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Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to assist in understanding our financial statements and the reasons for changes in certain key components of our financial statements from period to period. This item also provides our perspective on our financial position and liquidity, as well as certain other factors that may affect our future results. Our Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the 2025 Annual Report and subsequent reports filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Refer to Item 1 of the 2025 Annual Report for a description of our business.
Significant Developments
Issuance of Senior Unsecured Notes
On July 2, 2026, we completed an underwritten public offering of $350 million of 5.200% Senior Notes due 2036, at a price of 99.015% of par value. These 5.200% Senior Notes due 2036 have a 10.2-year term and are scheduled to mature on September 15, 2036 (Note 10, Note 15).
Prepayment of Senior Unsecured Notes
On July 29, 2026, we prepaid our $350 million of 4.250% Senior Notes with no associated prepayment costs (Note 10, Note 15).
Financial Highlights
During the six months ended June 30, 2026, we completed the following (as further described in the consolidated financial statements):
Real Estate
Investments
•We acquired 15 investments totaling $1.3 billion (Note 4, Note 5), including a portfolio of 19 properties previously owned by one of our unconsolidated equity method investments (Note 7).
•We completed four construction projects totaling $66.4 million (Note 4).
•We committed to fund one new construction project for approximately $13.3 million. We currently expect to complete this project in 2027 (Note 4).
•We entered into a purchase agreement to acquire one industrial facility located in Noblejas, Spain, for approximately $37.5 million, which is expected to be completed in 2027 (Note 4).
•We funded approximately $3.1 million for construction loans for projects in Las Vegas, Nevada, during the six months ended June 30, 2026 (Note 5).
Dispositions
•We disposed of 28 properties for total proceeds, net of selling costs, of $232.7 million, including our 11 remaining self-storage operating properties for total proceeds, net of selling costs, of $73.0 million (Note 14).
W. P. Carey 6/30/2026 10-Q – 37
Financing and Capital Markets Transactions
•During the six months ended June 30, 2026, we sold 6,900,000 shares of common stock through our Equity Forwards and 5,271,817 shares of common stock through our ATM Forwards, for gross proceeds totaling approximately $496.8 million and $391.8 million, respectively (Note 12).
•During the six months ended June 30, 2026, we settled a portion of our Equity Forwards and ATM Forwards by delivering 5,950,000 and 2,566,282 shares of common stock, respectively, to certain forward purchasers for net proceeds totaling $592.0 million (Note 12).
•As of June 30, 2026, we have 950,000 and 8,964,031 shares outstanding under our Equity Forwards and ATM Forwards, respectively, for available proceeds totaling approximately $690.8 million (Note 12).
•On February 24, 2026, we completed an underwritten public offering of €1.0 billion in aggregate principal amount of senior notes, comprising the following tranches (Note 10):
◦€500 million aggregate principal amount of 3.250% Senior Notes due 2031, at a price of 99.249% of par value; and
◦€500 million aggregate principal amount of 3.750% Senior Notes due 2035, at a price of 98.500% of par value.
•In March 2026, we repaid our €500 million of 2.250% Senior Notes due 2026 (Note 10).
•On March 11, 2026, we amended our Senior Unsecured Credit Facility to replace the €215.0 million EUR Term Loan due 2028, which was repaid in February 2026, with a new C$347.3 million term loan maturing on February 14, 2028 (our “CAD Term Loan due 2028”) of an equivalent notional amount and under the same terms, definitions, and extension options (Note 10).
Dividends to Stockholders
We declared cash dividends totaling $1.870 per share during the six months ended June 30, 2026, comprised of two quarterly dividends per share of $0.940 and $0.930 (Note 12).
Consolidated Results
(in thousands, except shares)
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 2025
Total revenues $ 461,064 $ 430,777 $ 915,573 $ 840,635
Net income attributable to W. P. Carey 185,389 51,220 361,691 177,044
Dividends declared 216,210 198,794 425,141 395,392
Net cash provided by operating activities (a) 616,370 677,196
Net cash used in investing activities (1,072,694) (541,846)
Net cash provided by (used in) financing activities 398,153 (420,252)
Supplemental financial measures (b):
Adjusted funds from operations attributable to W. P. Carey (AFFO) 305,444 282,670 594,101 540,490
Diluted weighted-average shares outstanding 227,215,203 220,874,935 224,609,380 220,913,225
__________
(a)Amounts for the six months ended June 30, 2026 and 2025 include $11.9 million and $178.2 million, respectively, of proceeds from the sales of net investments in sales-type leases (Note 5). Such proceeds are included within Net cash provided by operating activities in accordance with ASC 842, Leases.
W. P. Carey 6/30/2026 10-Q – 38
(b)We consider Adjusted funds from operations (“AFFO”), a supplemental measure that is not defined by GAAP (a “non-GAAP measure”), to be an important measure in the evaluation of our operating performance. See Supplemental Financial Measures below for our definition of this non-GAAP measure and a reconciliation to its most directly comparable GAAP measure.
Revenues
Total revenues increased for the three and six months ended June 30, 2026 as compared to the same periods in 2025, primarily due to net investment activity and rent escalations, partially offset by lower operating property revenues as a result of self-storage operating property dispositions (Note 14).
Net Income Attributable to W. P. Carey
Net income attributable to W. P. Carey increased for the three and six months ended June 30, 2026 as compared to the same periods in 2025, primarily due to non-cash unrealized gains recognized on our investment in shares of Lineage during the current-year periods as compared to losses recognized during the prior-year periods, (Note 8), higher gains from remeasurement of foreign debt, our proportionate share of a gain on sale of real estate recognized by a jointly owned investment during the current year periods (Note 7), and the accretive impact of net investment activity, partially offset by higher impairment charges (Note 8) and lower gain on sale of real estate (Note 14).
