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United States
Securities and Exchange Commission
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report: November 4, 2024
(Date of Earliest Event Reported)
REALTY INCOME CORPORATION
(Exact name of registrant as specified in its charter)
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Maryland | | 1-13374 | | 33-0580106 |
(State or Other Jurisdiction of Incorporation or Organization) | | (Commission File Number) | | (IRS Employer Identification No.) |
11995 El Camino Real, San Diego, California 92130
(Address of principal executive offices)
(858) 284-5000
(Registrant’s telephone number, including area code)
N/A
(former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class | Trading Symbol(s) | Name of Each Exchange On Which Registered |
Common Stock, $0.01 Par Value | O | New York Stock Exchange |
1.125% Notes due 2027 | O27A | New York Stock Exchange |
1.875% Notes due 2027 | O27B | New York Stock Exchange |
5.000% Notes due 2029 | O29B | New York Stock Exchange |
1.625% Notes due 2030 | O30 | New York Stock Exchange |
4.875% Notes due 2030 | O30A | New York Stock Exchange |
5.750% Notes due 2031 | O31A | New York Stock Exchange |
1.750% Notes due 2033 | O33A | New York Stock Exchange |
5.125% Notes due 2034 | O34 | New York Stock Exchange |
6.000% Notes due 2039 | O39 | New York Stock Exchange |
5.250% Notes due 2041 | O41 | New York Stock Exchange |
2.500% Notes due 2042 | O42 | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company | ☐ |
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. | ☐ |
Item 2.02 Results of Operations and Financial Condition.
On November 4, 2024, Realty Income Corporation (the “Company”) issued a press release setting forth its results of operations for the three and nine months ended September 30, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. This information, including the information contained in the press release, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is not incorporated by reference into any of the Company’s filings, whether made before or after the date hereof, regardless of any general incorporation language in any such filing.
Additionally, on November 4, 2024, the Company made available on its website a financial supplement containing operating and financial data of the Company (“Supplemental Operating and Financial Data”) for the three and nine months ended September 30, 2024, and such Supplemental Operating and Financial Data is furnished as Exhibit 99.2 hereto. The Supplemental Operating and Financial Data included as Exhibit 99.2 to this report is being furnished pursuant to this Item 2.02 of Form 8-K and is also being furnished under Item 7.01—“Regulation FD Disclosure” of Form 8-K, and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act and is not incorporated by reference into any of the Company’s filings, whether made before or after the date hereof, regardless of any general incorporation language in any such filing.
Item 7.01 Regulation FD Disclosure.
On November 4, 2024, the Company made available on its website a financial supplement containing operating and financial data of the Company (“Supplemental Operating and Financial Data”) for the three and nine months ended September 30, 2024, and such Supplemental Operating and Financial Data is furnished as Exhibit 99.2 hereto. The Supplemental Operating and Financial Data included as Exhibit 99.2 to this report is being furnished pursuant to this Item 7.01 of Form 8-K and is also being furnished under Item 2.02—“Results of Operations and Financial Condition” of Form 8-K, and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act and is not incorporated by reference into any of the Company’s filings, whether made before or after the date hereof, regardless of any general incorporation language in any such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
104 The Form 8-K cover page, formatted in Inline Extensible Business Reporting Language and included as Exhibit 101
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Dated: November 4, 2024 | REALTY INCOME CORPORATION |
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| By: | /s/ JONATHAN PONG |
| | Jonathan Pong |
| | Executive Vice President, Chief Financial Officer and Treasurer |
Exhibit 99.1
REALTY INCOME ANNOUNCES OPERATING RESULTS FOR
THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024
SAN DIEGO, CALIFORNIA, November 4, 2024....Realty Income Corporation (Realty Income, NYSE: O), The Monthly Dividend Company®, today announced operating results for the three and nine months ended September 30, 2024. All per share amounts presented in this press release are on a diluted per common share basis unless stated otherwise.
