If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o



		Page No.



PART I — FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
	Consolidated Balance Sheets	23
	Consolidated Statements of Income	34
	Consolidated Statements of Comprehensive Income	45
	Consolidated Statements of Equity	56
	Consolidated Statements of Cash Flows	78
	Notes to Consolidated Financial Statements	89
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		5045
Item 3. Quantitative and Qualitative Disclosures About Market Risk		8572
Item 4. Controls and Procedures		8976

PART II — OTHER INFORMATION
Item 1A. Risk Factors		77
Item 6. Exhibits		9078
Signatures		9179

All references to “Notes” throughout the document refer to the footnotes to the consolidated financial statements of the registrant in Part I, Item 1. Financial Statements (Unaudited).


	Nine Months Ended September 30,						Six Months Ended June 30,
	2017			2016			2018			2017
Cash Flows — Operating Activities
Net income	$	210,610		$	226,337		$	147,490		$	126,956
Adjustments to net income:
Depreciation and amortization, including intangible assets and deferred financing costs	195,298			216,002			132,188			129,178
Investment Management revenue received in shares of Managed REITs and other	(53,170		)	(22,088		)	(30,793		)	(31,879		)
Distributions of earnings from equity investments	49,365			48,303
Distributions of earnings from equity method investments							28,361			32,590
Equity in earnings of equity method investments in the Managed Programs and real estate	(47,820		)	(48,243		)	(27,883		)	(31,502		)
Amortization of rent-related intangibles and deferred rental revenue	37,210			(8,796		)	23,332			24,753
Gain on sale of real estate	(22,732		)	(68,070		)	(18,644		)	(3,475		)
Stock-based compensation expense	14,649			18,170			11,917			10,014
Straight-line rent	(13,511		)	(12,138		)
Realized and unrealized losses (gains) on foreign currency transactions, derivatives, extinguishment of debt, and other	13,112			(6,921		)
Deferred income taxes	(8,167		)	(19,094		)	(8,959		)	(6,933		)
Straight-line rent adjustments							(7,503		)	(8,970		)
Impairment charges	—			49,870			4,790			—
Allowance for credit losses	—			7,064
Realized and unrealized (gains) losses on foreign currency transactions, derivatives, and other							(4,330		)	7,089
Changes in assets and liabilities:
Net changes in other operating assets and liabilities							(24,096		)	(5,927		)
Deferred structuring revenue received	15,256			18,161			5,620			9,927
Net changes in other operating assets and liabilities	(4,526		)	(15,771		)
Increase in deferred structuring revenue receivable	(3,697		)	(5,310		)	(2,576		)	(4,064		)
Net Cash Provided by Operating Activities	381,877			377,476			228,914			247,757
Cash Flows — Investing Activities
Purchases of real estate							(269,890		)	(6,000		)
Proceeds from sales of real estate							77,737			43,809
Funding for real estate construction, redevelopments, and other capital expenditures on owned real estate							(48,888		)	(28,519		)
Proceeds from repayment of short-term loans to affiliates	229,696			37,053			37,000			214,495
Funding of short-term loans to affiliates	(123,492		)	(20,000		)	(10,000		)	(48,492		)
Proceeds from sale of real estate	102,503			392,867
Funding for real estate construction and expansions	(36,741		)	(41,874		)
Capital expenditures on owned real estate	(10,819		)	(7,104		)
Change in investing restricted cash	9,588			7,775
Return of capital from equity investments	6,482			3,522
Purchases of real estate	(6,000		)	(385,835		)
Return of capital from equity method investments							6,957			3,836
Other investing activities, net	5,728			2,549			(3,400		)	1,859
Capital contributions to equity investments in real estate	(1,291		)	(6		)
Capital contributions to equity method investments							(715		)	(1,290		)
Capital expenditures on corporate assets	(349		)	(846		)	(248		)	(253		)
Deconsolidation of affiliate (Note 2)	—			(15,408		)
Investment in assets of affiliate (Note 2)	—			(14,861		)
Proceeds from limited partnership units issued by affiliate (Note 2)	—			14,184
Net Cash Provided by (Used in) Investing Activities	175,305			(27,984		)
Net Cash (Used in) Provided by Investing Activities							(211,447		)	179,445
Cash Flows — Financing Activities
Repayments of Senior Unsecured Credit Facility	(1,557,814		)	(837,575		)	(818,895		)	(1,433,091		)
Proceeds from issuance of Senior Unsecured Notes							616,355			530,456
Proceeds from Senior Unsecured Credit Facility	1,189,591			720,568			592,990			1,009,591
Proceeds from issuance of Unsecured Senior Notes	530,456			348,887
Distributions paid	(322,389		)	(310,509		)	(219,192		)	(214,117		)
Prepayments of mortgage principal							(164,908		)	(100,647		)
Scheduled payments of mortgage principal	(303,538		)	(113,420		)	(34,338		)	(287,813		)
Prepayments of mortgage principal	(157,370		)	(193,030		)
Payments for withholding taxes upon delivery of equity-based awards and exercises of stock options							(13,905		)	(11,159		)
Distributions paid to noncontrolling interests							(9,773		)	(11,585		)
Payment of financing costs							(4,286		)	(12,464		)
Other financing activities, net							(3,309		)	557
Proceeds from mortgage financing							857			—
Contributions from noncontrolling interests	90,487			135			71			90,484
Proceeds from shares issued under “at-the-market” offering, net of selling costs	22,833			84,093			—			21,864
Distributions paid to noncontrolling interests	(16,910		)	(13,418		)
Payment of financing costs	(12,672		)	(2,949		)
Payments for withholding taxes upon delivery of equity-based awards and exercises of stock options	(11,423		)	(15,943		)
Change in financing restricted cash	(2,097		)	926
Proceeds from mortgage financing	969			33,935
Proceeds from exercise of stock options and purchases under the employee share purchase plan	149			204
Net Cash Used in Financing Activities	(549,728		)	(298,096		)	(58,333		)	(417,924		)
Change in Cash and Cash Equivalents During the Period
Effect of exchange rate changes on cash and cash equivalents	6,834			860
Net increase in cash and cash equivalents	14,288			52,256
Cash and cash equivalents, beginning of period	155,482			157,227
Cash and cash equivalents, end of period	$	169,770		$	209,483
Change in Cash and Cash Equivalents and Restricted Cash During the Period
Effect of exchange rate changes on cash and cash equivalents and restricted cash							(4,992		)	5,217
Net (decrease) increase in cash and cash equivalents and restricted cash							(45,858		)	14,495
Cash and cash equivalents and restricted cash, beginning of period							209,676			210,731
Cash and cash equivalents and restricted cash, end of period							$	163,818		$	225,226

W. P. Carey Inc.~~, or W. P. Carey,~~ is a REIT that, together with its consolidated subsidiaries, ~~a REIT that provides long-term financing via sale-leaseback and build-to-suit transactions for companies worldwide and manages a global investment portfolio. We invest~~invests primarily in operationally-critical, single-tenant commercial real estate properties ~~domestically~~located in North America and ~~internationally.~~Northern and Western Europe. We earn revenue principally by leasing the properties we own to ~~single corporate tenants,~~companies on a triple-net lease basis, which generally requires each tenant to pay the costs associated with operating and maintaining the property.

On June 17, 2018, we, Corporate Property Associates 17 – Global Incorporated, or CPA:17 – Global, a publicly-held, non-listed REIT advised by us, and certain of our subsidiaries entered into an agreement and plan of merger, or Merger Agreement, pursuant to which CPA:17 – Global will merge with and into one of our subsidiaries in exchange for shares of our common stock, or the Proposed Merger (Note 3). On July 27, 2018, we filed a registration statement on Form S-4 with the SEC to register the shares of our common stock to be issued in the Proposed Merger; upon effectiveness of this registration statement, which is currently under review by the SEC, we and CPA:17 – Global intend to mail the joint proxy statement/prospectus contained therein to our respective stockholders in connection with the Proposed Merger. The Proposed Merger and related transactions are subject to a number of closing conditions, including approvals by our stockholders and the stockholders of CPA:17 – Global. If these approvals are obtained and the other closing conditions are met, we currently expect the transaction to close at or around December 31, 2018, although there can be no assurance that the Proposed Merger will occur at such time or at all.

We have elected to be taxed as a REIT under Section 856 through 860 of the Internal Revenue Code. As a REIT, we are not generally subject to United States federal income taxation other than from our taxable REIT subsidiaries, or TRSs, as long as we satisfy certain requirements, principally relating to the nature of our income and the level of our distributions, as well as other factors. We also own real property in jurisdictions outside the United States through foreign subsidiaries and are subject to income taxes on our pre-tax income earned from properties in such countries. We hold all of our real estate assets attributable to our Owned Real Estate segment under the REIT structure, while the activities conducted by our Investment Management segment subsidiaries have been organized under TRSs.

Through our TRSs, we also earn revenue as the advisor to publicly owned, non-listed REITs that invested in similar properties, which are sponsored by us under the Corporate Property Associates, or CPA,^®,brand ~~name and invest in similar properties.~~name. At ~~September~~June 30, ~~2017,~~2018, we were the advisor to ~~Corporate Property Associates 17 – Global Incorporated, or CPA~~^®:CPA:17 – Global and Corporate Property Associates 18 – Global Incorporated, or ~~CPA~~^®:CPA:18 – Global. We refer to ~~CPA~~^®:CPA:17 – Global and ~~CPA~~^®:CPA:18 – Global together as the CPA^® REITs.

At ~~September~~June 30, ~~2017,~~2018, we were also the advisor to Carey Watermark Investors Incorporated, or CWI 1, and Carey Watermark Investors 2 Incorporated, or CWI 2, two publicly owned, non-listed REITs that invest in lodging and lodging-related properties. We refer to CWI 1 and CWI 2 together as the CWI REITs and, together with the CPA^® REITs, as the Managed REITs (Note 3).

At ~~September~~June 30, ~~2017,~~2018, we were also the advisor to Carey European Student Housing Fund I, L.P., or CESH I, a limited partnership formed for the purpose of developing, owning, and operating student housing properties and similar investments in Europe (Note 3). We refer to the Managed REITs and CESH I collectively as the Managed Programs.

OnIn June ~~15,~~ 2017, our board of directors, or the Board, approved a plan to exit ~~all~~ non-traded retail fundraising activities carried out by our wholly-owned broker-dealer subsidiary, Carey Financial LLC, or Carey Financial, as of June 30, 2017. ~~We currently~~As a result, we will no longer be raising capital for new or existing funds that we manage, but we do expect to continue ~~to manage all~~managing our existing Managed Programs through the end of their respective ~~natural~~ life cycles (Note 3).

In August 2017, we resigned as the advisor to Carey Credit Income Fund (known since October 23, 2017 as Guggenheim Credit Income Fund, ~~since October 23, 2017)~~or GCIF), or CCIF, and by extension, its feeder funds, or the CCIF Feeder Funds, each of which is a business development company, or BDC (Note 3). We refer to CCIF and the CCIF Feeder Funds collectively as the Managed BDCs. The board of trustees of CCIF approved our resignation and appointed CCIF’s subadvisor, Guggenheim Partners Investment Management, LLC, or Guggenheim, as the interim sole advisor to CCIF, effective as of September 11, 2017. The shareholders of CCIF approved Guggenheim’s appointment as sole advisor on a permanent basis on October 20, 2017. The Managed BDCs were included in the Managed Programs prior to our resignation as their advisor. We have retained our initial investment in shares of CCIF (now GCIF), which is included within Other assets, net in the consolidated financial statements (

Investment Management — Through our TRSs, we structure and negotiate investments and debt placement transactions for the Managed Programs, for which we earn structuring revenue, and manage their portfolios of real estate investments, for which we earn asset management revenue. We also earned asset management revenue from CCIF based on the average of its gross assets at fair value through the effective date of our resignation as its advisor. We may earn disposition revenue when we negotiate and structure the sale of properties on behalf of the Managed REITs, and we may also earn incentive revenue and receive other compensation through our advisory agreements with certain of the Managed Programs, including in connection with providing liquidity events for the Managed REITs’ stockholders.

At June 30, ~~2017, as discussed above, will not affect the continuation of these current revenue streams. At September 30, 2017,~~2018, the CPA^®REITs collectively owned all or a portion of ~~461~~462 properties (including certain properties in which we have an ownership interest), totaling approximately 54.1 million square feet, substantially all of which were net leased to ~~207~~206 tenants, with an occupancy rate of approximately ~~99.7%~~99.4%. The Managed Programs also had interests in ~~166~~167 operating properties, totaling approximately ~~20.2~~19.8 million square feet in the aggregate.

Certain prior period amounts have been reclassified to conform to the current period presentation.

In 2017, we reclassified in-place lease intangible assets, net, below-market ground lease intangible assets, net (previously included in Other assets, net), and above-market rent intangible assets, net to be included within Net investments in real estate in our consolidated balance sheets. The accumulated amortization on these assets is now included in Accumulated depreciation and amortization in our consolidated balance sheets. We also retitled the line item Real estate to Land, buildings and improvements in our consolidated balance sheets. In addition, we included the line item Operating real estate, which had previously appeared in our consolidated balance sheets, within Land, buildings and improvements in our consolidated balance sheets. Prior period balances have been reclassified to conform to the current period presentation.

Revenue from contracts under Accounting Standards Codification, or ASC, 606 in our Owned Real Estate segment primarily represented operating property revenues of $4.9 million and $8.2 million for the three months ended June 30, 2018 and 2017, respectively, and $12.1 million and $15.2 million for the six months ended June 30, 2018 and 2017, respectively. Operating property revenues are primarily comprised of revenues from room rentals and from food and beverage services at our hotel operating properties during those periods. We sold one of our two hotels in April 2018 (Note 15). We identified a single performance obligation for each distinct service. Performance obligations are typically satisfied at a point in time, at the time of sale, or at the rendering of the service. Fees are generally determined to be fixed. Payment is typically due immediately following the delivery of the service. Revenue from contracts under ASC 606 from our Investment Management segment is discussed in Note 3.