AFFO
AFFO increased for the three and six months ended June 30, 2026 as compared to the same periods in 2025, primarily reflecting accretive net investment activity, partly offset by the impact of higher interest rates from debt refinancings on interest expense and the settlement of forward equity.
W. P. Carey 6/30/2026 10-Q – 39
Portfolio Overview
Our portfolio comprises operationally-critical, commercial real estate assets net leased to tenants located primarily in the United States and Europe. We invest in high-quality single tenant industrial, warehouse, and retail properties subject to long-term net leases with built-in rent escalators. Portfolio information is provided on a pro rata basis, unless otherwise noted below, to better illustrate the economic impact of our various net-leased jointly owned investments. See Terms and Definitions below for a description of pro rata amounts.
Portfolio Summary
Net-leased Properties June 30, 2026 December 31, 2025
ABR (in thousands) $ 1,642,915 $ 1,553,312
Number of net-leased properties 1,748 1,682
Number of tenants 384 371
Total square footage (in thousands) 188,498 183,498
Occupancy 98.5 % 98.0 %
Weighted-average lease term (in years) 12.2 12.0
Operating Properties
Number of operating properties: 5 16
Number of self-storage operating properties (a) — 11
Number of hotel operating properties 4 4
Number of student housing operating properties 1 1
Number of countries (b) 24 25
Total assets (in thousands) $ 18,634,633 $ 17,990,232
Net investments in real estate (in thousands) 16,166,955 15,469,174
Six Months Ended June 30,
2026 2025
Acquisition volume (in millions) (c) $ 1,328.7 $ 810.8
Construction projects completed (in millions) 66.4 4.8
Average U.S. dollar/euro exchange rate 1.1665 1.0932
Average U.S. dollar/British pound sterling exchange rate 1.3446 1.2972
_________
(a)During the six months ended June 30, 2026, we sold our 11 remaining self-storage operating properties (Note 14).
(b)We sold our final investment in Japan during the six months ended June 30, 2026 (Note 14).
(c)Amount for the six months ended June 30, 2025 includes $3.2 million of funding for a construction loan accounted for as an equity investment (Note 7). Amount for the six months ended June 30, 2025 includes $5.0 million to acquire a 47.50% ownership interest in that equity investment (Note 7). Amounts for the six months ended June 30, 2026 and 2025 include $3.1 million and $2.0 million, respectively, of funding for two construction loans accounted for as secured loans receivable (Note 5). Amounts for the six months ended June 30, 2026 and 2025 include $22.3 million and $258.0 million, respectively, of sale-leasebacks classified as loans receivable (Note 5).
W. P. Carey 6/30/2026 10-Q – 40
Net-Leased Portfolio
The tables below represent information about our net-leased portfolio at June 30, 2026 on a pro rata basis and, accordingly, exclude all operating properties. See Terms and Definitions below for a description of pro rata amounts and ABR.
Top Ten Tenants by ABR
(dollars in thousands)
Tenant Description Number of Properties ABR ABR Percent Weighted-Average Lease Term (Years)
Extra Space Storage Net lease self-storage properties in the U.S. leased to publicly traded self-storage REIT 43 $ 42,578 2.6 % 23.2
Apotex (a) Pharmaceutical R&D and manufacturing properties in the Greater Toronto Area leased to generic drug manufacturer 11 34,451 2.1 % 16.8
Life Time Fitness Health and fitness facilities in the U.S. leased to premium athletic club operator 12 32,450 2.0 % 7.4
GardenCore Manufacturing, packaging and industrial outdoor storage (IOS) facilities in the U.S. leased to producer and supplier of mulch and other lawn and garden products 43 29,120 1.8 % 19.9
Metro Italia (b) Business-to-business retail stores in Italy leased to cash and carry wholesaler 18 28,572 1.7 % 4.8
Fortenova (b) Grocery stores and one warehouse in Croatia leased to European food retailer 19 28,363 1.7 % 7.8
OBI (b) Retail properties in Poland leased to German DIY retailer 26 27,052 1.6 % 7.7
Kesko Senukai (b) Distribution facilities and retail properties in Lithuania, Estonia and Latvia leased to European DIY retailer 20 25,501 1.6 % 5.7
Fedrigoni (b) Industrial and warehouse facilities in Germany, Italy and Spain leased to global manufacturer of premium packaging and labels 16 24,744 1.5 % 17.4
TI Automotive (a) (c) Automotive parts manufacturing properties in the U.S., Canada and Mexico leased to OEM supplier 19 24,524 1.5 % 18.6
227 $ 297,355 18.1 % 13.4
__________
(a)ABR from these properties is denominated in U.S. dollars.
(b)ABR amounts are subject to fluctuations in foreign currency exchange rates.
(c)Of the 19 properties leased to TI Automotive, eight are located in Canada, six are located in Mexico, and five are located in the United States.
