Realty Income Issues Multiple Notes with Varied Maturities

TL;DR

**Realty Income just issued a bunch of new bonds with different rates and dates, signaling active debt management.**

AI Summary

Realty Income Corporation filed an 8-K on January 3, 2024, to report the issuance of various notes with different interest rates and maturity dates, including 1.125% due 2027, 1.875% due 2027, 1.625% due 2030, 4.875% due 2030, 5.750% due 2031, 1.750% due 2033, 5.125% due 2034, 6.000% due 2039, and 2.500% due 2042. This matters to investors because it indicates the company is actively managing its debt structure and financing operations, which can impact future interest expenses and overall financial health.

Why It Matters

This filing shows Realty Income is managing its capital structure by issuing new debt, which can affect its cost of capital and ability to fund future acquisitions or operations.

Risk Assessment

Risk Level: low — This filing is a routine disclosure of debt issuance and does not present immediate significant risks or opportunities.

Analyst Insight

A smart investor would monitor Realty Income's upcoming earnings reports to see the impact of these new debt issuances on their interest expenses and overall financial leverage.

Key Numbers

• 1.125% — Interest Rate (Notes due 2027)
• 1.875% — Interest Rate (Notes due 2027)
• 1.625% — Interest Rate (Notes due 2030)
• 4.875% — Interest Rate (Notes due 2030)
• 5.750% — Interest Rate (Notes due 2031)
• 1.750% — Interest Rate (Notes due 2033)
• 5.125% — Interest Rate (Notes due 2034)
• 6.000% — Interest Rate (Notes due 2039)

Key Players & Entities

• REALTY INCOME CORPORATION (company) — the registrant filing the 8-K
• Maryland (company) — state of incorporation for Realty Income Corporation
• San Diego, California (company) — location of Realty Income Corporation's principal executive offices
• January 3, 2024 (date) — date of earliest event reported and filing date

Forward-Looking Statements

• Realty Income's interest expenses will reflect the new debt issuances. (REALTY INCOME CORPORATION) — high confidence, target: Q1 2024 earnings report
• The company will continue to utilize debt financing for its growth strategies. (REALTY INCOME CORPORATION) — medium confidence, target: Next 12-24 months

FAQ

Key Financial Figures

• $0.01 — e On Which Registered Common Stock, $0.01 Par Value O New York Stock Exchange

Filing Documents

• tm2333021d7_8k.htm (8-K) — 52KB
• tm2333021d7_ex99-1.htm (EX-99.1) — 339KB
• 0001104659-24-000811.txt ( ) — 690KB
• o-20240103.xsd (EX-101.SCH) — 5KB
• o-20240103_def.xml (EX-101.DEF) — 29KB
• o-20240103_lab.xml (EX-101.LAB) — 43KB
• o-20240103_pre.xml (EX-101.PRE) — 28KB
• tm2333021d7_8k_htm.xml (XML) — 12KB

01 Other Events

Item 8.01 Other Events Updated Pro Forma Financial Statements As previously disclosed, on October 29, 2023, Realty Income Corporation, a Maryland corporation ("Realty Income" or "the Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Saints MD Subsidiary, Inc., a Maryland corporation and a direct wholly owned subsidiary of Realty Income ("Merger Sub"), and Spirit Realty Capital, Inc., a Maryland corporation ("Spirit"). Pursuant to the terms and conditions of the Merger Agreement, upon the closing, Spirit will be merged with and into Merger Sub, with Merger Sub continuing as the surviving corporation (the "Merger"). On November 27, 2023, the Company filed with the U.S. Securities and Exchange Commission (the "SEC") a Current Report on Form 8-K, which, among other things, included, as Exhibit 99.3 thereto, the Company's unaudited pro forma condensed combined balance sheet as of September 30, 2023 and the unaudited pro forma condensed combined statements of operations for the nine months ended September 30, 2023 and the year ended December 31, 2022, relating to the proposed Merger. Thereafter, on December 15, 2023, the Company filed with the SEC a Current Report on Form 8-K (the "December 15 8-K"), which included, as Exhibit 99.1 thereto, the Company's updated unaudited pro forma condensed combined balance sheet as of September 30, 2023 and updated unaudited pro forma condensed combined proposed Merger (the "Prior Pro Forma Financial Statements") The Company is filing this Current Report on Form 8-K to provide the Company's further updated unaudited pro forma condensed combined balance sheet as of September 30, 2023 and updated unaudited pro forma condensed combined statements of operations for the nine months ended September 30, 2023 and the year ended December 31, 2022, relating to the proposed Merger (th

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements can be identified by the use of words and phrases such as "preliminary," "expect," "plan," "will," "estimate," "project," "intend," "believe," "guidance," "approximately," "anticipate," "may," "should," "seek," or the negative of these words and phrases or similar words or phrases that are predictions of or indicate future events or trends and that do not relate to historical matters but are meant to identify forward- looking statements. You can also identify forward-looking statements by discussions of strategy, plans or intentions of management. These forward-looking statements are subject to known and unknown risks and uncertainties that you should not rely on as predictions of future events. Forward-looking statements depend on assumptions, data and/or methods which may be incorrect or imprecise, and Realty Income and/or Spirit may not be able to realize them. Neither Realty Income nor Spirit guarantee that the events described will happen as described (or that they will happen at all). The following risks and uncertainties, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: Realty Income's or Spirit's continued qualification as a REIT under the Internal Revenue Code of 1986, as amended; general domestic and foreign business, industry, economic, or financial conditions; competition; fluctuating interest and currency rates; inflation, including potential fluctuations in the Consumer Price Index, access to debt and equity capital markets and other sources of funding, and fluctuations in the available terms the

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (b) Pro Forma Financial Information The unaudited pro forma condensed combined balance sheet of Realty Income as of September 30, 2023 and the unaudited pro forma condensed combined statements of operations for the nine months ended September 30, 2023 and the year ended December 31, 2022, giving effect to the Merger, are filed herewith as Exhibit 99.1 and incorporated in this Item 9.01(b) by reference. (d) Exhibits Exhibit No Description 99.1 Unaudited pro forma condensed combined balance sheet of Realty Income Corporation as of September 30, 2023 and the unaudited pro forma condensed combined statements of operations for the nine months ended September 30, 2023 and the year ended December 31, 2022. 104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: January 3, 2024 REALTY INCOME CORPORATION By: /s/ Bianca Martinez Bianca Martinez Senior Vice President, Associate General Counsel and Assistant Secretary

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View this 8-K filing on SEC EDGAR