In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. ASU 2016-18 intends to reduce diversity in practice for the classification and presentation of changes in restricted cash on the statement of cash flows. ASU 2016-18 requires that the statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. We retrospectively adopted this guidance for our interim and annual periods beginning January 1, 2018. See Restricted Cash above for additional information.

Early application ~~will be~~is permitted for all entities. ASU 2016-02 provides two transition methods. The ~~new standard must be adopted using a modified retrospective~~first transition ~~of the new guidance and provides~~method allows for ~~certain practical expedients. Transition will require~~ application of the new model at the beginning of the earliest comparative period presented. Under the second transition method, comparative periods would not be restated, with any cumulative effect adjustments recognized in the opening balance of retained earnings in the period of adoption. In addition, a practical expedient was recently issued by the FASB which allows lessors to combine non-lease components with related lease components if certain conditions are met. Further, in March 2018, the FASB approved, but has not yet finalized or issued, an update to allow lessors to make a policy election to record certain costs (e.g., insurance) paid directly by the lessee net, if the uncertainty regarding these variable amounts is not expected to ultimately be resolved. We will adopt this guidance for our interim and annual periods beginning January 1, ~~2019. The~~2019 and expect to use the second transition method. ASU 2016-02 is expected to impact our consolidated financial statements as we have certain operating office and land lease arrangements for which we are the ~~lessee.~~lessee and also certain lease arrangements that include common area maintenance services (non-lease components) where we are the lessor. We are evaluating the impact of ~~the new standard~~ASU 2016-02 and have not yet determined if it will have a material impact on our business or our consolidated financial statements.

The following table presents a summary of amounts included in Due from affiliates in the consolidated financial statements (in thousands):

Judgment is applied in assessing whether there should be a constraint on the amount of fees recognized, such as amounts in excess of certain threshold limits with respect to the contract price or any potential clawback provisions included in certain of our arrangements. We exclude fees subject to such constraints to the extent it is probable that a significant reversal of those amounts will occur.

Under the advisory agreements with the Managed Programs, we earn asset management revenue for managing their investment portfolios. The following table presents a summary of our asset management fee arrangements with the Managed Programs:

The performance obligation for asset management services is satisfied over time as services are rendered. The time-based output method is used to measure progress over time, as this is representative of the transfer of the services. We are compensated for our services on a monthly or quarterly basis. However, these services represent a series of distinct daily services under ASU 2014-09. Accordingly, we satisfy the performance obligation and resolve the variability associated with our fees on a daily basis. We apply the practical expedient and, as a result, do not disclose variable consideration attributable to wholly or partially unsatisfied performance obligations as of the end of the reporting period.

We are entitled to receive distributions of up to 10% of the Available Cash (as defined in the respective ~~advisory~~partnership agreements) from the operating partnerships of each of the Managed REITs, ~~as described in their respective operating partnership agreements,~~ payable quarterly in arrears. We are required to pay 20% and 25% of such distributions to the subadvisors of CWI 1 and CWI 2, respectively.

Under our advisory agreements with certain of the Managed Programs, we may also receive compensation in connection with providing liquidity events for their stockholders. For the Managed REITs, the timing and form of such liquidity events are at the discretion of each REIT’s board of ~~directors, and in certain instances, we have waived these fees in connection with the liquidity events of prior programs that we managed.~~directors. Therefore, there can be no assurance as to whether or when any of these back-end fees or interests will be realized. Such back-end fees or interests may include disposition fees, interests in disposition proceeds, and distributions related to ownership of shares or limited partnership units in the Managed Programs.

The following table sets forth certain information regarding our loans to affiliates (dollars in thousands):

At ~~September~~June 30, ~~2017,~~2018, we owned interests ranging from 3% to 90% in jointly owned investments in real estate, including a jointly controlled tenancy-in-common interest in several properties, with the remaining interests generally held by affiliates. In addition, we owned stock of each of the Managed REITs and ~~CCIF, and~~ limited partnership units of CESH I. We consolidate certain of these investments and account for the remainder ~~either (i)~~ under the equity method of accounting ~~(ii) under the cost method of accounting,~~ or ~~(iii)~~ at fair value ~~by electing the equity method fair value option available under GAAP~~ (Note 7).

Land and buildings leased to others, which are subject to operating leases, and real estate under construction, are summarized as follows (in thousands):

OnDuring the six months ended June ~~27, 2017,~~30, 2018, we ~~acquired an industrial facility in Chicago, Illinois,~~entered into the following investments, which ~~was~~were deemed to be a real estate asset ~~acquisition,~~acquisitions, at a total cost of ~~$6.0~~$357.3 million, including land of ~~$2.2~~$30.7 million, ~~building~~buildings of ~~$2.5~~$281.0 million (including capitalized acquisition-related costs of $1.7 million), net lease intangibles of $50.6 million, and net other liabilities assumed of $5.0 million:

The acquired net lease intangibles are comprised of in-place lease intangible assets totaling $50.1 million, which have a weighted-average expected life of 22.4 years, and an above-market rent intangible asset of ~~$1.3~~$0.5 million, (~~Note 6). We also committed to fund~~which has an ~~additional $3.6 million~~expected life of ~~building improvements at that facility by June 2018.~~14.3 years.

Dollar amounts are based on the exchange rates of the foreign currencies on the dates of activity, as applicable.

During the six months ended June 30, 2018, we committed to fund an aggregate of $20.0 million (based on the exchange rate of the euro at June 30, 2018) for an expansion project for an existing tenant at a warehouse facility in Rotterdam, the Netherlands. We currently expect to complete the project in the third quarter of 2019.

Dollar amounts are based on the exchange rates of the foreign currencies on the dates of activity, as applicable.

At ~~both September~~June 30, ~~2017~~2018 and December 31, ~~2016,~~2017, Land, buildings and improvements attributable to operating properties consisted of our investments in one hotel and two hotels, ~~which are summarized~~respectively. In April 2018, we sold one hotel, and as ~~follows (in thousands):~~

September 30, 2017 December 31, 2016
Real estate, net $ 6,146
$ —
Intangible assets, net 4,450
—
Net investments in direct financing leases —
26,247
Assets held for sale $ 10,596
$ 26,247



	June 30, 2018			December 31, 2017
Land	$	3,874		$	6,041
Buildings and improvements	38,413			77,006
Less: Accumulated depreciation	(7,493		)	(16,419		)
	$	34,794		$	66,628

~~At September~~Depreciation expense on our buildings and improvements attributable to operating properties was $0.4 million and $1.1 million for the three months ended June 30, 2018 and 2017, ~~we had one property classified as Assets held~~respectively, and $1.5 million and $2.1 million for ~~sale with a carrying value of $10.6 million.~~the six months ended June 30, 2018 and 2017, respectively.

Assets representing rights to receive money on demand or at fixed or determinable dates are referred to as finance receivables. Our finance receivables portfolio consists of our Net investments in direct financing leases, note receivable, and deferred acquisition fees. Operating leases are not included in finance receivables as such amounts are not recognized as ~~an asset~~assets in the consolidated financial statements.

At ~~September~~June 30, ~~2017~~2018 and December 31, ~~2016,~~2017, we had a note receivable with an outstanding balance of ~~$10.1~~$9.6 million and ~~$10.4~~$10.0 million, respectively, representing the expected future payments under a sales type lease, which was included in Other assets, net in the consolidated financial statements. Earnings from our note receivable are included in Lease termination income and other in the consolidated financial statements.

As described in Note 3, we earn revenue in connection with structuring and negotiating investments and related mortgage financing for the CPA^® REITs. A portion of this revenue is due in equal annual installments over three ~~years, provided the CPA~~^® ~~REITs meet their respective performance criteria.~~years. Unpaid deferred installments, including accrued interest, from the CPA^® REITs were included in Due from affiliates in the consolidated financial statements.

We generally ~~seek investments~~invest in facilities that we believe are critical to a tenant’s business and ~~that we believe~~therefore have a ~~low~~lower risk of tenant default. As of December 31, 2016, we had an allowance for credit losses of $13.3 million on a single direct financing lease investment, including the impact of foreign currency translation. This allowance was established in the fourth quarter of 2015. During the nine months ended September 30, 2016, we increased the allowance by $7.1 million, which was recorded in Property expenses, excluding reimbursable tenant costs in the consolidated financial statements, due to a decline in the estimated amount of future payments we would receive from the tenant. We sold this direct financing lease investment in August 2017, as described above. At both ~~September~~June 30, ~~2017~~2018 and December 31, ~~2016,~~2017, none of the balances of our finance receivables were past due. There were no material modifications of finance receivables during the ~~nine~~six months ended ~~September~~June 30, ~~2017.~~2018.

We evaluate the credit quality of our finance receivables utilizing an internal five-point credit rating scale, with one representing the highest credit quality and five representing the lowest. A credit quality of one through three indicates a range of investment grade to stable. A credit quality of four through five indicates a range of inclusion on the watch list to risk of default. The credit quality evaluation of our finance receivables ~~was last~~is updated ~~in the third quarter of 2017.~~quarterly. We believe the credit quality of our deferred acquisition fees receivable falls under category one, as the CPA^® REITs are expected to have the available cash to make such payments.

A summary of our finance receivables by internal credit quality rating, excluding our deferred acquisition fees receivable, is as follows (dollars in thousands):

Note 6. Goodwill and Other Intangibles

~~In connection with our investment activity during the nine months ended September 30, 2017 (Note 4), we recorded an in-place lease intangible asset of $1.3 million, which has an expected life of 21 years.~~

Intangible assets, intangible liabilities, and goodwill are summarized as follows (in thousands):

Net amortization of intangibles, including the effect of foreign currency translation, was ~~$38.4~~$39.0 million and ~~$38.1~~$38.0 million for the three months ended ~~September~~June 30, ~~2017~~2018 and ~~2016,~~2017, respectively, and ~~$114.1~~$77.7 million and ~~$125.6~~$75.7 million for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2018 and ~~2016,~~2017, respectively. Amortization of below-market rent and above-market rent intangibles is recorded as an adjustment to Lease revenues; amortization of internal-use software development, trade name, and in-place lease intangibles is included in Depreciation and amortization; and amortization of above-market ground lease and below-market ground lease intangibles is included in Property expenses, excluding reimbursable tenant costs.

We own interests in certain unconsolidated real estate investments with the Managed Programs and also own interests in the Managed Programs. We account for our interests in these investments under the equity method of accounting (i.e., at cost, increased or decreased by our share of earnings or losses, less distributions, plus contributions and other adjustments required by equity method accounting, such as basis differences) or at fair value by electing the equity method fair value option available under GAAP.

We own interests in the Managed Programs and account for these interests under the equity method because, as their advisor, ~~and through our ownership of their common stock,~~ we do not exert control over, but we do have the ability to exercise significant influence on, the Managed Programs. Operating results of the Managed Programs are included in the Investment Management segment.

The following table sets forth certain information about our investments in the Managed Programs (dollars in thousands):

CPA:17 – Global— We received distributions from this investment during the six months ended June 30, 2018 and 2017 of $4.9 million and $4.0 million, respectively. We received distributions from our investment in the CPA:17 – Global operating partnership during the six months ended June 30, 2018 and 2017 of $11.4 million and $13.8 million, respectively (Note 3).

CESH I — Under the limited partnership agreement we have with CESH I, we paid all organization and offering costs on behalf of CESH I, and instead of being reimbursed by CESH I ~~on a dollar-for-dollar basis~~ for ~~those~~actual costs incurred, we received limited partnership units of CESH I equal to 2.5% of its gross offering ~~proceeds.~~proceeds (Note 3). In connection with the end of active fundraising by Carey Financial on June 30, 2017, we facilitated the orderly processing of sales in the CESH I offering through July 31, 2017, which then closed its offering on that date (Note 3). We have elected to account for our investment in CESH I at fair value by selecting the equity method fair value option available under GAAP. We record our investment in CESH I on a one quarter lag; therefore, the balance of our equity method investment in CESH I recorded as of ~~September~~June 30, ~~2017~~2018 is based on the estimated fair value of our equity method investment in CESH I as of ~~June 30, 2017.~~March 31, 2018. We did not receive distributions from this investment during the ~~nine~~six months ended June 30, 2018 or 2017.

CCIF— In August 2017, we resigned as the advisor to CCIF, effective as of September 11, 2017 (Note 1). As such, we reclassified our investment in CCIF (known since October 23, 2017 as GCIF) from Equity investments in the Managed Programs and real estate to Other assets, net in our consolidated balance sheets and accounted for it under the cost method, since we no longer shared decision-making responsibilities with the third-party investment partner. Following our adoption of ASU 2016-01, effective January 1, 2018 (Note 2), we account for our investment in GCIF at fair value. Our investment in GCIF had a carrying value of $23.8 million and $23.3 million at June 30, 2018 and December 31, 2017, respectively, and is included in our Investment Management segment. We received distributions from our equity method investment in CCIF during the six months ended June 30, 2017 ~~or 2016.~~of $0.5 million. Following our resignation as the advisor to CCIF in the third quarter of 2017, distributions of earnings from GCIF are recorded within Other gains and (losses) in the consolidated financial statements.

Our other financial instruments had the following carrying values and fair values as of the dates shown (dollars in thousands):

We estimated that our other financial assets and liabilities, ~~(excluding~~including amounts outstanding under our Senior Unsecured Credit Facility (Note 10) but excluding net investments in direct financing ~~leases)~~leases, had fair values that approximated their carrying values at both ~~September~~June 30, ~~2017~~2018 and December 31, ~~2016.~~2017.