W. P. Carey 6/30/2026 10-Q – 41
Portfolio Diversification by Geography
(in thousands, except percentages)
Region ABR ABR Percent Square Footage (a) Square Footage Percent
United States
South
Texas $ 103,599 6.3 % 12,031 6.4 %
Florida 46,326 2.8 % 3,798 2.0 %
Tennessee 39,025 2.4 % 4,476 2.4 %
Georgia 27,605 1.7 % 3,635 1.9 %
Alabama 24,176 1.5 % 2,905 1.5 %
Other (b) 41,621 2.5 % 4,567 2.4 %
Total South 282,352 17.2 % 31,412 16.6 %
Midwest
Illinois 69,136 4.2 % 9,499 5.0 %
Ohio 52,567 3.2 % 8,837 4.7 %
Indiana 43,966 2.7 % 6,251 3.3 %
Michigan 28,674 1.7 % 4,613 2.5 %
Wisconsin 20,784 1.3 % 3,200 1.7 %
Other (b) 61,377 3.7 % 7,170 3.8 %
Total Midwest 276,504 16.8 % 39,570 21.0 %
East
North Carolina 44,269 2.7 % 9,103 4.8 %
Kentucky 30,061 1.8 % 4,485 2.4 %
Pennsylvania 29,631 1.8 % 3,416 1.8 %
Massachusetts 29,383 1.8 % 1,436 0.8 %
New Jersey 26,502 1.6 % 1,139 0.6 %
New York 24,070 1.5 % 2,382 1.3 %
South Carolina 20,530 1.2 % 4,515 2.4 %
Other (b) 42,768 2.6 % 5,643 3.0 %
Total East 247,214 15.0 % 32,119 17.1 %
West
California 77,884 4.7 % 5,316 2.8 %
Arizona 25,331 1.6 % 2,544 1.3 %
Nevada 18,050 1.1 % 485 0.3 %
Other (b) 70,496 4.3 % 6,599 3.5 %
Total West 191,761 11.7 % 14,944 7.9 %
United States Total 997,831 60.7 % 118,045 62.6 %
International
Poland 78,056 4.7 % 10,306 5.5 %
Italy 74,749 4.5 % 9,941 5.3 %
Canada (c) 73,764 4.5 % 6,125 3.2 %
The Netherlands 68,502 4.2 % 6,847 3.6 %
United Kingdom 64,981 4.0 % 4,848 2.6 %
Germany 54,792 3.3 % 5,772 3.1 %
Spain 44,919 2.7 % 4,677 2.5 %
Croatia 29,279 1.8 % 2,063 1.1 %
Mexico (d) 28,004 1.7 % 4,328 2.3 %
France 27,659 1.7 % 2,149 1.1 %
Denmark 27,358 1.7 % 3,002 1.6 %
Lithuania 19,156 1.2 % 2,014 1.1 %
Other (e) 53,865 3.3 % 8,381 4.4 %
International Total 645,084 39.3 % 70,453 37.4 %
Total $ 1,642,915 100.0 % 188,498 100.0 %
W. P. Carey 6/30/2026 10-Q – 42
Portfolio Diversification by Property Type
(in thousands, except percentages)
Property Type ABR ABR Percent Square Footage (a) Square Footage Percent
Industrial $ 636,546 38.7 % 86,421 45.8 %
Warehouse 412,784 25.1 % 67,050 35.6 %
Retail (f) 365,573 22.3 % 23,628 12.5 %
Other (g) 228,012 13.9 % 11,399 6.1 %
Total $ 1,642,915 100.0 % 188,498 100.0 %
__________
(a)Includes square footage for any vacant properties.
(b)Other properties within South include assets in Arkansas, Louisiana, Oklahoma, and Mississippi. Other properties within Midwest include assets in Kansas, Minnesota, Iowa, Missouri, Nebraska, South Dakota, and North Dakota. Other properties within East include assets in Virginia, Maryland, West Virginia, Connecticut, New Hampshire, and Maine. Other properties within West include assets in Utah, Oregon, Colorado, Montana, Hawaii, Idaho, Washington, Wyoming, and New Mexico.
(c)$50.9 million (69%) of ABR from properties in Canada is denominated in U.S. dollars, with the balance denominated in Canadian dollars.
(d)All ABR from properties in Mexico is denominated in U.S. dollars.
(e)Includes assets in Slovakia, Belgium, the Czech Republic, Mauritius, Portugal, Latvia, Sweden, Austria, Estonia, Finland, and Hungary.
(f)Includes automotive dealerships.
(g)Includes ABR from tenants within the following property types: education facility, specialty, self-storage (net lease), laboratory, research and development, office, hotel (net lease), and land.
W. P. Carey 6/30/2026 10-Q – 43
Portfolio Diversification by Tenant Industry
(in thousands, except percentages)
Industry Type (a) ABR ABR Percent Square Footage Square Footage Percent
Packaged Foods & Meats $ 147,416 9.0 % 18,140 9.6 %
Food Retail 140,462 8.5 % 10,279 5.5 %
Home Improvement Retail 101,967 6.2 % 12,370 6.6 %
Automotive Retail 94,544 5.8 % 7,723 4.1 %
Auto Parts & Equipment 81,043 4.9 % 11,954 6.3 %
Air Freight & Logistics 66,947 4.1 % 10,006 5.3 %
Education Services 63,298 3.8 % 2,804 1.5 %
Pharmaceuticals 49,307 3.0 % 3,076 1.6 %
Industrial Machinery 48,979 3.0 % 6,856 3.6 %
Leisure Facilities 44,209 2.7 % 1,982 1.1 %
Self-Storage REITs 42,578 2.6 % 3,171 1.7 %
Metal, Glass & Plastic Containers 39,947 2.4 % 5,318 2.8 %
Trading Companies & Distributors 38,387 2.3 % 8,504 4.5 %
Building Products 33,741 2.0 % 6,850 3.6 %
Environmental & Facilities Services 33,480 2.0 % 2,321 1.2 %
Paper Products 30,671 1.9 % 5,540 2.9 %
Other Specialty Retail 27,772 1.7 % 3,127 1.7 %
Specialty Chemicals 27,631 1.7 % 4,874 2.6 %
Construction Materials 24,021 1.5 % 3,781 2.0 %
Diversified Support Services 22,243 1.4 % 1,835 1.0 %
Construction Machinery 20,921 1.3 % 2,733 1.4 %
Food Distributors 20,712 1.3 % 1,552 0.8 %
Consumer Staples Merchandise Retail 19,833 1.2 % 1,656 0.9 %
Commodity Chemicals 17,165 1.0 % 2,517 1.3 %
Diversified Metals 16,788 1.0 % 3,417 1.8 %
Other (62 industries, each <1% ABR) (b) 388,853 23.7 % 46,112 24.6 %
Total $ 1,642,915 100.0 % 188,498 100.0 %
__________
(a)Industry classification is based on the Global Industry Classification Standard (GICS) framework.
