could find more buying opportunities ahead in a market where transaction volume is rising and the bid-ask pricing gap between buyers and sellers is narrowing. Although transaction markets have not been entirely frozen, the inventory of for-sale properties has been thin, with more sellers that have opted to hold onto properties and wait out market volatility. “There was plenty of liquidity, but there was a bid-ask gap between buyers and sellers, and now that gap is closing, and more product is coming to market,” Hentschel says. In its 2025 Year-End Real Estate Trends Report, DLA Piper is predicting that U.S. commercial real estate transaction volume will increase by another 15% to 20% this year. “We expect REITs will be most active in sectors perceived to benefit from multi-year tailwinds such as health care and housing-related assets, including senior housing and multifamily properties,” Connolly says. Data centers are likely to continue to command interest, as well as manufacturing and logistics due to supply chain challenges, continued expansion of e-commerce, and on-shoring. “Public REITs have been challenged by the gap between how the public market values their stock and how the private market values the underlying real estate,” Connolly points out. “However, as private market values continue to adjust to the new reality, this headwind should diminish.”