The following table sets forth certain information regarding our derivative instruments (in thousands):

The following table presents the impact of our derivative instruments in the consolidated financial statements (in thousands):

The following table presents the foreign currency derivative contracts we had outstanding at ~~September~~June 30, ~~2017,~~2018, which were designated as cash flow hedges (currency in thousands):

~~As of December 31, 2016,~~On February 22, 2017, we ~~had a senior credit facility that~~entered into the Third Amended and Restated Credit Facility, or the Credit Agreement, which provided for a $1.5 billion unsecured revolving credit facility, or our Unsecured Revolving Credit Facility, and a $250.0 million term loan facility, or our Prior Term Loan, which we refer to collectively as the Senior Unsecured Credit Facility. At December 31, 2016, the Senior Unsecured Credit Facility also permitted (i) up to $750.0 million under our Unsecured Revolving Credit Facility to be borrowed in certain currencies other than the U.S. dollar, (ii) swing line loans up to $50.0 million under our Unsecured Revolving Credit Facility, and (iii) the issuance of letters of credit under our Unsecured Revolving Credit Facility in an aggregate amount not to exceed $50.0 million. On January 26, 2017, we exercised our option to extend our Prior Term Loan by an additional year to January 31, 2018.

~~On February 22,~~As of December 31, 2017, we ~~drew~~had drawn down our ~~Amended~~Unsecured Term ~~Loan~~Loans in full. On March 7, 2018, we repaid and terminated our Unsecured Term Loans in full ~~by borrowing €236.3~~for €325.0 million (equivalent to ~~$250.0~~$403.6 million) ~~to repay~~, using a portion of the proceeds from the issuance of the 2.125% Senior Notes, as described below. In connection with the repayments, we recognized a non-cash loss on extinguishment of debt of $1.4 million, which was included in Other gains and ~~terminate our $250.0 million Prior Term Loan. On June 8, 2017, we drew down our Delayed Draw Term Loan~~(losses) in ~~full by borrowing €88.7 million (equivalent to $100.0 million) to partially pay down~~ the ~~amounts then outstanding under our Unsecured Revolving Credit Facility.~~consolidated financial statements.

The maturity date of the Unsecured Revolving Credit Facility is February 22, 2021. We have two options to extend the maturity date of the Unsecured Revolving Credit Facility by six months, subject to the conditions provided in the ~~Third Amended and Restated Credit Facility dated February 22, 2017, as amended, or the~~ Credit Agreement. The ~~maturity date of both the Amended~~

The Credit Agreement also permits (i) a sub-limit for up to $1.0 billion under the Unsecured Revolving Credit Facility to be borrowed in certain currencies other than U.S. dollars, (ii) a sub-limit for swing line loans of up to $75.0 million under the Unsecured Revolving Credit Facility, and (iii) a sub-limit for the issuance of letters of credit under the Unsecured Revolving Credit Facility in an aggregate amount not to exceed $50.0 million. The aggregate principal amount (of revolving and term loans) available under the Credit Agreement may be increased up to an amount not to exceed the U.S. dollar equivalent of $2.35 billion, and may be allocated as an increase to the Unsecured Revolving Credit Facility, the Amended Term Loan, or the Delayed Draw Term Loan, or if the Amended Term Loan has been terminated, an add-on term loan, in each case subject to the conditions to increase provided in the Credit Agreement. ~~In connection with the amendment and restatement of our Senior Unsecured Credit Facility, we capitalized deferred financing costs totaling $8.5 million, which is being amortized~~

At ~~September~~June 30, ~~2017,~~2018, our Unsecured Revolving Credit Facility had unused capacity of $1.3 billion, excluding amounts reserved for outstanding letters of credit. As of September 30, 2017, our lenders had issued letters of credit totaling $0.1 million on our behalf in connection with certain contractual obligations, which reduce amounts that may be drawn under our Unsecured Revolving Credit Facility by the same amount.$1.1 billion. We ~~also~~ incur a facility fee of 0.20% of the total commitment on our Unsecured Revolving Credit ~~Facility and a fee of 0.20% on the unused commitments under our Delayed Draw Term Loan prior to the draw or termination of such commitments.~~Facility.

The following table presents a summary of our Senior Unsecured Credit Facility (dollars in ~~millions)~~thousands):

As set forth in the table below, we have senior unsecured ~~senior~~ notes outstanding with an aggregate principal balance outstanding of ~~$2.5~~$3.0 billion at ~~September~~June 30, ~~2017.~~2018. We refer to these notes collectively as the Senior Unsecured ~~Senior~~ Notes. On ~~January 19, 2017,~~March 6, 2018, we completed a public offering of €500.0 million of ~~2.25%~~2.125% Senior Notes, at a price of ~~99.448%~~99.324% of par value, issued by our wholly owned subsidiary, WPC Eurobond B.V., which are guaranteed by us. These ~~2.25%~~2.125% Senior Notes have a ~~7.5-year~~nine-year term and are scheduled to mature on ~~July 19, 2024.~~

Interest on the Senior Unsecured ~~Senior~~ Notes is payable annually in arrears for our euro-denominated notes and semi-annually for U.S. dollar-denominated notes. The Senior Unsecured ~~Senior~~ Notes can be redeemed at par within three months of their respective maturities, or we can call the notes at any time for the principal, accrued interest, and a make-whole amount based upon the applicable government bond yield plus 30 to 35 basis points. The following table presents a summary of our Senior Unsecured ~~Senior~~ Notes outstanding at ~~September~~June 30, ~~2017~~2018 (currency in millions):

Proceeds from the issuances of each of these notes were used primarily to partially pay down the amounts then outstanding under the senior unsecured ~~revolving~~ credit facility that we had in place at that ~~time.~~time and/or to repay certain non-recourse mortgage loans. In connection with the offering of the ~~2.25%~~2.125% Senior Notes in ~~January 2017,~~March 2018, we incurred financing costs totaling ~~$4.0~~$4.3 million during the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, which are included in Senior Unsecured ~~Senior~~ Notes, net in the consolidated financial statements and are being amortized to Interest expense over the term of the ~~2.25%~~2.125% Senior Notes.

Obligations under the ~~Senior~~ Unsecured Revolving Credit Facility may be declared immediately due and payable upon the occurrence of certain events of default as defined in the Credit Agreement, including failure to pay any principal when due and payable, failure to pay interest within five business days after becoming due, failure to comply with any covenant, representation or condition of any loan document, any change of control, cross-defaults, and certain other events as set forth in the Credit Agreement, with grace periods in some cases.

At ~~September~~June 30, ~~2017,~~2018, our non-recourse mortgage notes payable bore interest at fixed annual rates ranging from 2.0% to 7.8% and variable contractual annual rates ranging from ~~0.9%~~3.3% to 6.9%, with maturity dates ranging from ~~December 2017~~July 2018 to June 2027.

Repayments During the Six Months Ended June 30, 2018

During the six months ended June 30, 2018, we prepaid non-recourse mortgage loans totaling $164.9 million, including $12.5 million encumbering properties that were disposed of during the six months ended June 30, 2018. Amounts are based on the exchange rate of the related foreign currency as of the date of repayment, as applicable. In addition, during the six months ended June 30, 2018, we repaid a non-recourse mortgage loan at maturity with a principal balance of approximately $9.5 million. The weighted-average interest rate for these non-recourse mortgage loans on their respective dates of repayment was 2.5%.

In January 2017, we repaid two international non-recourse mortgage loans at maturity with an aggregate principal balance of approximately $243.8 million encumbering a German investment ~~comprised~~(comprised of certain properties leased to Hellweg Die Profi-Baumärkte GmbH & Co. ~~KG, or the Hellweg 2 Portfolio,~~KG), which is jointly owned with our affiliate, ~~CPA~~^®:CPA:17 – Global. In connection with this repayment, ~~CPA~~^®:CPA:17 – Global contributed $90.3 million, which was accounted for as a contribution from a noncontrolling interest. Amounts are based on the exchange rate of the euro as of the date of repayment. The weighted-average

During the ~~nine~~six months ended ~~September~~June 30, 2017, we prepaid non-recourse mortgage loans totaling ~~$157.4~~$100.6 million, including ~~$38.4~~$18.5 million encumbering ~~properties~~a property that ~~were disposed of during the nine months ended September 30, 2017 (Note 15~~).was sold in January 2017. Amounts are based on the exchange rate of the related foreign currency as of the date of repayment, as applicable. The weighted-average interest rate for these non-recourse mortgage loans on their respective dates of prepayment was ~~5.5%~~5.3%. In connection with these payments, we recognized a gain on extinguishment of debt of $0.8 million during the nine months ended September 30, 2017, which was included in Other income and (expenses) in the consolidated financial statements.

Scheduled debt principal payments during the remainder of ~~2017,~~2018, each of the next four calendar years following December 31, ~~2017,~~2018, and thereafter through 2027 are as follows (in thousands):

At ~~September~~June 30, ~~2017,~~2018, we were not involved in any material litigation. Various claims and lawsuits arising in the normal course of business are pending against us. The results of these proceedings are not expected to have a material adverse effect on our consolidated financial position or results of operations.

OnIn June ~~15,~~ 2017, our Board approved a plan to exit all non-traded retail fundraising activities carried out by our wholly-owned broker-dealer subsidiary, Carey Financial, as of June 30, 2017 (Note 1). As a result, we incurred non-recurring charges to exit our fundraising activities, consisting primarily of severance costs. During the ~~nine~~six months ended ~~September~~June 30, 2017, we recorded ~~$8.2~~$7.1 million of severance and benefits and ~~$0.9~~$0.6 million of other related costs, which are all included in Restructuring and other compensation in the consolidated financial statements.

In June 2017, our shareholders approved the 2017 Share Incentive Plan, which replaced our predecessor plans for employees, the 2009 Share Incentive Plan, and for non-employee directors, the 2009 Non-Employee Directors’ Incentive Plan. No further awards will be granted under those predecessorWe maintain several stock-based compensation plans, which are more fully described in the ~~2016~~2017 Annual Report. ~~The 2017 Share Incentive Plan authorizes~~There have been no significant changes to the ~~issuance~~terms and conditions of ~~up to 4,000,000 shares~~any of our ~~common stock, reduced by~~stock-based compensation plans or arrangements during the number of shares (279,728) that were subject to awards granted under the 2009 Share Incentive Plan and the 2009 Non-Employee Directors’ Incentive Plan after December 31, 2016 and before the effective date of the 2017 Share Incentive Plan, which wassix months ended June 15, 2017. The 2017 Share Incentive Plan provides for the grant of various stock- and cash-based awards, including (i) share options, (ii) RSUs, (iii) PSUs, (iv) RSAs, and (v) dividend equivalent rights.

Nonvested restricted share awards, or RSAs, RSUs, and PSUs at ~~September~~June 30, ~~2017~~2018 and changes during the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2018 were as follows:

On May 24, 2017, we acquired the remaining 25% interest in an international jointly owned investment (which we already consolidated) from the noncontrolling interest holders for €2, bringing our ownership interest to 100%. No gain or loss was recognized on the transaction. We recorded an adjustment of approximately $1.8 million to Additional paid-in capital in our consolidated statement of equity for the ~~nine~~six months ended ~~September~~June 30, 2017 related to the difference between the consideration transferred and the carrying value of the noncontrolling interest related to this investment. The property owned by the investment was sold on May 26, 2017 and we recognized a gain on sale of less than $0.1 ~~million (Note 15~~).million.

See Note 9 for additional information on our derivatives activity recognized within Other comprehensive (loss) income for the periods presented.

During the ~~third~~second quarter of ~~2017, we~~2018, our Board declared a quarterly distribution of ~~$1.0050~~$1.020 per share, which was paid on ~~October~~July 16, ~~2017~~2018 to stockholders of record on ~~October 2, 2017, in the aggregate amount of $107.4 million.~~June 29, 2018.

During the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, we declared distributions totaling ~~$3.00~~$2.035 per ~~share in the aggregate amount of $320.3 million.~~share.

2017 — During the three and ~~nine~~six months ended ~~September~~June 30, 2017, we sold five properties, and 11six properties and a parcel of vacant land ~~respectively,~~ for total proceeds of ~~$58.7~~$19.6 million and ~~$102.5~~$43.8 million, respectively, net of selling costs, and recognized a net gain on these sales of ~~$19.3~~$3.5 million and ~~$22.7~~$3.5 million, respectively. ~~In connection with the sale of a property in Malaysia in August 2017, and in accordance with ASC 830-30-40,~~ ~~Foreign Currency Matters~~, we reclassified $3.6 million of foreign currency translation losses from Accumulated other comprehensive loss to Gain on sale of real estate, net of tax (as a reduction to Gain on sale of real estate, net of tax), since the sale represented a disposal of our Malaysian investments (~~Note 13). One of the properties sold during the nine months ended September 30, 2017 was held for sale at December 31, 2016 (Note 4~~). In addition, in January 2017, we transferred ownership of two international properties and the related non-recourse mortgage loan, which had an aggregate asset carrying value of $31.3 million and an outstanding balance of $28.1 million (net of $3.8 million of cash held in escrow that was retained by the mortgage lender), respectively, on the dates of transfer, to the mortgage lender, resulting in a net loss of less than $0.1 million.

We evaluate our results from operations through our two major business segments: Owned Real Estate and Investment Management. ~~As a result of our Board’s decision to exit all non-traded retail fundraising activities as of June 30, 2017 (Note 1~~), we have revised how we view and present a component of our two reportable segments. As such, beginning with the second quarter of 2017, we include (i) equity in earnings of equity method investments in the Managed Programs and (ii) our equity investments in the Managed Programs in our Investment Management segment. Both (i) earnings from our investment in CCIF and (ii) our investment in CCIF continue to be included in our Investment Management segment. Results of operations and assets by segment for prior periods have been reclassified to conform to the current period presentation. The following tables present a summary of comparative results and assets for these business segments (in thousands):

In July 2018, we completed three investments for a total purchase price of approximately $209.5 million. We acquired a 36-property retail portfolio in the Netherlands for an aggregate purchase price of approximately $177.7 million with a weighted-average lease term of 15 years. We also acquired a company headquarters/warehouse in Oostburg, Wisconsin, for $9.1 million with a lease term of 20 years. In addition, we acquired an office/warehouse facility in Kampen, the Netherlands, for approximately $22.7 million with a lease term of 17 years. Dollar amounts are based on the exchange rate of the euro on the dates of acquisition, as applicable. It is not practicable to disclose the preliminary purchase price allocation for these transactions given the short period of time between the acquisition dates and the filing of this Report.