(b)Includes square footage for vacant properties.
W. P. Carey 6/30/2026 10-Q – 44
Lease Expirations
(in thousands, except percentages, number of leases, and number of tenants)
Year of Lease Expiration (a) Number of Leases Expiring Number of Tenants with Leases Expiring ABR ABR Percent Square Footage Square Footage Percent
Remaining 2026 12 12 $ 24,532 1.5 % 2,512 1.3 %
2027 34 23 40,603 2.5 % 4,247 2.3 %
2028 46 28 69,816 4.2 % 7,657 4.1 %
2029 53 39 65,790 4.0 % 7,446 3.9 %
2030 33 28 40,371 2.5 % 3,880 2.1 %
2031 48 30 79,773 4.8 % 9,612 5.1 %
2032 48 25 66,637 4.1 % 9,135 4.8 %
2033 35 26 88,999 5.4 % 12,001 6.4 %
2034 73 28 110,124 6.7 % 10,887 5.8 %
2035 24 20 78,307 4.8 % 8,805 4.7 %
2036 47 22 70,896 4.3 % 8,323 4.4 %
2037 47 24 75,944 4.6 % 9,300 4.9 %
2038 49 16 31,783 1.9 % 3,045 1.6 %
2039 100 27 75,445 4.6 % 11,329 6.0 %
Thereafter (>2039) 326 125 723,895 44.1 % 77,457 41.1 %
Vacant — — — — % 2,862 1.5 %
Total 975 $ 1,642,915 100.0 % 188,498 100.0 %
__________
(a)Assumes tenants do not exercise any renewal options or purchase options.
Terms and Definitions
Pro Rata Metrics — The portfolio information above contains certain metrics prepared on a pro rata basis. We refer to these metrics as pro rata metrics. We have certain investments in which our economic ownership is less than 100%. On a full consolidation basis, we report 100% of the assets, liabilities, revenues, and expenses of those investments that are deemed to be under our control or for which we are deemed to be the primary beneficiary, even if our ownership is less than 100%. Also, for all other jointly owned investments, which we do not control, we report our net investment and our net income or loss from that investment. On a pro rata basis, we generally present our proportionate share, based on our economic ownership of these jointly owned investments, of the portfolio metrics of those investments. Multiplying each of our jointly owned investments’ financial statement line items by our percentage ownership and adding or subtracting those amounts from our totals, as applicable, may not accurately depict the legal and economic implications of holding an ownership interest of less than 100% in our jointly owned investments.
ABR — ABR represents contractual minimum annualized base rent for our net-leased properties and reflects exchange rates as of June 30, 2026. If there is a rent abatement, we annualize the first monthly contractual base rent following the free rent period. ABR is not applicable to operating properties and is presented on a pro rata basis.
Results of Operations
We evaluate our results of operations with a primary focus on increasing and enhancing the value, quality, and number of our properties. We focus our efforts on accretive investing and improving portfolio quality through re-leasing efforts, including negotiation of lease renewals, or selectively selling assets in order to increase value in our real estate portfolio.
W. P. Carey 6/30/2026 10-Q – 45
Revenues
The following table presents revenues (in thousands):
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Real Estate Revenues
Lease revenues from:
Existing net-leased properties $ 348,571 $ 348,609 $ (38) $ 706,933 $ 689,373 $ 17,560
Recently acquired net-leased properties 58,414 8,628 49,786 101,983 10,172 91,811
Net-leased properties sold or held for sale 2,676 6,958 (4,282) 3,576 18,418 (14,842)
Total lease revenues (includes reimbursable tenant costs) 409,661 364,195 45,466 812,492 717,963 94,529
Income from finance leases and loans receivable 27,162 20,276 6,886 54,848 37,734 17,114
Operating property revenues from:
Existing operating properties 11,638 11,726 (88) 21,782 21,447 335
Operating properties sold or reclassified to net-leased properties — 22,561 (22,561) 1,906 45,934 (44,028)
Total operating property revenues 11,638 34,287 (22,649) 23,688 67,381 (43,693)
Other lease-related income 11,209 9,643 1,566 21,661 12,764 8,897
Investment Management Revenues
Other advisory income and reimbursements 1,000 1,072 (72) 2,000 2,139 (139)
Asset management revenue 394 1,304 (910) 884 2,654 (1,770)
$ 461,064 $ 430,777 $ 30,287 $ 915,573 $ 840,635 $ 74,938
Lease Revenues
“Existing net-leased properties” are those that we acquired or placed into service prior to January 1, 2025 and that were not sold or held for sale during the periods presented. For the periods presented, there were 1,374 existing net-leased properties.
W. P. Carey 6/30/2026 10-Q – 46
For the three and six months ended June 30, 2026 as compared to the same periods in 2025, lease revenues from existing net-leased properties (decreased) increased due to the following items (in millions):
__________
(a)Excludes fixed minimum rent increases, which are reflected as straight-line rent adjustments within lease revenues.
(b)(Decreases) increases for the three and six months ended June 30, 2026 as compared to the same periods in 2025 reflect $1.2 million of uncollected rent for June 2026 from a tenant that filed for insolvency during that month. Write-offs of straight-line rent adjustments more than offset the decrease for the six months ended June 30, 2026 as compared to the same period in 2025.
“Recently acquired net-leased properties” are those that we acquired or placed into service subsequent to December 31, 2024 and that were not sold or held for sale during the periods presented. Since January 1, 2025, we acquired 41 investments (comprising 272 properties) and placed four properties into service.
