GNL · Global Net Lease, Inc.

Global Net Lease, Inc. (GNL) has entered into a definitive agreement to acquire Modiv Industrial Inc. (MDV) in an all-stock transaction valued at an enterprise value of approximately $535 million. The transaction is strategically motivated by the acquisition of a high-quality net lease portfolio concentrated in mission-critical industrial assets, which management expects will strengthen GNL's portfolio mix by significantly increasing exposure to the industrial sector while reducing office concentration. The deal is projected to be immediately accretive to Adjusted Funds From Operations (AFFO) by 4% per share, supported by the elimination of duplicative G&A expenses and other cost synergies totaling $6 million annually. Under the terms of the agreement, holders of Modiv common stock and operating partnership units will receive 1.975 newly-issued shares of GNL common stock or OP Units for each share held. This exchange ratio implies a consideration of approximately $18.82 per Modiv share, representing a 17% premium to Modiv’s closing share price on May 1, 2026, and a 28% premium to its unaffected share price prior to its January 20, 2026 strategic update. The transaction structure is leverage neutral; GNL plans to utilize its Revolving Credit Facility and cash on hand to fully repay Modiv’s outstanding debt and preferred stock, which includes $250 million of unsecured bank debt and $24 million of mortgage debt. The acquisition enhances GNL's portfolio metrics, extending the pro forma Weighted Average Lease Term (WALT) to 6.7 years from 5.9 years in Q1 2026, and adding a portfolio with 45% investment-grade rated tenants. The transaction is expected to close in Q3 2026, subject to the approval of Modiv stockholders and customary closing conditions, with no GNL shareholder vote required. There are no anticipated changes to GNL’s executive management team or Board of Directors following the closing.