In ~~October 2017,~~July 2018, we repaid ~~three~~two non-recourse mortgage loans with an aggregate principal balance of approximately ~~$25.2 million.~~$10.4 million and a weighted-average interest rate of 6.8%.

~~Repayments of Loans to Affiliates~~

In October 2017, CWI 1 repaid a total of $29.2 million of the loans outstanding to us at September 30, 2017, of which $15.0 million reduced the amount outstanding under the revolving working capital facility and $14.2 million went toward repaying the bridge loan. In October 2017, CPA^®~~:18 – Globalrepaid in full the $19.0 million loan that was outstanding to us at September 30, 2017 (Note 3~~).

~~Loan to Affiliate~~

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to ~~provide the reader with information that will~~ assist in understanding our financial statements and the reasons for changes in certain key components of our financial statements from period to period. ~~Management’s Discussion and Analysis of Financial Condition and Results of Operations~~This item also provides ~~the reader with~~ our perspective on our financial position and liquidity, as well as certain other factors that may affect our future results. The discussion also ~~provides information about~~breaks down the financial results of ~~the segments of~~ our business by segment to provide a better understanding of how these segments and their results affect our financial condition and results of operations. Our Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the ~~2016~~2017 Annual Report and subsequent reports filed under the Securities Exchange Act of 1934.

On June 17, 2018, we, CPA:17 – Global, and certain of our subsidiaries entered into the Merger Agreement, pursuant to which CPA:17 – Global will merge with and into one of our subsidiaries in exchange for shares of our common stock (Note 3). Under the terms of the Merger Agreement, a special committee of the Board of Directors of CPA:17 – Global, consisting of all the independent directors of CPA:17 – Global, was allowed to solicit, receive, evaluate, and enter into negotiations with respect to alternative proposals from third parties for a 30-day period following the execution of the Merger Agreement. This “go-shop” period expired on July 18, 2018, with no qualifying proposals or offers being received. On July 27, 2018, we filed a registration statement on Form S-4 with the SEC to register the shares of our common stock to be issued to stockholders of CPA:17 – Global in connection with the Proposed Merger; upon effectiveness of this registration statement, which is currently under review by the SEC, we and CPA:17 – Global intend to mail the joint proxy statement/prospectus contained therein to our respective stockholders in connection with the Proposed Merger. The Proposed Merger and related transactions are subject to a number of closing conditions, including approvals by our stockholders and by the stockholders of CPA:17 – Global. If these approvals are obtained and the other closing conditions are met, we currently expect that the closing will occur at or around December 31, 2018, although there can be no assurance that the Proposed Merger will occur at such time or at all.

Nine Months Ended September 30,
2017 2016
Financing obtained — consolidated (in millions) ^(c)
$ 633.4
$ 384.6
Financing obtained — pro rata (in millions) ^(c)
633.4
367.6
Acquisition volume (in millions) ^{(d) (e)}
6.0
385.8
Construction and expansion projects capitalized and completed (in millions) ^{(d) (f)}
59.0
—
Average U.S. dollar/euro exchange rate 1.1130
1.1161
Average U.S. dollar/British pound sterling exchange rate 1.2751
1.3939
Change in the U.S. CPI ^(g)
2.2 % 2.1 %
Change in the Germany CPI ^(g)
0.7 % 0.7 %
Change in the United Kingdom CPI ^(g)
2.1 % 0.8 %
Change in the Spain CPI ^(g)
(0.3 )% (0.5 )%



	Six Months Ended June 30,
	2018			2017
Financing obtained (in millions) ^{(b) (c)}	$	620.6		$	633.4
Acquisition volume (in millions) ^{(c) (d)}	357.3			6.0
Construction projects completed (in millions) ^{(c) (e)}	38.2			58.7
Average U.S. dollar/euro exchange rate	1.2108			1.0821
Average U.S. dollar/British pound sterling exchange rate	1.3764			1.2582
Change in the U.S. CPI ^(f)	2.2		%	1.5		%
Change in the Germany CPI ^(f)	0.6		%	0.2		%
Change in the United Kingdom CPI ^(f)	0.9		%	1.4		%
Change in the Spain CPI ^(f)	1.2		%	0.0		%

Net-Leased Portfolio

Pro Rata Metrics — The portfolio information above contains certain metrics prepared under the pro rata consolidation method. We refer to these metrics as pro rata metrics. We have a number of investments, usually with our affiliates, in which our economic ownership is less than 100%. Under the full consolidation method, 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. Under the pro rata consolidation method, we present our proportionate share, based on our economic ownership of these jointly owned investments, of the portfolio metrics of those investments. Multiplying each of ~~the~~our jointly owned investments’ financial statement line items by our percentage ownership and adding ~~those amounts to~~ 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 ~~such~~our jointly owned investments.

ABR — ABR represents contractual minimum annualized base rent for our net-leased properties, net of receivable reserves as determined by GAAP, and reflects exchange rates as of ~~September~~June 30, ~~2017.~~2018. 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.

The following table presents the comparative results of our Owned Real Estate segment (in thousands):

The following table presents the Property level contribution for our consolidated net-leased and operating properties as well as a reconciliation to Net income from Owned Real Estate attributable to W. P. Carey (in thousands):

Existing net-leased properties are those that we acquired or placed into service prior to January 1, ~~2016~~2017 and that were not sold or held for sale during the periods presented. For the periods presented, there were ~~808~~838 existing net-leased properties.

For the three and six months ended ~~September~~June 30, ~~2017~~2018 as compared to the same ~~period~~periods in ~~2016,~~2017, lease revenues from existing net-leased properties increased by ~~$2.2~~$3.9 million and $10.8 million, respectively, as a result of ~~an increase in~~ the ~~average exchange rate~~strengthening of ~~the U.S. dollar in relation to~~ foreign currencies (primarily the euro) in relation to the U.S. dollar between the periods, ~~$1.3~~$1.6 million and $3.2 million, respectively, related to scheduled rent increases, $1.2 million and $2.5 million, respectively, due to new leases, ~~with existing tenants,~~ and ~~$0.8~~$0.6 million and $1.6 million, respectively, related to completed ~~build-to-suit or expansion~~construction projects on existing properties. These increases were partially offset by decreases of $1.0 million and $2.0 million, respectively, due to lease expirations and $0.6 million and $1.1 million, respectively, as a result of lease restructurings. Depreciation and amortization expense from existing net-leased properties increased primarily as a result of ~~an increase in~~ the ~~average exchange rate~~strengthening of ~~the U.S. dollar in relation to~~ foreign currencies (primarily the euro) ~~between the periods.~~

Recently acquired net-leased properties are those that we acquired or placed into service subsequent to December 31, ~~2015.~~2016. Since January 1, ~~2016,~~2017, we acquired ~~four~~six investments comprised of 6722 properties, ~~51 of which we acquired during the second quarter of 2016, 15 of which we acquired during the fourth quarter of 2016, and~~ one of which we acquired during the second quarter of ~~2017.~~

During the three and six months ended June 30, 2018, we disposed of 25 and 30 properties, respectively. During the year ended December 31, 2017, we disposed of 18 properties and a parcel of vacant land.

~~2017~~2018 — For the ~~nine~~three and six months ended ~~September~~June 30, ~~2017,~~2018, lease termination income and other was ~~$4.2 million. We received proceeds from a bankruptcy settlement claim with a former tenant~~$0.7 million and $1.6 million, respectively, primarily comprised of income recognized during both the ~~second~~first and ~~third~~second quarters of ~~2017 and recognized income during the first, second, and third quarters of 2017~~2018 related to a lease termination that occurred during the ~~first~~fourth quarter of 2017. Lease termination income and other also consists of earnings from our note receivable (Note 5).

~~2016~~2017 — For the ~~nine~~three and six months ended ~~September~~June 30, ~~2016,~~2017, lease termination income and other was ~~$34.6~~$2.2 million ~~primarily consisting~~and $3.0 million, respectively. We received proceeds from a bankruptcy settlement claim with a former tenant during the second quarter of 2017 and recognized income during both the ~~$32.2 million~~first and second quarters of ~~lease termination income~~2017 related to a ~~domestic property~~lease termination that ~~was sold in February 2016, as discussed above (Note 15~~).occurred during the first quarter of 2017.

Beginning with the third quarter of 2017, personnel and rent expenses included within general and administrative expenses that are recorded by our Owned Real Estate segment ~~will be~~are allocated based on time incurred by our personnel for the Owned Real Estate and Investment Management segments. ~~All other overhead costs are charged to~~In light of our ~~Investment Management segment based on the trailing 12-month reported revenues~~exit from non-traded retail fundraising activities as of ~~the Managed Programs and us.~~June 30, 2017 (Note 1), we believe that this allocation methodology is appropriate.

As discussed in Note 3, certain personnel costs and overhead costs are charged to the CPA^® REITs based on the trailing 12-month reported revenues of the Managed Programs and us. We allocate certain personnel and overhead costs to the CWI REITs, ~~based on the time incurred by our personnel. We allocate certain personnel costs based on the time incurred by our personnel to~~ CESH I, and, prior to our resignation as the advisor to CCIF in the third quarter of 2017, to the Managed ~~BDCs.~~BDCs based on the time incurred by our personnel. This methodology has been in place during the entire reporting period covered in this Report.

For the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2018 as compared to the same periods in ~~2016,~~2017, general and administrative expenses in our Owned Real Estate segment ~~which excludes restructuring and other compensation expenses as described below,~~ increased by ~~$3.8~~$2.8 million and ~~$1.7~~$6.6 million, respectively, primarily due to the change in methodology for allocation of expenses between our Owned Real Estate and Investment Management segments (Note 1).

Beginning with the third quarter of 2017, stock-based compensation expense is ~~being~~ allocated to our Owned Real Estate and Investment Management segments based on time incurred by our personnel for those segments. In light of our exit from non-traded retail fundraising activities as of June 30, 2017 (Note 1), we believe that this allocation methodology is appropriate.

For the three and ~~nine~~six months ended ~~September~~June 30, 2018 as compared to the same periods in 2017, stock-based compensation expense allocated to our Owned Real Estate segment ~~was $1.9~~increased by $1.1 million and ~~$4.7~~$3.4 million, respectively, ~~substantially unchanged from~~primarily due to the ~~prior year periods.~~

Where the undiscounted cash flows for an asset are less than the asset’s carrying value when considering and evaluating the various alternative courses of action that may occur, we recognize an impairment charge to reduce the carrying value of the asset to its estimated fair value. Further, when we classify an asset as held for sale, we carry the asset at the lower of its current carrying value or its fair value, less estimated cost to sell. Our impairment charges are more fully described in Note 8.

During the ~~three~~six months ended ~~September~~June 30, ~~2016,~~2018, we recognized impairment charges totaling ~~$14.4 million, including an amount attributable to a noncontrolling interest of $0.6~~$4.8 million on ~~18 properties, including a portfolio of 14~~two properties in order to reduce the carrying values of the properties to their estimated fair values. ~~The~~We recognized an impairment ~~charges recognized~~charge of $3.8 million on ~~the portfolio~~one of 14those properties were in addition to charges recognized on the portfolio during the six months ended June 30, 2016 (as described below), based on the purchase and sale agreement for the portfolio. The fair value measurements for the properties approximated their estimated selling prices, less estimated costs to sell. The portfolio of 14 properties was sold in October 2016. Of the other four properties, one was sold in December 2016, two were disposed of in January 2017, and one property, which was classified as held for sale as of December 31, 2016, was sold in January 2017.

For the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2018 as compared to the same periods in ~~2016,~~2017, interest expense decreased by ~~$3.2~~$0.9 million and ~~$14.1~~$4.8 million, respectively, primarily due to an overall decrease in our weighted-average interest ~~rate, as well as an overall decrease in our average outstanding debt balances.~~rate. Our weighted-average interest rate was 3.5% and ~~3.8%~~3.6% during the three months ended ~~September~~June 30, ~~2017~~2018 and ~~2016,~~2017, respectively, and ~~3.6%~~3.5% and ~~3.9%~~3.7% during the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2018 and ~~2016, respectively. Our average outstanding debt balance was $4.3 billion and $4.5 billion during the three months ended September 30,~~ 2017, ~~and 2016, respectively, and $4.3 billion and $4.6 billion during the nine months ended September 30, 2017 and 2016,~~ respectively. The weighted-average interest rate of our debt decreased primarily as a result of paying off certain non-recourse mortgage loans since June 30, 2017 with unsecured borrowings, which bear interest at a lower rate than our mortgage loans, including the €500.0 million of 2.125% Senior Notes that were issued on March 6, 2018 (Note 10).

Other ~~income~~gains and ~~(expenses)~~(losses) primarily consists of gains and losses on foreign currency transactions, derivative instruments, and extinguishment of debt. Gains and losses on foreign currency transactions are recognized on the remeasurement of certain of our euro-denominated unsecured debt instruments that are not designated as net investment hedges. We also make certain foreign currency-denominated intercompany loans to a number of our foreign subsidiaries, most of which do not have the U.S. dollar as their functional currency. Remeasurement of foreign currency intercompany transactions that are scheduled for settlement, consisting primarily of accrued interest and short-term loans, are included in the determination of net income. ~~We also recognize gains or losses on foreign currency transactions when we repatriate cash from our foreign investments.~~ In addition, we have certain derivative instruments, including common stock warrants and foreign currency forward and collar contracts, that are not designated as hedges for accounting purposes, for which realized and unrealized gains and losses are included in earnings. The timing and amount of such gains or losses cannot always be estimated and are subject to fluctuation.