W. P. Carey 6/30/2026 10-Q – 47
“Net-leased properties sold or held for sale” include:
•17 net-leased properties disposed of during the six months ended June 30, 2026;
•one net-leased property classified as held for sale at June 30, 2026; and
•64 net-leased properties disposed of during the year ended December 31, 2025.
Our dispositions are more fully described in Note 14.
Income from Finance Leases and Loans Receivable
For the three and six months ended June 30, 2026 as compared to the same periods in 2025, income from finance leases and loans receivable increased due to the following items (in millions):
W. P. Carey 6/30/2026 10-Q – 48
Operating Property Revenues
“Existing operating properties” are those that we acquired or placed into service prior to January 1, 2025 and that were not sold or reclassified to net-leased properties during the periods presented. For the periods presented, we recorded operating property revenues from five existing operating properties, comprising four hotel operating properties and one student housing operating property.
“Operating properties sold or reclassified to net-leased properties” include:
•63 self-storage operating properties sold during 2025;
•11 self-storage operating properties sold during the six months ended June 30, 2026;
•four self-storage operating properties that were reclassified to net-leased properties during 2025; and
•one student housing operating property sold during 2025.
Other Lease-Related Income
Other lease-related income is described in Note 4.
Other Advisory Income and Reimbursements
Other advisory income and reimbursements comprise fixed administrative fees earned from NLOP. In May 2026, a reduction in the base administrative reimbursement paid by NLOP to us was agreed upon; effective July 1, 2026, the reimbursement is $2.0 million annually instead of $4.0 million annually (Note 3).
Asset Management Revenue
During the periods presented, we earned asset management revenue from (i) NLOP and (ii) CESH (Note 3). Asset management revenues from NLOP are expected to decline as assets are sold. CESH sold its last property in the first quarter of 2026, after which it ceased paying asset management fees to us.
Operating Expenses
Depreciation and Amortization
For the three and six months ended June 30, 2026 as compared to the same periods in 2025, depreciation and amortization expense increased by $13.8 million and $20.4 million, respectively, primarily due to accelerated depreciation and amortization related to (i) lease amendments at certain properties and (ii) the demolition of certain properties in connection with redevelopment projects, as well as the impact of net investment activity.
Impairment Charges — Real Estate
Our impairment charges on real estate are more fully described in Note 8.
General and Administrative
For the three and six months ended June 30, 2026 as compared to the same periods in 2025, general and administrative expense increased by $1.8 million and $2.2 million, respectively, primarily due to higher employee compensation expense.
Property Expenses, Excluding Reimbursable Tenant Costs
For the three and six months ended June 30, 2026 as compared to the same periods in 2025, property expenses, excluding reimbursable tenant costs, increased by $1.6 million and $4.4 million, respectively, primarily due to (i) demolition costs incurred at certain construction projects and (ii) expenses related to tenant vacancies (which resulted in property expenses no longer being reimbursable).
W. P. Carey 6/30/2026 10-Q – 49
Stock-Based Compensation Expense
For the three and six months ended June 30, 2026 as compared to the same periods in 2025, stock-based compensation expense increased by $3.0 million and $1.3 million, respectively, primarily due to changes in projected PSU payouts.
Operating Property Expenses
For the three and six months ended June 30, 2026 as compared to the same periods in 2025, operating property expenses decreased by $8.1 million and $16.0 million, respectively, primarily due to the disposal of all of our self-storage operating properties during 2025 and 2026, as described above and in Note 14.
Other Income and Expenses, and Provision for Income Taxes
Interest Expense
For the three months ended June 30, 2026 as compared to the same period in 2025, interest expense increased by $7.2 million, primarily due to higher outstanding balances and interest rates on our Senior Unsecured Notes, partially offset by lower outstanding balances on our Unsecured Revolving Credit Facility and the reduction of our mortgage debt outstanding by prepaying or repaying at or close to maturity a total of $302.0 million of non-recourse mortgage loans with a weighted-average interest rate of 4.6% since January 1, 2025 (Note 10).
For the six months ended June 30, 2026 as compared to the same period in 2025, interest expense increased by $16.8 million, primarily due to higher outstanding balances and interest rates on our Senior Unsecured Notes, partially offset by the reduction of our mortgage debt outstanding (as described above) (Note 10).
The following table presents certain information about our outstanding debt (dollars in thousands):
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 2025
Average outstanding debt balance $ 9,083,162 $ 8,549,971 $ 9,210,143 $ 8,265,328
Weighted-average interest rate 3.2 % 3.1 % 3.2 % 3.2 %
Earnings from Equity Method Investments
Our equity method investments are more fully described in Note 7. The following table presents earnings from equity method investments (in thousands):
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Earnings from Equity Method Investments
Earnings from Kesko Senukai (a) $ 51,686 $ 1,866 $ 49,820 $ 52,364 $ 2,728 $ 49,636
Earnings from Las Vegas Retail Complex 3,680 4,087 (407) 7,373 8,388 (1,015)
Earnings from Harmon Retail Center 213 208 5 385 423 (38)
$ 55,579 $ 6,161 $ 49,418 $ 60,122 $ 11,539 $ 48,583
__________
(a)Increases for the three and six months ended June 30, 2026 as compared to the same periods in 2025 are due to our $49.9 million proportionate share of a gain recognized on the sale of a portfolio of properties by this investment during the second quarter of 2026 (Note 7).
W. P. Carey 6/30/2026 10-Q – 50
Other Gains and (Losses)
Other gains and (losses) primarily consists of gains and losses on (i) the mark-to-market fair value of equity securities, (ii) foreign currency exchange rate movements (except those foreign currency-denominated unsecured debt instruments that were designated as net investment hedges (Note 9)), (iii) changes in the non-cash allowance for credit losses on loans receivable and finance leases, and (iv) extinguishment of debt. The timing and amount of such gains or losses cannot always be estimated and are subject to fluctuation.
