Global Net Lease, Inc. (GNL), a real estate investment trust, and Modiv Industrial, Inc. (MDV), an internally managed REIT, on Monday announced their definitive merger agreement for GNL to acquire Modiv in an all-stock deal with an enterprise value of around $535 million.
In pre market activity on the NYSE, GNL shares were losing 5.41 percent, trading at $9.05, while shares of Modiv were gaining 10.04 percent, at $17.70.
In the deal, each Modiv common stockholder and Operating Partnership unitholder will receive 1.975 newly issued GNL shares or OP units at closing. The total consideration would be about $18.82 per Modiv share based on GNL's May 1 closing price, the last trading day prior to the announcement.
The transaction is expected to be immediately accretive by 4 percent to GNL's AFFO per share and is structured to be leverage-neutral, requiring no external capital.
The per share price reflects a 17 percent premium to Modiv's May 1 close and a 28 percent premium to its price prior to the January 20, 2026, strategic update.
Closing of the deal is expected in the third quarter 2026 subject to customary closing conditions, while GNL stockholder approval is not required.
After closing, GNL stockholders will own roughly 89 percent of the combined company and Modiv stockholders about 11 percent.
Modiv investors are expected to receive a 25 percent increase in annual dividend income.
In the transaction, GNL will acquire Modiv's high-quality U.S. industrial net-lease portfolio, which has a 15.0 years weighted-average lease term, 2.4 percent average annual rent escalations, and 45 percent of annual base rent from investment-grade tenants.
The deal is expected to increase GNL's weighted average lease term from 6.1 years as of December 31, 2025, to 7.0 years pro forma, strengthen portfolio quality, reduce office concentration, and enhance diversification.
The company anticipates approximately $6 million in annual cost synergies from the elimination of duplicative G&A expenses.
GNL plans to use its revolving credit facility and cash on hand to repay all of Modiv's balance sheet debt and preferred stock, maintaining its balance sheet strength and financial flexibility.
BMO Capital Markets is acting as sole financial advisor to GNL, while Truist Securities is acting as sole financial advisor to Modiv.
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