~~2017~~2018 — For the three months ended ~~September~~June 30, ~~2017,~~2018, net other ~~expenses~~gains were ~~$4.9~~$9.6 million. During the period, we recognized net realized and unrealized ~~losses~~gains of ~~$7.0~~$8.2 million on foreign currency transactions as a result of changes in foreign currency exchange rates and ~~a net loss on extinguishment of debt totaling $1.6 million primarily related to the repayment of a non-recourse mortgage loan encumbering a domestic property that was sold in July 2017 (Note 15). These losses were partially offset by~~ realized gains of $2.3 million related to foreign currency forward contracts and foreign currency ~~collars and interest income of $0.5 million primarily related to our loans to affiliates (Note 3~~).collars.

For the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, net other ~~expenses~~gains were ~~$6.2~~$6.7 million. During the period, we recognized net realized and unrealized ~~losses~~gains of ~~$16.4~~$5.0 million on foreign currency transactions as a result of changes in foreign currency exchange rates and realized gains of $3.9 million related to foreign currency forward contracts and foreign currency collars. These gains were partially offset by a non-cash net loss on extinguishment of debt totaling $1.6 million primarily related to the repayment of our Unsecured Term Loans (Note 10).

2017 — For the three months ended June 30, 2017, net other losses were $1.4 million. During the period, we recognized net realized and unrealized losses of ~~$1.1~~$6.9 million ~~primarily~~ on foreign currency ~~collars prior to their maturities on various dates during the period,~~transactions as ~~well as on common stock warrants that we own~~a result of changes in ~~connection with certain investments.~~foreign currency exchange rates. These losses were partially offset by realized gains of ~~$8.6~~$2.9 million related to foreign currency forward contracts and foreign currency collars and ~~interest income~~a net gain on extinguishment of ~~$1.5~~debt totaling $2.4 million primarily related to ~~our loans to affiliates (Note 3~~).the payoff of a mortgage loan in May 2017.

~~2016~~ — For the ~~three~~six months ended ~~September~~June 30, ~~2016,~~2017, net other ~~income was $3.2~~losses were $1.3 million. During the period, we recognized net realized and unrealized losses of $9.4 million on foreign currency transactions as a result of changes in foreign currency exchange rates. These losses were partially offset by realized gains of ~~$2.4~~$6.3 million related to foreign currency forward contracts and foreign currency collars and unrealized gains of $0.7 million recognized primarily on interest rate swaps that did not qualify for hedge accounting. In addition, we recognized a gain of $0.7 million in our Owned Real Estate segment on the deconsolidation of an affiliate, CESH I (~~Note 2). These gains were partially offset by~~ a net ~~loss~~gain on extinguishment of debt ~~of $2.1~~totaling $1.5 million primarily related to the mortgage loan payoff in May 2017 and the amendment and restatement of ~~a non-recourse mortgage loan.~~

Gain on sale of real estate, net of tax consists of gain on the sale of properties, net of tax that were disposed of during the ~~three and nine~~six months ended ~~September~~June 30, ~~2017~~2018 and ~~2016 (~~2017. Our dispositions are more fully described in Note 15).

2018 — During the three and six months ended June 30, 2018, we sold two and seven properties, respectively, for total proceeds of $42.0 million and $77.7 million, respectively, net of selling costs, and recognized a net gain on these sales totaling $5.6 million and $12.3 million, respectively. In addition, in June 2018, we completed a nonmonetary transaction, in which we disposed of 23 properties in exchange for the acquisition of one property leased to the same tenant. This swap was recorded based on the fair value of the property acquired of $85.5 million, which resulted in a net gain of $6.3 million.

2017 — During the three and ~~nine~~six months ended ~~September~~June 30, 2017, we sold five properties, and 11six properties and a parcel of vacant land, respectively, for net proceeds of ~~$58.7~~$19.6 million and ~~$102.5~~$43.8 million, respectively, and recognized a net gain on these sales, net of tax totaling ~~$19.3~~$3.5 million ~~and $22.7 million, respectively. In connection with the sale of a property in Malaysia in August 2017, and in accordance with ASC 830-30-40,~~ ~~Foreign Currency Matters,~~ we reclassified $3.6 million of foreign currency translation losses from Accumulated other comprehensive loss to Gain on sale of real estate, net of tax (as a reduction to Gain on sale of real estate, net of tax), since the sale represented a disposal of our Malaysian investments (~~Note 13). One of the properties sold during the nine months ended September 30, 2017 was held~~ for ~~sale at December 31, 2016 (Note 4~~).both periods. In addition, in January 2017, we transferred ownership of two international properties and the related non-recourse mortgage loan, which had an aggregate asset carrying value of $31.3 million and an outstanding balance of $28.1 million (net of $3.8 million of cash held in escrow that was retained by the mortgage lender), respectively, on the dates of transfer, to the mortgage lender, resulting in a net loss of less than $0.1 million.

Investment Management

We earn revenue as the advisor to the Managed Programs. For the periods presented, we acted as advisor to the following ~~affiliated~~ Managed Programs: ~~CPA~~^®:CPA:17 – Global, ~~CPA~~^®:CPA:18 – Global, CWI 1, CWI 2, CCIF (through September 10, 2017), and CESH ~~I (since~~I. In June ~~3, 2016). On June 15,~~ 2017, our Board approved a plan to exit ~~all~~ non-traded retail fundraising activities carried out by our wholly-owned broker-dealer subsidiary, Carey Financial, as of June 30, 2017. ~~We currently expect to continue to manage all existing Managed Programs through the end of their respective natural life cycles (Note 1~~). In August 2017, we resigned as the advisor to CCIF and our advisory agreement with CCIF was terminated, effective as of September 11, 2017. CCIF was included in the Managed Programs prior to our resignation as its ~~advisor~~advisor. We currently expect to continue to manage all existing Managed Programs through the end of their respective life cycles (Note 1, Note 3).

The following tables present other operating data that management finds useful in evaluating ~~result~~results of operations (dollars in millions):

September 30, 2017 December 31, 2016
Total properties — Managed Programs 627
606
Assets under management — Managed Programs ^(a)
$ 13,244.8
$ 12,874.8
Cumulative funds raised — CWI 2 offering ^{(b) (c)}
851.3
616.3
Cumulative funds raised — CCIF offering ^{(b) (d)}
195.3
125.1
Cumulative funds raised — CESH I offering ^(e)
139.7
112.8



	June 30, 2018		December 31, 2017
Total properties — Managed Programs	629		628
Assets under management — Managed Programs ^(a)	$	13,425.3	$	13,125.1

Below is a summary of comparative results of our Investment Management segment (in thousands):

We earn asset management revenue from (i) the ~~Managed~~CPA REITs based on the value of their real estate-related ~~and~~assets under management, (ii) the CWI REITs based on the value of their lodging-related assets under ~~management. We also earn asset~~ management, ~~revenue from~~and (iii) CESH I based on its gross assets under management at fair value. We also earned asset management revenue from CCIF, prior to our resignation as its advisor in the third quarter of 2017, based on the average of its gross assets under management at fair value, ~~prior to our resignation as the advisor to CCIF~~which was payable in ~~the third quarter of 2017.~~cash. Asset management revenue may increase or decrease depending upon ~~(i) increases~~changes in the Managed Programs’ asset bases as a result of ~~new investments; (ii) decreases in the Managed Programs’ asset bases as a result of~~purchases, sales, ~~of investments; and (iii) increases~~ or ~~decreases~~changes in the appraised value of the real estate-related and lodging-related assets in ~~the~~their investment ~~portfolios of the Managed Programs. Prior to our resignation as the advisor to CCIF in the third quarter of 2017,~~portfolios. For 2018, (i) we received asset management ~~revenue also increased or decreased depending on increases or decreases~~fees from CPA:17 – Global in ~~the fair value~~shares of ~~CCIF’s investment portfolio. For 2017,~~its common stock through May 31, 2018; effective as of June 1, 2018, we receive asset management fees from CPA:17 – Global in cash in light of the ~~Managed~~Proposed Merger, (ii) we receive asset management fees from CPA:18 – Global and the CWI REITs in shares of their common stock, and (iii) we receive asset management fees from CESH I in cash. ~~Prior to our resignation as the advisor to CCIF in the third quarter of 2017, we received asset management fees from CCIF in cash.~~

~~Structuring Revenue~~

Reimbursable costs from affiliates represent costs incurred by us on behalf of the Managed Programs. During their respective offering periods, these costs consisted primarily of broker-dealer commissions, distribution and shareholder servicing fees, and marketing and personnel costs, which were reimbursed by the Managed Programs and were reflected as a component of both revenues and expenses. As a result of our exit from ~~all~~ non-traded retail fundraising activities on June 30, 2017, we ~~will~~ no longer incur offering-related expenses ~~including~~(including broker-dealer commissions, distribution and shareholder servicing fees, and marketing ~~costs,~~costs) on behalf of the Managed Programs.

For the three and six months ended ~~September~~June 30, 2018 as compared to the same periods in 2017, reimbursable costs from affiliates decreased by $7.9 million and $28.3 million, respectively, primarily due to the impact of our exit from non-traded retail fundraising activities on June 30, 2017.

We earn structuring revenue when we structure investments and debt placement transactions for the Managed Programs. Structuring revenue is dependent on investment activity, which is subject to significant period-to-period variation, and is expected to continue to decline on an annual basis in future periods because the Managed Programs are substantially invested and we have exited non-traded retail fundraising activities.

For the three months ended June 30, 2018 as compared to the same period in ~~2016, reimbursable costs from affiliates~~2017, structuring revenue decreased by ~~$8.3~~$9.9 million. Structuring revenue from CPA:17 – Global, CWI 2, and CESH I decreased by $6.1 million, ~~primarily due to~~$4.4 million, and $3.5 million, respectively, partially offset by a ~~decrease of $5.2~~$4.2 million of distribution and shareholder servicing fees and commissions paid to broker-dealers related to the sale of the CCIF Feeder Funds’ shares, $2.0 million of commissions paid to broker-dealers related to CESH I’s private placement, and $1.4 millionincrease in ~~distribution and shareholder servicing fees and commissions paid to broker-dealers related to CWI 2’s initial public offering, in each case due to our exit from all non-traded retail fundraising~~structuring revenue recognized during the current year period ~~as described above. These decreases were partially offset by an increase of $0.4 million in overhead reimbursed to us by the Managed Programs.~~from CPA:18 – Global.

For the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2018 as compared to the same period in ~~2016, reimbursable costs from affiliates~~2017, structuring revenue decreased by ~~$1.0~~$12.0 million. Structuring revenue from CPA:17 – Global, CESH I, and CWI 2 decreased by $6.4 million, ~~primarily due to a decrease of $16.8~~$4.5 million, ~~of distribution~~ and ~~shareholder servicing fees and commissions paid to broker-dealers related to the sale of the CCIF Feeder Funds’ shares. This decrease was~~$4.4 million, respectively, partially offset by ana $3.0 million increase ~~of $15.2 million of distribution and shareholder servicing fees and commissions paid to broker-dealers related to CWI 2’s initial public offering, and an increase of $0.3 million~~ in ~~overhead reimbursed to us by~~structuring revenue recognized during the ~~Managed Programs.~~current year period from CPA:18 – Global.

Our cash resources can be used for working capital needs and other commitments and may be used for future investments.

During the next 12 months, we expect that our cash requirements will include payments to acquire new investments, funding capital commitments such as ~~build-to-suit~~construction and redevelopment projects, paying distributions to our stockholders and to our affiliates that hold noncontrolling interests in entities we control, making scheduled interest payments on the Senior Unsecured ~~Senior~~ Notes, scheduled principal payments (including balloon payments) on our mortgage loan ~~principal payments, including mortgage balloon payments on~~obligations, prepayments of certain of our ~~consolidated~~ mortgage loan obligations, and ~~prepayments of our consolidated mortgage loan obligations,~~costs related to the Proposed Merger, as well as other normal recurring operating expenses.

We expect to fund future investments, ~~build-to-suit~~construction and redevelopment commitments, any capital expenditures on existing properties, scheduled debt maturities on non-recourse mortgage loans, and any loans to certain of the Managed Programs (Note 3) 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, issuances of shares through our ATM program, and/or additional equity or debt offerings.

The table below summarizes our debt, off-balance sheet arrangements, and other contractual obligations (primarily our capital commitments and lease obligations) at ~~September~~June 30, ~~2017~~2018 and the effect that these arrangements and obligations are expected to have on our liquidity and cash flow in the specified future periods (in thousands):

Total
Less than
1 year
1-3 years 3-5 years
More than
5 years
Unsecured Senior Notes — principal ^{(a) (b)}
$ 2,480,600
$ —
$ —
$ —
$ 2,480,600
Non-recourse mortgages — principal ^(a)
1,255,414
280,392
295,517
322,311
357,194
Senior Unsecured Credit Facility — principal ^(a) ^(c)
607,908
—
—
607,908
—
Interest on borrowings ^(d)
826,420
147,478
270,397
223,095
185,450
Operating and other lease commitments ^(e)
161,067
8,439
17,015
9,536
126,077
Capital commitments and tenant expansion allowances ^(f)
139,654
81,807
53,748
586
3,513
Restructuring and other compensation commitments ^(g)
4,829
4,532
297
—
—
$ 5,475,892
$ 522,648
$ 636,974
$ 1,163,436
$ 3,152,834



	Total		Less than 1 year		1-3 years		3-5 years		More than 5 years
Senior Unsecured Notes — principal ^{(a) (b)}	$	3,048,701	$	—	$	—	$	582,900	$	2,465,801
Non-recourse mortgages — principal ^(a)	988,513		87,084		340,090		411,593		149,746
Unsecured Revolving Credit Facility — principal ^(a) ^(c)	396,917		—		396,917		—		—
Interest on borrowings ^(d)	820,248		151,470		280,828		219,042		168,908
Capital commitments and tenant expansion allowances ^(e)	175,192		83,351		88,328		—		3,513
Operating and other lease commitments ^{(f) (g)}	159,392		10,423		17,770		8,059		123,140
	$	5,588,963	$	332,328	$	1,123,933	$	1,221,594	$	2,911,108

__________

Amounts in the table above that relate to our foreign operations are based on the exchange rate of the local currencies at ~~September~~June 30, ~~2017,~~2018, which consisted primarily of the euro. At ~~September~~June 30, ~~2017,~~2018, we had no material capital lease obligations for which we were the lessee, either individually or in the aggregate.