The following table presents other gains and (losses) (in thousands):
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Other Gains and (Losses)
Non-cash unrealized gains (losses) related to an increase (decrease) in the fair value of our investment in shares of Lineage Logistics (Note 8) $ 41,605 $ (69,021) $ 110,626 $ 31,274 $ (69,092) $ 100,366
Net realized and unrealized gains (losses) on foreign currency exchange rate movements (a) 10,775 (66,387) 77,162 26,317 (94,322) 120,639
Change in allowance for credit losses on finance receivables (Note 5) (6,352) (9,871) 3,519 (5,697) (22,202) 16,505
Non-cash unrealized gains (losses) on non-hedging derivatives 825 (3,275) 4,100 3,049 (5,015) 8,064
Other 1,705 (214) 1,919 406 (334) 740
$ 48,558 $ (148,768) $ 197,326 $ 55,349 $ (190,965) $ 246,314
__________
(a)Remeasurement of certain monetary assets and liabilities that are held by our subsidiaries in currencies other than their functional currency are included in other gains and (losses), including certain foreign currency-denominated unsecured debt instruments that are not designated as net investment hedges. This includes foreign currency-denominated intercompany loans to our foreign subsidiaries that are scheduled for settlement.
Gain on Sale of Real Estate, Net
Gain on sale of real estate, net, consists of gains and losses on (i) the sale of properties that were disposed of, net of taxes, (ii) properties subject to the exercise of a purchase option, (iii) properties subject to a purchase agreement resulting in a lease modification during the reporting period, and (iv) the reclassification of foreign currency translation adjustments from accumulated other comprehensive loss to net income since we exited all investments denominated in a currency (which totaled losses of $5.5 million for the three and six months ended June 30, 2026), as more fully described in Note 4, Note 5, and Note 14.
Non-Operating Income
Non-operating income primarily consists of interest income on our cash deposits, realized gains and losses on derivative instruments, and dividends from equity securities.
The following table presents non-operating income (in thousands):
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Non-Operating Income
Dividends from our investment in Lineage (Note 8) $ 2,873 $ 2,846 $ 27 $ 5,746 $ 5,601 $ 145
Interest income on our cash deposits 849 1,049 (200) 2,885 3,645 (760)
Realized gains (losses) on foreign currency collars (Note 9) 523 (400) 923 318 2,159 (1,841)
$ 4,245 $ 3,495 $ 750 $ 8,949 $ 11,405 $ (2,456)
W. P. Carey 6/30/2026 10-Q – 51
Provision for Income Taxes
For the six months ended June 30, 2026 as compared to the same period in 2025, provision for income taxes increased by $3.0 million, primarily due to (i) deferred tax expense recognized during the current year period related to the establishment of valuation allowances on certain international properties, and (ii) the impact of a deferred tax benefit recognized during the prior year period as a result of an allowance for credit loss recognized on an international property.
Liquidity and Capital Resources
Sources and Uses of Cash During the Period
We use the cash flow generated from our investments primarily to meet our operating expenses, service debt, and fund dividends to stockholders. Our cash flows fluctuate periodically due to a number of factors, which may include, among other things: the timing of our equity and debt offerings; the timing of purchases and sales of real estate; the timing of the repayment of mortgage loans, our Senior Unsecured Notes, and our Unsecured Term Loans; the timing of our receipt of lease revenues; the timing and amount of other lease-related payments; the timing of settlement of foreign currency transactions; changes in foreign currency exchange rates; and the timing of distributions from equity method investments. Despite these fluctuations, we believe that we will generate sufficient cash from operations to meet our normal recurring short-term liquidity needs. We may also use existing cash resources, available capacity under our Senior Unsecured Credit Facility, proceeds from term loans or other bank debt, proceeds from dispositions of properties, and the issuance of additional debt or equity securities, such as issuances of common stock through our ATM Program and Equity Forwards (Note 12), in order to meet our short-term and long-term liquidity needs. We assess our ability to access capital on an ongoing basis. Our sources and uses of cash during the period are described below.
Operating Activities — Net cash provided by operating activities decreased by $60.8 million during the six months ended June 30, 2026 as compared to the same period in 2025, primarily due to significantly lower proceeds received from the sales of net investments in sales-type leases and higher interest expense, partially offset by an increase in cash flow generated from net investment activity, higher distributions received from certain unconsolidated equity method investments (Note 7), and scheduled rent increases at existing properties.
Investing Activities — Our investing activities generally comprise real estate-related transactions (purchases and sales) and funding for build-to-suit activities and other capital expenditures on real estate.
Financing Activities — Our financing activities generally comprise borrowings and repayments under our Unsecured Revolving Credit Facility and Unsecured Term Loans, issuances and repayments of the Senior Unsecured Notes, payments of non-recourse mortgage loans, settlement of forward issuances of common equity, and payments of dividends to stockholders. During the six months ended June 30, 2026, we received $592.0 million in net proceeds from the issuance of common stock under our forward equity (Note 12).
