Global Net Lease, Inc. (NYSE:GNL) ("GNL" or the "Company") and Modiv Industrial, Inc. (NYSE:MDV) ("Modiv" ) announced today that the two companies have entered into a definitive merger agreement under which GNL will acquire Modiv in an all-stock transaction valued at an enterprise value of approximately $535 million. The transaction, once completed, will provide GNL with an attractive portfolio of high-quality mission-critical industrial properties across the United States while also providing Modiv stockholders with an immediate 25% expected increase in annual dividends and the opportunity to participate in the future growth of the combined company.

The transaction is expected to be immediately 4% accretive to GNL's AFFO per share while remaining leverage neutral, fully preserving GNL's balance sheet strength and financial flexibility. GNL intends to fully repay all of Modiv's existing balance sheet debt and pay off Modiv's preferred stock using its Revolving Credit Facility and cash on hand, requiring no external capital to complete the transaction.

Under the terms of the merger agreement, which has been approved by the boards of directors of both companies, holders of Modiv common stock and operating partnership units ("OP units") will receive 1.975 newly-issued shares of GNL common stock or OP units for each share of Modiv common stock or OP unit they hold at the closing of the transaction, representing a total consideration of approximately $18.82 per Modiv share based on GNL's closing share price as of May 1, 2026. This represents a 17% premium to Modiv's closing share price on May 1, 2026, the last full trading day prior to the transaction announcement, and a 28% premium to Modiv's unaffected share price prior to its January 20, 2026 strategic update. Upon the closing of the transaction, existing GNL stockholders are expected to own approximately 89% of the combined company and Modiv stockholders are expected to own approximately 11%.