Due to certain unique operating characteristics of real estate companies, as discussed below, the National Association of Real Estate Investment Trusts, Inc., or 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

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 revised in February 2004. The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding gains or losses from sales of property, impairment charges on 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. Our FFO calculation complies with NAREIT’s policy described above.

Consolidated FFO and AFFO were as follows (in thousands):

FFO and AFFO from Owned Real Estate were as follows (in thousands):

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Net income from Owned Real Estate attributable to W. P. Carey ^(h)
$ 56,492
$ 87,497
$ 137,990
$ 174,736
Adjustments:
Depreciation and amortization of real property 62,621
61,396
185,439
209,449
Gain on sale of real estate, net (19,257 ) (49,126 ) (22,732 ) (68,070 )
Impairment charges —
14,441
—
49,870
Proportionate share of adjustments for noncontrolling interests to arrive at FFO (2,692 ) (3,254 ) (7,795 ) (8,541 )
Proportionate share of adjustments to equity in net income of partially owned entities to arrive at FFO 866
1,354
4,416
3,994
Total adjustments 41,538
24,811
159,328
186,702
FFO attributable to W. P. Carey (as defined by NAREIT) — Owned Real Estate ^(h)
98,030
112,308
297,318
361,438
Adjustments:
Above- and below-market rent intangible lease amortization, net ^(a)
12,459
12,564
37,273
23,851
Other amortization and non-cash items ^{(b) (c)}
6,808
(4,356 ) 15,855
(7,587 )
Straight-line and other rent adjustments ^(d)
(3,212 ) (5,116 ) (9,677 ) (34,262 )
Tax benefit — deferred (2,694 ) (3,387 ) (5,121 ) (19,712 )
Amortization of deferred financing costs 2,184
1,007
6,126
2,271
Stock-based compensation 1,880
1,572
4,733
4,316
Loss on extinguishment of debt 1,566
2,072
35
3,885
Realized (gains) losses on foreign currency (454 ) 1,559
(441 ) 2,518
Other expenses ^{(f) (g)}
65
—
1,138
2,975
Allowance for credit losses —
—
—
7,064
Restructuring and other compensation ^(e)
—
—
—
4,413
Proportionate share of adjustments to equity in net income of partially owned entities to arrive at AFFO ^(h)
(79 ) (103 ) (605 ) (390 )
Proportionate share of adjustments for noncontrolling interests to arrive at AFFO (216 ) (90 ) (1,105 ) 1,278
Total adjustments 18,307
5,722
48,211
(9,380 )
AFFO attributable to W. P. Carey — Owned Real Estate ^(h)
$ 116,337
$ 118,030
$ 345,529
$ 352,058

Summary
FFO attributable to W. P. Carey (as defined by NAREIT) — Owned Real Estate ^(h)
$ 98,030
$ 112,308
$ 297,318
$ 361,438
AFFO attributable to W. P. Carey — Owned Real Estate ^(h)
$ 116,337
$ 118,030
$ 345,529
$ 352,058



	Three Months Ended June 30,						Six Months Ended June 30,
	2018			2017			2018			2017
Net income from Owned Real Estate attributable to W. P. Carey	$	59,316		$	43,540		$	104,616		$	81,498
Adjustments:
Depreciation and amortization of real property	63,073			61,636			127,653			122,818
Gain on sale of real estate, net	(11,912		)	(3,465		)	(18,644		)	(3,475		)
Impairment charges	—			—			4,790			—
Proportionate share of adjustments for noncontrolling interests	(2,729		)	(2,562		)	(5,511		)	(5,103		)
Proportionate share of adjustments to equity in net income of partially owned entities	902			833			2,154			3,550
Total adjustments	49,334			56,442			110,442			117,790
FFO (as defined by NAREIT) attributable to W. P. Carey — Owned Real Estate	108,650			99,982			215,058			199,288
Adjustments:
Above- and below-market rent intangible lease amortization, net	12,303			12,323			24,105			24,814
Other amortization and non-cash items ^(a)	(7,176		)	7,038			(2,350		)	9,047
Merger and other expenses ^(b)	2,692			1,000			2,655			1,073
Straight-line and other rent adjustments	(2,637		)	(2,965		)	(4,933		)	(6,465		)
Stock-based compensation	1,990			899			6,296			2,853
Amortization of deferred financing costs	1,905			2,542			1,711			3,942
Tax (benefit) expense — deferred	(1,767		)	33			(11,285		)	(2,427		)
Realized losses (gains) on foreign currency	633			(382		)	(925		)	13
(Gain) loss on extinguishment of debt	—			(2,443		)	1,609			(1,531		)
Proportionate share of adjustments to equity in net income of partially owned entities	99			(92		)	28			(526		)
Proportionate share of adjustments for noncontrolling interests	(230		)	(513		)	(573		)	(889		)
Total adjustments	7,812			17,440			16,338			29,904
AFFO attributable to W. P. Carey — Owned Real Estate	$	116,462		$	117,422		$	231,396		$	229,192

Summary
FFO (as defined by NAREIT) attributable to W. P. Carey — Owned Real Estate	$	108,650		$	99,982		$	215,058		$	199,288
AFFO attributable to W. P. Carey — Owned Real Estate	$	116,462		$	117,422		$	231,396		$	229,192

FFO and AFFO from Investment Management were as follows (in thousands):

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Net income from Investment Management attributable to W. P. Carey ^(h)
$ 23,786
$ 23,446
$ 64,090
$ 45,307
FFO attributable to W. P. Carey (as defined by NAREIT) — Investment Management ^(h)
23,786
23,446
64,090
45,307
Adjustments:
Stock-based compensation 2,755
2,784
9,916
10,648
Tax expense (benefit) — deferred 1,460
388
(3,046 ) (2,810 )
Restructuring and other compensation ^(e)
1,356
—
9,074
7,512
Other amortization and non-cash items ^(b)
(600 ) (541 ) (860 ) (108 )
Realized losses on foreign currency 5
—
17
51
Other expenses ^(g)
—
—
—
2,384
Proportionate share of adjustments to equity in net income of partially owned entities to arrive at AFFO ^(h)
3,143
364
6,197
1,131
Total adjustments 8,119
2,995
21,298
18,808
AFFO attributable to W. P. Carey — Investment Management ^(h)
$ 31,905
$ 26,441
$ 85,388
$ 64,115

Summary
FFO attributable to W. P. Carey (as defined by NAREIT) — Investment Management ^(h)
$ 23,786
$ 23,446
$ 64,090
$ 45,307
AFFO attributable to W. P. Carey — Investment Management ^(h)
$ 31,905
$ 26,441
$ 85,388
$ 64,115



	Three Months Ended June 30,						Six Months Ended June 30,
	2018			2017			2018		2017
Net income from Investment Management attributable to W. P. Carey	$	16,365		$	20,778		$	36,339	$	40,304
FFO (as defined by NAREIT) attributable to W. P. Carey — Investment Management	16,365			20,778			36,339		40,304
Adjustments:
Tax expense (benefit) — deferred	4,795			(1,415		)	2,158		(4,506		)
Stock-based compensation	1,708			2,205			5,621		7,161
Other amortization and non-cash items ^(a)	(261		)	(345		)	59		(260		)
Realized (gains) losses on foreign currency	(6		)	4			37		12
Restructuring and other compensation ^(c)	—			7,718			—		7,718
Proportionate share of adjustments to equity in net income of partially owned entities	3,536			2,070			5,359		3,054
Total adjustments	9,772			10,237			13,234		13,179
AFFO attributable to W. P. Carey — Investment Management	$	26,137		$	31,015		$	49,573	$	53,483

Summary
FFO (as defined by NAREIT) attributable to W. P. Carey — Investment Management	$	16,365		$	20,778		$	36,339	$	40,304
AFFO attributable to W. P. Carey — Investment Management	$	26,137		$	31,015		$	49,573	$	53,483

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.

The values of our real estate and related fixed-rate debt obligations, ~~and~~as well as the values of our ~~note receivable investments~~unsecured debt obligations, are subject to fluctuations based on changes in interest rates. The value of our real estate is also subject to fluctuations based on local and regional economic conditions and changes in the creditworthiness of lessees, which may affect our ability to refinance property-level mortgage debt when balloon payments are scheduled, if we do not choose to repay the debt when due. Interest rates are highly sensitive to many factors, including governmental monetary and tax policies, domestic and international economic and political conditions, and other factors beyond our control. An increase in interest rates would likely cause the fair value of our owned and managed assets to decrease, which would create lower revenues from managed assets and lower investment performance for the Managed REITs. Increases in interest rates may also have an impact on the credit profile of certain tenants.

At ~~September~~June 30, ~~2017,~~2018, a significant portion (approximately ~~83.2%~~91.0%) of our long-term debt either bore interest at fixed rates or was swapped or capped to a fixed rate, or bore interest at fixed rates that were scheduled to convert to then-prevailing market fixed rates at certain future points during their term. The annual interest rates on our fixed-rate debt at September 30, 2017 ranged from 2.0% to 7.8%. The contractual annual interest rates on our variable-rate debt at September 30, 2017 ranged from 0.9% to 6.9%.rate. Our debt obligations are more fully described in Note 10 and Liquidity and Capital Resources — Summary of Financing in Item 2 above. The following table presents principal cash outflows for the remainder of ~~2017,~~2018, each of the next four calendar years following December 31, ~~2017,~~2018, and thereafter, based upon expected maturity dates of our debt obligations outstanding at ~~September~~June 30, ~~2017~~2018 (in thousands):

The estimated fair value of our fixed-rate debt and our variable-rate debt that currently bears interest at fixed rates or has effectively been converted to a fixed rate through the use of interest rate swaps, or that has been subject to interest rate caps, is affected by changes in interest rates. Annual interest expense on our unhedged variable-rate debt that does not bear interest at fixed rates at ~~September~~June 30, ~~2017~~2018 would increase or decrease by ~~$7.2~~$2.0 million for our euro-denominated debt and by $2.0 million for our U.S. dollar-denominated debt for each respective 1% change in annual interest rates. ~~As more fully described under~~ ~~Liquidity and Capital Resources — Summary of Financing~~ in ~~Item 2~~ above, a portion of the debt classified as variable-rate debt in the tables above bore interest at fixed rates at September 30, 2017 but has interest rate reset features that will change the fixed interest rates to then-prevailing market fixed rates at certain points during their term. This debt is generally not subject to short-term fluctuations in interest rates.

Scheduled future minimum rents, exclusive of renewals, under non-cancelable operating leases for our consolidated foreign operations as of ~~September~~June 30, ~~2017~~2018 for the remainder of ~~2017,~~2018, each of the next four calendar years following December 31, ~~2017,~~2018, and thereafter are as follows (in thousands):

Scheduled debt service payments (principal and interest) for our ~~Unsecured Senior Notes,~~ Senior Unsecured Notes, Unsecured Revolving Credit Facility, and non-recourse mortgage notes payable for our consolidated foreign operations as of ~~September~~June 30, ~~2017~~2018 for the remainder of ~~2017,~~2018, each of the next four calendar years following December 31, ~~2017,~~2018, and thereafter are as follows (in thousands):


Debt Service ^{(a) (f)(g)}	2017 (Remainder)		2018		2019		2020		2021		Thereafter		Total		2018 (Remainder)		2019		2020		2021		2022		Thereafter		Total
Euro ^(b)	$	41,096	$	174,748	$	42,970	$	86,502	$	179,220	$	1,650,182	$	2,174,718	$	26,306	$	51,783	$	94,795	$	277,648	$	46,501	$	1,855,691	$	2,352,724
British pound sterling ^(c)	210		840		840		840		840		11,595		15,165		413		826		826		826		826		10,568		14,285
Thai baht	497		9,231		—		—		—		—		9,728
	$	41,803	$	184,819	$	43,810	$	87,342	$	180,060	$	1,661,777	$	2,199,611	$	26,719	$	52,609	$	95,621	$	278,474	$	47,327	$	1,866,259	$	2,367,009



Maryland	45-4549771
(State of incorporation)	(I.R.S. Employer Identification No.)