W. P. Carey 6/30/2026 10-Q – 52
Summary of Financing
The table below summarizes our Senior Unsecured Notes, our non-recourse mortgages, and our Senior Unsecured Credit Facility (dollars in thousands):
June 30, 2026 December 31, 2025
Carrying Value
Fixed rate:
Senior Unsecured Notes, net (a) $ 7,376,851 $ 6,950,261
Unsecured Term Loans, net subject to interest rate swaps (a) 921,443 944,663
Non-recourse mortgages, net (a) (b) 98,985 140,646
8,397,279 8,035,570
Variable rate:
Unsecured Term Loans, net (a) 243,081 251,703
Unsecured Revolving Credit Facility 116,230 435,417
Floating interest rate non-recourse mortgages, net (c) 95,261 —
454,572 687,120
$ 8,851,851 $ 8,722,690
Percent of Total Debt
Fixed rate 95 % 92 %
Variable rate 5 % 8 %
100 % 100 %
Weighted-Average Interest Rate at End of Period
Fixed rate 3.2 % 3.1 %
Variable rate 3.6 % 3.4 %
Total debt 3.2 % 3.1 %
__________
(a)Aggregate debt balance includes unamortized discount, net, totaling $46.6 million and $39.2 million as of June 30, 2026 and December 31, 2025, respectively, and unamortized deferred financing costs totaling $35.0 million and $30.1 million as of June 30, 2026 and December 31, 2025, respectively.
(b)Includes non-recourse mortgages subject to variable-to-fixed interest rate swaps totaling $32.9 million and $46.0 million as of June 30, 2026 and December 31, 2025, respectively.
(c)Comprises a non-recourse mortgage loan that we assumed in connection with the acquisition of a portfolio of properties during the six months ended June 30, 2026 from a jointly owned investment in which we own a 70% interest and account for as an equity method investment (Note 4, Note 10).
Cash Resources
At June 30, 2026, our cash resources consisted of the following:
•cash and cash equivalents totaling $163.5 million. Of this amount, $136.6 million, at then-current exchange rates, was held in foreign subsidiaries, and we could be subject to restrictions or significant costs should we decide to repatriate these amounts;
•our Unsecured Revolving Credit Facility, with available capacity of approximately $1.9 billion (net of amounts reserved for standby letters of credit totaling $2.1 million);
•available proceeds under our ATM Forwards and Equity Forwards totaling approximately $690.7 million (Note 12); and
•unleveraged properties that had an aggregate asset carrying value of approximately $15.8 billion at June 30, 2026, although there can be no assurance that we would be able to obtain financing for these properties.
W. P. Carey 6/30/2026 10-Q – 53
We may also access the capital markets through additional debt (denominated in both U.S. dollars and euros) and equity offerings, as well as term loans and other bank debt.
Our cash resources can be used for working capital needs and other commitments and may be used for future investments.
Cash Requirements and Liquidity
As of June 30, 2026, we had (i) $163.5 million of cash and cash equivalents, (ii) approximately $1.9 billion of available capacity under our Unsecured Revolving Credit Facility (net of amounts reserved for standby letters of credit totaling $2.1 million), and (iii) available proceeds under our ATM Forwards and Equity Forwards totaling approximately $690.7 million (Note 12). As of June 30, 2026, scheduled debt principal payments total $353.6 million during the remainder of 2026 and $583.6 million during 2027 (Note 10).
During the next 12 months following June 30, 2026 and thereafter, we expect that our significant cash requirements will include:
•paying dividends to our stockholders;
•funding acquisitions of new investments (Note 4);
•funding future capital commitments (Note 4) and tenant improvement allowances;
•making scheduled principal and balloon payments on our debt obligations, including $350 million of senior notes due in October 2026 (which were prepaid in July 2026 (Note 15)) and €500 million of senior notes due in April 2027 (Note 10);
•making scheduled interest payments on our debt obligations (future interest payments total $1.5 billion, with $271.2 million due during the next 12 months; interest on unhedged variable-rate debt obligations was calculated using the applicable annual variable interest rates and balances outstanding at June 30, 2026); and
•other normal recurring operating expenses.
We expect to fund these cash requirements through cash generated from operations, cash received from dispositions of properties, the use of our cash reserves or unused amounts on our Unsecured Revolving Credit Facility (as described above), proceeds from term loans or other bank debt, issuances and settlements of common stock through our ATM Program or Equity Forwards (Note 12), and potential issuances of additional debt or equity securities.
Our liquidity could be adversely affected by an unanticipated disruption to our operating cash flow, which could include interrupted rent collections or greater-than-anticipated operating expenses. To the extent that our working capital reserve is insufficient to satisfy our cash requirements, additional funds may be provided from cash from operations to meet our normal recurring short-term and long-term liquidity needs. We may also use existing cash resources, available capacity under our Unsecured Revolving Credit Facility, mortgage loan proceeds, and the issuance of additional debt or equity securities to meet these needs.
Certain amounts disclosed above are based on the applicable foreign currency exchange rate at June 30, 2026.
Supplemental Financial Measures
In the real estate industry, analysts and investors employ certain non-GAAP supplemental financial measures in order to facilitate meaningful comparisons between periods and among peer companies. Additionally, in the formulation of our goals and in the evaluation of the effectiveness of our strategies, we use Funds from Operations (“FFO”) and AFFO, which are non-GAAP measures defined by our management. We believe that these measures are useful to investors to consider because they may assist them to better understand and measure the performance of our business over time and against similar companies. A description of FFO and AFFO and reconciliations of these non-GAAP measures to the most directly comparable GAAP measures are provided below.
W. P. Carey 6/30/2026 10-Q – 54
Funds from Operations and Adjusted Funds from Operations
Due to certain unique operating characteristics of real estate companies, as discussed below, the National Association of Real Estate Investment Trusts (“NAREIT”), an industry trade group, has promulgated a non-GAAP measure known as FFO, which we believe to be an appropriate supplemental measure, when used in addition to and in conjunction with results presented in accordance with GAAP, to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental non-GAAP measure. FFO is not equivalent to, nor a substitute for, net income or loss as determined under GAAP.
We define FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT, as restated in December 2018. The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding gains or losses from the sale of certain real estate, impairment charges on real estate or other assets incidental to the company’s main business, gains or losses on changes in control of interests in real estate, and depreciation and amortization from real estate assets; and after adjustments for unconsolidated partnerships and jointly owned investments. Adjustments for unconsolidated partnerships and jointly owned investments are calculated to reflect FFO on the same basis.