50 Rockefeller Plaza
New York, New York	10020
(Address of principal executive offices)	(Zip Code)



Large accelerated filer þ	Accelerated filer o	Non-accelerated filer o
		(Do not check if a smaller reporting company)

Smaller reporting company o	Emerging growth company o


	September 30, 2017			December 31, 2016			June 30, 2018			December 31, 2017
Assets
Investments in real estate:
Land, buildings and improvements	$	5,429,239		$	5,285,837		$	5,651,906		$	5,457,265
Net investments in direct financing leases	717,184			684,059			705,588			721,607
In-place lease and other intangible assets	1,204,770			1,172,238			1,228,241			1,213,976
Above-market rent intangible assets	639,140			632,383			631,977			640,480
Assets held for sale	10,596			26,247
Investments in real estate	8,000,929			7,800,764			8,217,712			8,033,328
Accumulated depreciation and amortization	(1,249,024		)	(1,018,864		)	(1,445,397		)	(1,329,613		)
Net investments in real estate	6,751,905			6,781,900			6,772,315			6,703,715
Equity investments in the Managed Programs and real estate	327,598			298,893			363,622			341,457
Cash and cash equivalents	169,770			155,482			122,430			162,312
Due from affiliates	154,336			299,610			78,100			105,308
Other assets, net	287,481			282,149			288,173			274,650
Goodwill	643,321			635,920			642,060			643,960
Total assets	$	8,334,411		$	8,453,954		$	8,266,700		$	8,231,402
Liabilities and Equity
Debt:
Unsecured senior notes, net	$	2,455,383		$	1,807,200
Senior unsecured notes, net							$	3,018,475		$	2,474,661
Unsecured revolving credit facility							396,917			216,775
Unsecured term loans, net	382,191			249,978			—			388,354
Unsecured revolving credit facility	224,213			676,715
Non-recourse mortgages, net	1,253,051			1,706,921			985,666			1,185,477
Debt, net	4,314,838			4,440,814			4,401,058			4,265,267
Accounts payable, accrued expenses and other liabilities	255,911			266,917			245,288			263,053
Below-market rent and other intangible liabilities, net	116,980			122,203			107,542			113,957
Deferred income taxes	86,581			90,825			88,871			67,009
Distributions payable	109,187			107,090			110,972			109,766
Total liabilities	4,883,497			5,027,849			4,953,731			4,819,052
Redeemable noncontrolling interest	965			965			965			965
Commitments and contingencies (Note 11)

Preferred stock, $0.001 par value, 50,000,000 shares authorized; none issued	—			—			—			—
Common stock, $0.001 par value, 450,000,000 shares authorized; 106,897,515 and 106,294,162 shares, respectively, issued and outstanding	107			106
Common stock, $0.001 par value, 450,000,000 shares authorized; 107,200,687 and 106,922,616 shares, respectively, issued and outstanding							107			107
Additional paid-in capital	4,429,240			4,399,961			4,443,374			4,433,573
Distributions in excess of accumulated earnings	(1,017,901		)	(894,137		)	(1,132,182		)	(1,052,064		)
Deferred compensation obligation	46,711			50,222			36,007			46,656
Accumulated other comprehensive loss	(229,581		)	(254,485		)	(247,402		)	(236,011		)
Total stockholders’ equity	3,228,576			3,301,667			3,099,904			3,192,261
Noncontrolling interests	221,373			123,473			212,100			219,124
Total equity	3,449,949			3,425,140			3,312,004			3,411,385
Total liabilities and equity	$	8,334,411		$	8,453,954		$	8,266,700		$	8,231,402


	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended June 30,						Six Months Ended June 30,
	2017			2016			2017			2016			2018			2017			2018			2017
Revenues
Owned Real Estate:
Lease revenues	$	161,511		$	163,786		$	475,547		$	506,358		$	162,634		$	158,255		$	325,847		$	314,036
Reimbursable tenant costs													5,733			5,322			11,952			10,543
Operating property revenues	8,449			8,524			23,652			23,696			4,865			8,223			12,083			15,203
Reimbursable tenant costs	5,397			6,537			15,940			19,237
Lease termination income and other	1,227			1,224			4,234			34,603			680			2,247			1,622			3,007
	176,584			180,071			519,373			583,894			173,912			174,047			351,504			342,789
Investment Management:
Asset management revenue	17,938			15,978			53,271			45,596			17,268			17,966			34,253			35,333
Reimbursable costs from affiliates													5,537			13,479			10,841			39,179
Structuring revenue	9,817			12,301			27,981			30,990			4,426			14,330			6,165			18,164
Reimbursable costs from affiliates	6,211			14,540			45,390			46,372
Dealer manager fees	105			1,835			4,430			5,379			—			1,000			—			4,325
Other advisory revenue	99			522			896			522			—			706			190			797
	34,170			45,176			131,968			128,859			27,231			47,481			51,449			97,798
	210,754			225,247			651,341			712,753			201,143			221,528			402,953			440,587
Operating Expenses
Depreciation and amortization	64,040			62,802			189,319			213,835			64,337			62,849			130,294			125,279
General and administrative	17,236			15,733			53,189			58,122			16,442			17,529			35,025			35,953
Reimbursable tenant and affiliate costs	11,608			21,077			61,330			65,609			11,270			18,801			22,793			49,722
Property expenses, excluding reimbursable tenant costs	10,556			10,193			31,196			38,475			8,908			10,530			18,807			20,640
Stock-based compensation expense													3,698			3,104			11,917			10,014
Merger and other expenses													2,692			1,000			2,655			1,073
Subadvisor fees	5,206			4,842			11,598			10,010			1,855			3,672			3,887			6,392
Stock-based compensation expense	4,635			4,356			14,649			14,964
Restructuring and other compensation	1,356			—			9,074			11,925			—			7,718			—			7,718
Dealer manager fees and expenses	462			3,028			6,544			9,000			—			2,788			—			6,082
Other expenses	65			—			1,138			5,359
Impairment charges	—			14,441			—			49,870			—			—			4,790			—
	115,164			136,472			378,037			477,169			109,202			127,991			230,168			262,873
Other Income and Expenses
Interest expense	(41,182		)	(44,349		)	(125,374		)	(139,496		)	(41,311		)	(42,235		)	(79,385		)	(84,192		)
Equity in earnings of equity method investments in the Managed Programs and real estate	16,318			16,803			47,820			48,243			12,558			15,728			27,883			31,502
Other income and (expenses)	(4,569		)	5,101			(4,969		)	9,398
Other gains and (losses)													10,586			(916		)	7,823			(400		)
	(29,433		)	(22,445		)	(82,523		)	(81,855		)	(18,167		)	(27,423		)	(43,679		)	(53,090		)
Income before income taxes and gain on sale of real estate	66,157			66,330			190,781			153,729			73,774			66,114			129,106			124,624
(Provision for) benefit from income taxes	(1,760		)	(3,154		)	(2,903		)	4,538
Provision for income taxes													(6,262		)	(2,448		)	(260		)	(1,143		)
Income before gain on sale of real estate	64,397			63,176			187,878			158,267			67,512			63,666			128,846			123,481
Gain on sale of real estate, net of tax	19,257			49,126			22,732			68,070			11,912			3,465			18,644			3,475
Net Income	83,654			112,302			210,610			226,337			79,424			67,131			147,490			126,956
Net income attributable to noncontrolling interests	(3,376		)	(1,359		)	(8,530		)	(6,294		)	(3,743		)	(2,813		)	(6,535		)	(5,154		)
Net Income Attributable to W. P. Carey	$	80,278		$	110,943		$	202,080		$	220,043		$	75,681		$	64,318		$	140,955		$	121,802

Basic Earnings Per Share	$	0.74		$	1.03		$	1.87		$	2.06		$	0.70		$	0.60		$	1.30		$	1.13
Diluted Earnings Per Share	$	0.74		$	1.03		$	1.87		$	2.05		$	0.70		$	0.59		$	1.30		$	1.13
Weighted-Average Shares Outstanding
Basic	108,019,292			107,221,668			107,751,672			106,493,145			108,059,394			107,668,218			108,058,671			107,615,644
Diluted	108,143,694			107,468,029			107,947,490			106,853,174			108,234,934			107,783,204			108,243,063			107,801,318

Distributions Declared Per Share	$	1.0050		$	0.9850		$	3.0000		$	2.9392		$	1.020		$	1.000		$	2.035		$	1.995


	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended June 30,						Six Months Ended June 30,
	2017			2016			2017			2016			2018			2017			2018			2017
Net Income	$	83,654		$	112,302		$	210,610		$	226,337		$	79,424		$	67,131		$	147,490		$	126,956
Other Comprehensive Income (Loss)
Other Comprehensive (Loss) Income
Foreign currency translation adjustments	28,979			(11,824		)	71,686			(41,999		)	(39,815		)	27,957			(21,299		)	42,707
Realized and unrealized loss on derivative instruments	(10,270		)	(3,093		)	(32,574		)	(5,999		)
Change in unrealized gain (loss) on marketable securities	66			(7		)	(260		)	(3		)
Realized and unrealized gain (loss) on derivative instruments													14,073			(16,631		)	5,681			(22,304		)
Change in unrealized (loss) gain on investments													(58		)	(73		)	370			(326		)
	18,775			(14,924		)	38,852			(48,001		)	(25,800		)	11,253			(15,248		)	20,077
Comprehensive Income	102,429			97,378			249,462			178,336			53,624			78,384			132,242			147,033

Amounts Attributable to Noncontrolling Interests
Net income	(3,376		)	(1,359		)	(8,530		)	(6,294		)	(3,743		)	(2,813		)	(6,535		)	(5,154		)
Foreign currency translation adjustments	(4,716		)	(218		)	(13,961		)	(1,051		)	7,634			(8,675		)	3,852			(9,245		)
Realized and unrealized loss on derivative instruments	8			17			13			17			2			8			5			5
Comprehensive income attributable to noncontrolling interests	(8,084		)	(1,560		)	(22,478		)	(7,328		)
Comprehensive loss (income) attributable to noncontrolling interests													3,893			(11,480		)	(2,678		)	(14,394		)
Comprehensive Income Attributable to W. P. Carey	$	94,345		$	95,818		$	226,984		$	171,008		$	57,517		$	66,904		$	129,564		$	132,639



	W. P. Carey Stockholders
							Distributions						Accumulated
	Common Stock			Additional			in Excess of			Deferred			Other			Total
	$0.001 Par Value			Paid-in			Accumulated			Compensation			Comprehensive			W. P. Carey			Noncontrolling
	Shares	Amount		Capital			Earnings			Obligation			Loss			Stockholders			Interests			Total
Balance at January 1, 2017	106,294,162	$	106	$	4,399,961		$	(894,137	)	$	50,222		$	(254,485	)	$	3,301,667		$	123,473		$	3,425,140
Shares issued under “at-the-market” offering, net	345,253	1		22,856												22,857						22,857
Contributions from noncontrolling interests																—			90,487			90,487
Acquisition of noncontrolling interest				(1,845		)										(1,845		)	1,845			—
Shares issued upon delivery of vested restricted share awards	219,540	—		(9,678		)										(9,678		)				(9,678		)
Shares issued upon exercise of stock options and purchases under employee share purchase plan	38,560	—		(1,595		)										(1,595		)				(1,595		)
Delivery of deferred vested shares, net				3,734						(3,734		)				—						—
Amortization of stock-based compensation expense				14,649												14,649						14,649
Distributions to noncontrolling interests																—			(16,910		)	(16,910		)
Distributions declared ($3.0000 per share)				1,158			(325,844		)	223						(324,463		)				(324,463		)
Net income							202,080									202,080			8,530			210,610
Other comprehensive income:
Foreign currency translation adjustments													57,725			57,725			13,961			71,686
Realized and unrealized loss on derivative instruments													(32,561		)	(32,561		)	(13		)	(32,574		)
Change in unrealized loss on marketable securities													(260		)	(260		)				(260		)
Balance at September 30, 2017	106,897,515	$	107	$	4,429,240		$	(1,017,901	)	$	46,711		$	(229,581	)	$	3,228,576		$	221,373		$	3,449,949


	September 30, 2017			December 31, 2016 ^(a)			June 30, 2018			December 31, 2017
Land, buildings and improvements	$	910,495		$	886,148		$	893,325		$	916,001
Net investments in direct financing leases	39,897			60,294			39,167			40,133
In-place lease and other intangible assets	265,852			245,480			269,371			268,863
Above-market rent intangible assets	102,432			98,043			101,919			103,081
Accumulated depreciation and amortization	(231,323		)	(184,710		)	(265,247		)	(251,979		)
Total assets	1,129,154			1,150,093			1,077,356			1,118,727

Non-recourse mortgages, net	$	128,659		$	406,574		$	115,209		$	128,230
Total liabilities	202,514			548,659			186,648			201,186


~~(a)~~	In 2017, we reclassified certain line items in our consolidated balance sheets, as described below. As a result, prior period amounts for certain line items included within Net investments in real estate have been reclassified to conform to the current period presentation.



(a)	~~W. P. Carey 9/30/2017 10-Q~~– 11 Restricted cash is included within Other assets, net on our consolidated balance sheets.



(a)	~~W. P. Carey 9/30/2017 10-Q~~– 15 Amounts represent revenues from contracts under ASC 606.



Managed Program	Rate	Payable	Description
~~CPA~~^®:CPA:17 – Global	0.5% – 1.75%	~~2016 50% in~~In shares of its common stock and/or cash, ~~and 50%~~at the option of CPA:17 – Global; payable in shares of its common ~~stock; 2017~~stock through May 31, 2018; payable in ~~shares~~cash effective as of ~~its common stock~~June 1, 2018 in light of the Proposed Merger	Rate depends on the type of investment and is based on the average market or average equity value, as applicable
~~CPA~~^®:CPA:18 – Global	0.5% – 1.5%	In shares of its Class A common stock and/or cash, at the option of CPA:18 – Global; payable in shares of its Class A common stock for 2018 and 2017	Rate depends on the type of investment and is based on the average market or average equity value, as applicable
CWI 1	0.5%	~~2016 in cash; 2017~~In shares of its common stock and/or cash, at our election; payable in shares of its common stock for 2018 and 2017	Rate is based on the average market value of the investment; we are required to pay 20% of the asset management revenue we receive to the subadvisor
CWI 2	0.55%	In shares of its Class A common stock and/or cash, at our election; payable in shares of its Class A common stock for 2018 and 2017	Rate is based on the average market value of the investment; we are required to pay 25% of the asset management revenue we receive to the subadvisor
CCIF	1.75% – 2.00%	In cash, prior to our resignation as the advisor to CCIF, effective September 11, 2017 (Note 1)	Based on the average of gross assets at fair value; we were required to pay 50% of the asset management revenue we received to the subadvisor
CESH I	1.0%	In cash	Based on gross assets at fair value



~~Managed Program~~	~~Rate~~	~~Payable~~	~~Description~~
~~CWI 2 Class A Shares~~	~~January 1, 2016 through March 31, 2017: $0.70~~ ~~April 27, 2017 through July 31, 2017: $0.84~~ ^(a)	~~In cash upon share settlement; 100% re-allowed to broker-dealers~~	~~Per share sold~~
~~CWI 2 Class T Shares~~	~~January 1, 2016 through March 31, 2017: $0.19~~ ~~April 27, 2017 through July 31, 2017: $0.23~~^(a)	~~In cash upon share settlement; 100% re-allowed to broker-dealers~~	~~Per share sold~~
~~CCIF Feeder Funds~~	~~Through September 10, 2017:~~ ~~0% – 3%~~ ^(b)	~~In cash upon share settlement; 100% re-allowed to broker-dealers~~	Based on the selling price of each share sold; the offering for Carey Credit Income Fund 2016 T (known as Guggenheim Credit Income Fund 2016 T since October 23, 2017), or CCIF 2016 T, closed on April 28, 2017
~~CESH I~~	~~Up to 7.0% of gross offering proceeds~~ ^(a)	~~In cash upon limited partnership unit settlement; 100% re-allowed to broker-dealers~~	~~Based on the selling price of each limited partnership unit sold~~


~~(a)~~	After the end of active fundraising by Carey Financial on June 30, 2017, we facilitated the orderly processing of sales in the offerings of CWI 2 and CESH I through July 31, 2017, which then closed their respective offerings on that date.


~~(b)~~	~~In August 2017, we resigned as the advisor to CCIF, and our advisory agreement with CCIF was terminated, effective as of September 11, 2017.~~


~~(a)~~	In connection with the end of active fundraising by Carey Financial on June 30, 2017, CWI 2 and CESH I facilitated the orderly processing of sales through July 31, 2017 and closed their respective offerings on that date.



	W. P. Carey 6/30/2018 10-Q– 1



	W. P. Carey 9/6/30/~~2017~~2018 10-Q – 12



	W. P. Carey 9/6/30/~~2017~~2018 10-Q – 23



	W. P. Carey 9/6/30/~~2017~~2018 10-Q – 34


~~(b)~~	In connection with our resignation as advisor to CCIF in August 2017, our dealer manager agreement was assigned to Guggenheim. As a result, our liability to the selected dealers and the corresponding receivable from CCIF was removed.


	Interest Rate at September 30, 2017		Maturity Date at September 30, 2017		Maximum Loan Amount Authorized at September 30, 2017		Principal Outstanding Balance at ^(a)					Interest Rate at June 30, 2018		Maturity Date at June 30, 2018	Maximum Loan Amount Authorized at June 30, 2018			Principal Outstanding Balance at ^(a)
Managed Program				September 30, 2017			December 31, 2016				June 30, 2018			Maturity Date at June 30, 2018	Maximum Loan Amount Authorized at June 30, 2018		December 31, 2017
CWI 1 ^{(b) (c) (d)}	Interest Rate at September 30, 2017	LIBOR + 1.00%	Maturity Date at September 30, 2017		Maximum Loan Amount Authorized at September 30, 2017	6/30/2018; 12/31/2018	$	100,000	$	97,835		Interest Rate at June 30, 2018	$	—
CPA^®:18 – Global ^{(b) (e)}	LIBOR + 1.00%		10/31/2017; 5/15/2018		50,000		19,000		27,500
CWI 1 ^(b)												LIBOR + 1.00%		9/30/2018; 12/31/2018	$	100,000		$	41,637	$	68,637
CESH I ^(b)	LIBOR + 1.00%		5/3/2018; 5/9/2018		35,000		14,461		—			LIBOR + 1.00%		5/3/2019; 5/9/2019	35,000			14,461		14,461
CPA:18 – Global												N/A		N/A	50,000			—		—
CWI 2 ^(f)	N/A		N/A		N/A		—		210,000			N/A		N/A	25,000			—		—
							$	131,296	$	237,500								$	56,098	$	83,098


(a)	Amounts exclude accrued interest of $1.8 million and $0.9 million ~~and $0.1 million~~ at ~~September~~June 30, ~~2017~~2018 and December 31, ~~2016,~~2017, respectively.


~~(c)~~	~~We entered into a secured credit facility with CWI 1 in September 2017, comprised of a $75.0 million bridge loan to facilitate an acquisition and a $25.0 million revolving working capital facility.~~


~~(d)~~	~~In October 2017, CWI 1 repaid $29.2 million, in aggregate, of the loans outstanding to us at September 30, 2017 (Note 17~~).


~~(e)~~	~~In October 2017, CPA~~^®~~:18 – Global repaid in full the amount outstanding to us at September 30, 2017 (Note 17~~).


~~(f)~~	~~In October 2017, we entered into a secured $25.0 million revolving working capital facility with CWI 2 (Note 17~~).



	September 30, 2017		December 31, 2016
Real estate, net	$	6,146	$	—
Intangible assets, net	4,450		—
Net investments in direct financing leases	—		26,247
Assets held for sale	$	10,596	$	26,247


	Number of Tenants / Obligors at		Carrying Value at				Number of Tenants / Obligors at		Carrying Value at
Internal Credit Quality Indicator	September 30, 2017	December 31, 2016	September 30, 2017		December 31, 2016		June 30, 2018	December 31, 2017	June 30, 2018		December 31, 2017
1 - 3	24	27	$	604,081	$	621,955	26	24	$	631,831	$	608,101
4	8	5	123,173		70,811		6	8	83,394		123,477
5	—	1	—		1,644		—	—	—		—
			$	727,254	$	694,410			$	715,225	$	731,578


	% of Outstanding Interests Owned at				Carrying Amount of Investment at				% of Outstanding Interests Owned at				Carrying Amount of Investment at
Fund	September 30, 2017		December 31, 2016		September 30, 2017		December 31, 2016		June 30, 2018		December 31, 2017		June 30, 2018		December 31, 2017
CPA^®:17 – Global	3.996	%	3.456	%	$	120,464	$	99,584
CPA^®:17 – Global operating partnership	0.009	%	0.009	%	—		—
CPA^®:18 – Global	2.298	%	1.616	%	25,812		17,955
CPA^®:18 – Global operating partnership	0.034	%	0.034	%	209		209
CPA:17 – Global ^(a)									4.571	%	4.186	%	$	133,843	$	125,676
CPA:17 – Global operating partnership									0.009	%	0.009	%	—		—
CPA:18 – Global ^(a)									3.000	%	2.540	%	33,008		28,433
CPA:18 – Global operating partnership									0.034	%	0.034	%	209		209
CWI 1(a)	1.882	%	1.109	%	23,351		11,449		2.597	%	2.119	%	33,095		26,810
CWI 1 operating partnership	0.015	%	0.015	%	186		—		0.015	%	0.015	%	186		186
CWI 2(a)	1.541	%	0.773	%	14,171		5,091		2.304	%	1.786	%	21,018		16,495
CWI 2 operating partnership	0.015	%	0.015	%	300		300		0.015	%	0.015	%	300		300
CCIF ^(a)	—	%	13.322	%	—		23,528
CESH I ^(b)	2.430	%	2.431	%	3,110		2,701		2.430	%	2.430	%	3,666		3,299
					$	187,603	$	160,817					$	225,325	$	201,408


			Carrying Value at						Carrying Value at
Lessee	Co-owner	Ownership Interest	September 30, 2017		December 31, 2016		Co-owner	Ownership Interest	June 30, 2018		December 31, 2017
The New York Times Company(a)	CPA^®:17 – Global	45%	$	69,510	$	69,668	CPA:17 – Global	45%	$	69,115	$	69,401
Frontier Spinning Mills, Inc.	CPA^®:17 – Global	40%	24,147		24,138		CPA:17 – Global	40%	24,085		24,153
Beach House JV, LLC ^(a)(b)	Third Party	N/A	15,105		15,105		Third Party	N/A	15,105		15,105
ALSO Actebis GmbH ^(b)(c)	CPA^®:17 – Global	30%	12,072		11,205		CPA:17 – Global	30%	11,564		12,009
Jumbo Logistiek Vastgoed B.V. ^{(b) (c)}	CPA^®:17 – Global	15%	10,505		8,739
Jumbo Logistiek Vastgoed B.V. ^{(c) (d)}							CPA:17 – Global	15%	9,670		10,661
Wagon Automotive GmbH ^(b)(c)	CPA^®:17 – Global	33%	8,323		8,887		CPA:17 – Global	33%	7,700		8,386
Wanbishi Archives Co. Ltd. ^(d)(e)	CPA^®:17 – Global	3%	333		334		CPA:17 – Global	3%	1,058		334
			$	139,995	$	138,076			$	138,297	$	140,049


(a)	In January 2018, this tenant exercised its option to repurchase the property it is leasing from the jointly owned investment with our affiliate, CPA:17 – Global, for $250.0 million (our proportionate share would be $112.5 million). There can be no assurance that such repurchase will be completed.


(b)	This investment is in the form of a preferred equity interest.


~~(b)~~(c)	The carrying value of this investment is affected by fluctuations in the exchange rate of the euro.


~~(d)~~(e)	The carrying value of this investment is affected by fluctuations in the exchange rate of the yen. In January 2018, we contributed $0.7 million to this jointly owned investment in connection with the repayment of the non-recourse mortgage loan encumbering the investment.


(c)	We determined the estimated fair value of the Senior Unsecured ~~Senior~~ Notes using ~~quoted~~observed market prices in an open market with limited trading volume, where available. In cases where there was no trading volume, we determined the estimated fair value using a discounted cash flow model using a rate that reflects the average yield of similar market participants.volume.


Derivatives Designated as Hedging Instruments	Balance Sheet Location	Asset Derivatives Fair Value at				Liability Derivatives Fair Value at						Balance Sheet Location	Asset Derivatives Fair Value at				Liability Derivatives Fair Value at
Derivatives Designated as Hedging Instruments	Balance Sheet Location	September 30, 2017		December 31, 2016		September 30, 2017			December 31, 2016			Balance Sheet Location	June 30, 2018		December 31, 2017		June 30, 2018			December 31, 2017
Foreign currency forward contracts	Other assets, net	$	15,636	$	37,040	$	—		$	—		Other assets, net	$	15,039	$	12,737	$	—		$	—
Foreign currency collars	Other assets, net	5,837		17,382		—			—			Other assets, net	5,899		4,931		—			—
Interest rate swaps	Other assets, net	227		190		—			—			Other assets, net	1,359		523		—			—
Interest rate cap	Other assets, net	24		45		—			—			Other assets, net	6		20		—			—
Foreign currency collars	Accounts payable, accrued expenses and other liabilities	—		—		(4,472		)	—			Accounts payable, accrued expenses and other liabilities	—		—		(3,938		)	(6,805		)
Interest rate swaps	Accounts payable, accrued expenses and other liabilities	—		—		(1,822		)	(2,996		)	Accounts payable, accrued expenses and other liabilities	—		—		(305		)	(1,108		)
Derivatives Not Designated as Hedging Instruments
Stock warrants	Other assets, net	3,551		3,752		—			—			Other assets, net	3,886		3,685		—			—
Interest rate swap ^(a)	Other assets, net	14		9		—			—			Other assets, net	20		19		—			—
Total derivatives		$	25,289	$	58,418	$	(6,294	)	$	(2,996	)		$	26,209	$	21,915	$	(4,243	)	$	(7,913	)


(a)	This interest rate swap does not qualify for hedge accounting; however, it does protect against fluctuations in interest rates related to the underlying variable-rate debt.


	Amount of Gain (Loss) Recognized on Derivatives in Other Comprehensive Income (Loss) (Effective Portion) ^(a)												Amount of Gain (Loss) Recognized on Derivatives in Other Comprehensive (Loss) Income (Effective Portion) ^(a)
	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended June 30,						Six Months Ended June 30,
Derivatives in Cash Flow Hedging Relationships	2017			2016			2017			2016			2018			2017			2018			2017
Foreign currency collars	$	(5,398	)	$	(439	)	$	(16,002	)	$	3,618		$	9,999		$	(8,146	)	$	3,850		$	(10,604	)
Foreign currency forward contracts	(4,752		)	(3,622		)	(16,422		)	(7,830		)	3,306			(8,034		)	142			(11,670		)
Interest rate swaps	250			961			779			(1,536		)	414			(20		)	1,420			529
Interest rate caps	(17		)	(29		)	(26		)	(21		)
Interest rate cap													(4		)	(15		)	(11		)	(9		)
Derivatives in Net Investment Hedging Relationships^(b)
Foreign currency forward contracts	(1,171		)	(2,200		)	(5,347		)	(3,357		)	1,913			(195		)	2,316			(4,176		)
Total	$	(11,088	)	$	(5,329	)	$	(37,018	)	$	(9,126	)	$	15,628		$	(16,410	)	$	7,717		$	(25,930	)


		Amount of Gain (Loss) on Derivatives Reclassified from Other Comprehensive Income (Loss) (Effective Portion)													Amount of Gain (Loss) on Derivatives Reclassified from Other Comprehensive (Loss) Income (Effective Portion)
Derivatives in Cash Flow Hedging Relationships	Location of Gain (Loss) Recognized in Income	Three Months Ended September 30,						Nine Months Ended September 30,						Location of Gain (Loss) Recognized in Income	Three Months Ended June 30,						Six Months Ended June 30,
Derivatives in Cash Flow Hedging Relationships	Location of Gain (Loss) Recognized in Income	2017			2016			2017			2016			Location of Gain (Loss) Recognized in Income	2018			2017			2018			2017
Foreign currency forward contracts	Other income and (expenses)	$	1,454		$	1,773		$	5,336		$	5,163		Other gains and (losses)	$	1,622		$	1,692		$	2,804		$	3,882
Foreign currency collars	Other income and (expenses)	735			654			3,154			1,259			Other gains and (losses)	167			1,164			574			2,419
Interest rate swaps and caps	Interest expense	(286		)	(512		)	(1,024		)	(1,578		)
Interest rate swaps and cap														Interest expense	(40		)	(340		)	(251		)	(738		)
Total		$	1,903		$	1,915		$	7,466		$	4,844			$	1,749		$	2,516		$	3,127		$	5,563