We also modify the NAREIT computation of FFO to adjust GAAP net income for certain non-cash charges, such as amortization of real estate-related intangibles, deferred income tax benefits and expenses, straight-line rent and related reserves, other non-cash rent adjustments, non-cash allowance for credit losses on loans receivable and finance leases, stock-based compensation, non-cash environmental accretion expense, amortization of discounts and premiums on debt, and amortization of deferred financing costs. Our assessment of our operations is focused on long-term sustainability and not on such non-cash items, which may cause short-term fluctuations in net income but have no impact on cash flows. Additionally, we exclude non-core income and expenses, such as gains or losses from extinguishment of debt, gains or losses on the mark-to-market fair value of equity securities, merger and acquisition expenses, spin-off expenses, and income and expenses associated with our captive insurance company. We also exclude realized and unrealized gains/losses on foreign currency exchange rate movements (other than those realized on the settlement of foreign currency derivatives), which are not considered fundamental attributes of our business plan and do not affect our overall long-term operating performance. We refer to our modified definition of FFO as AFFO. We exclude these items from GAAP net income to arrive at AFFO because they are not the primary drivers in our decision-making process and excluding these items provides investors with a view of our portfolio performance over time and makes it more comparable to other REITs. AFFO also reflects adjustments for unconsolidated partnerships and jointly owned investments. We use AFFO as one measure of our operating performance when we formulate corporate goals, evaluate the effectiveness of our strategies, and determine executive compensation.
We believe that AFFO is a useful supplemental measure for investors to consider because we believe it will help them better assess the sustainability of our operating performance without the potentially distorting impact of these short-term fluctuations. However, there are limits on the usefulness of AFFO to investors. For example, impairment charges and unrealized foreign currency exchange rate losses that we exclude may become actual realized losses upon the ultimate disposition of the properties in the form of lower cash proceeds or other considerations. We use our FFO and AFFO measures as supplemental financial measures of operating performance. We do not use our FFO and AFFO measures as, nor should they be considered to be, alternatives to net income computed under GAAP, alternatives to net cash provided by operating activities computed under GAAP, or indicators of our ability to fund our cash needs.
W. P. Carey 6/30/2026 10-Q – 55
FFO and AFFO were as follows (in thousands):
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 2025
Net income attributable to W. P. Carey $ 185,389 $ 51,220 $ 361,691 $ 177,044
Adjustments:
Depreciation and amortization of real property 133,663 119,930 269,143 248,867
Impairment charges — real estate 79,421 4,349 119,429 11,203
Gain on sale of real estate, net (5,819) (52,824) (59,960) (96,601)
Proportionate share of adjustments to earnings from equity method investments (a) (b) (50,133) 2,231 (47,870) 3,874
Proportionate share of adjustments for noncontrolling interests (c) (26) (82) (51) (160)
Total adjustments 157,106 73,604 280,691 167,183
FFO (as defined by NAREIT) attributable to W. P. Carey 342,495 124,824 642,382 344,227
Adjustments:
Other (gains) and losses (d) (48,558) 148,768 (55,349) 190,965
Straight-line and other leasing and financing adjustments (15,459) (15,374) (39,637) (34,407)
Stock-based compensation 13,909 10,943 21,350 20,091
Amortization of deferred financing costs 5,292 4,628 10,431 9,410
Above- and below-market rent intangible lease amortization, net 3,706 5,061 6,204 6,184
Tax expense — deferred and other 2,617 2,820 5,344 2,038
Merger and other expenses 613 192 1,793 748
Other amortization and non-cash items 548 579 1,141 1,139
Proportionate share of adjustments to earnings from equity method investments (a) 303 309 516 223
Proportionate share of adjustments for noncontrolling interests (b) (22) (80) (74) (128)
Total adjustments (37,051) 157,846 (48,281) 196,263
AFFO attributable to W. P. Carey $ 305,444 $ 282,670 $ 594,101 $ 540,490
Summary
FFO (as defined by NAREIT) attributable to W. P. Carey $ 342,495 $ 124,824 $ 642,382 $ 344,227
AFFO attributable to W. P. Carey $ 305,444 $ 282,670 $ 594,101 $ 540,490
__________
(a)Equity income, including amounts that are not typically recognized for FFO and AFFO, is recognized within Earnings from equity method investments on the consolidated statements of income. This represents adjustments to equity income to reflect FFO and AFFO on a pro rata basis.
(b)Amounts for the three and six months ended June 30, 2026 include our $49.9 million proportionate share of a gain recognized on the sale of a portfolio by a jointly owned investment (Note 7).
(c)Adjustments disclosed elsewhere in this reconciliation are on a consolidated basis. This adjustment reflects our FFO or AFFO on a pro rata basis.
(d)Primarily comprises gains and losses on the mark-to-market fair value of equity securities, foreign currency exchange rate movements, changes in the non-cash allowance for credit losses on loans receivable and finance leases, and extinguishment of debt. Includes mark-to-market unrealized gains (losses) for our investment in shares of Lineage of $41.6 million and $(69.0) million during the three months ended June 30, 2026 and 2025, respectively, and $31.3 million and $(69.1) million during the six months ended June 30, 2026 and 2025, respectively (Note 8).
W. P. Carey 6/30/2026 10-Q – 56
While we believe that FFO and AFFO are important supplemental measures, they should not be considered as alternatives to net income as an indication of a company’s operating performance. These non-GAAP measures should be used in conjunction with net income as defined by GAAP. FFO and AFFO, or similarly titled measures disclosed by other REITs, may not be comparable to our FFO and AFFO measures.