COMPANY HIGHLIGHTS:
For the three months ended September 30, 2024:
•Net income available to common stockholders was $261.8 million, or $0.30 per share
•AFFO available to common shareholders was $915.6 million, or $1.05 per share
•Invested $740.1 million at an initial weighted average cash yield of 7.4%
•Net Debt to Annualized Pro Forma Adjusted EBITDAre was 5.4x
•Raised $271.0 million from the sale of common stock, primarily through our At-The-Market (ATM) program, at a weighted average price of $62.25
•ATM forward agreements for a total of 17.0 million shares remain unsettled with total expected net proceeds of approximately $968.7 million, of which 0.2 million shares were executed in October 2024
•Issued $500.0 million of 5.375% senior unsecured notes due 2054, £350.0 million of 5.000% senior unsecured notes due 2029, and £350.0 million of 5.250% senior unsecured notes due 2041
•Achieved a rent recapture rate of 105.0% on properties re-leased
•Celebrated our 30-year anniversary as a New York Stock Exchange ("NYSE") listed company
CEO Comments
“Our third quarter results reflect disciplined execution of our strategy and the inherent benefits of our global platform,” said Sumit Roy, Realty Income's President and Chief Executive Officer. “Supported by improvements in the investment environment and solid operating results, we see a robust pipeline of opportunities. As a result, we’re pleased to increase our 2024 investment volume guidance to approximately $3.5 billion and raise the low-end of our AFFO per share guidance to a range of $4.17 to $4.21 per share, reflecting a 4.8% growth at the mid-point of the range. Looking ahead, Realty Income is pursuing a wide range of growth opportunities, including capital diversification initiatives to further enhance the reach and scale of our proven platform.”
Select Financial Results
The following summarizes our select financial results (dollars in millions, except per share data).
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| | Three months ended September 30, | | Nine months ended September 30, |
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Total revenue | | $ | 1,330.9 | | $ | 1,039.1 | | $ | 3,930.8 | | $ | 3,002.7 |
Net income available to common stockholders (1) (2) | | $ | 261.8 | | $ | 233.5 | | $ | 648.3 | | $ | 653.9 |
Net income per share | | $ | 0.30 | | $ | 0.33 | | $ | 0.75 | | $ | 0.96 |
Funds from operations available to common stockholders (FFO) (3) | | $ | 854.9 | | $ | 736.1 | | $ | 2,569.7 | | $ | 2,108.4 |
FFO per share | | $ | 0.98 | | $ | 1.04 | | $ | 2.99 | | $ | 3.09 |
Normalized funds from operations available to common stockholders (Normalized FFO) (3) | | $ | 863.5 | | $ | 739.0 | | $ | 2,675.2 | | $ | 2,113.0 |
Normalized FFO per share | | $ | 0.99 | | $ | 1.04 | | $ | 3.11 | | $ | 3.10 |
Adjusted funds from operations available to common stockholders (AFFO) (3) | | $ | 915.6 | | $ | 721.4 | | $ | 2,699.5 | | $ | 2,043.8 |
AFFO per share | | $ | 1.05 | | $ | 1.02 | | $ | 3.14 | | $ | 2.99 |
(1) The calculation to determine net income attributable to common stockholders includes provisions for impairment, gain on sales of real estate, and foreign currency gain and loss. These items can vary from quarter to quarter and can significantly impact net income available to common stockholders and period to period comparisons.
(2) Our financial results during the three and nine months ended September 30, 2024 were impacted by the following: (i) merger, transaction, and other costs of $8.6 million and $105.5 million, respectively, and (ii) provisions for impairment of $96.9 million and $282.9 million, respectively.
(3) FFO, Normalized FFO, and AFFO are non-GAAP financial measures. Normalized FFO is based on FFO and adjusted to exclude merger, transaction, and other costs and AFFO further adjusts Normalized FFO for unique revenue and expense items. Please see the Glossary for our definitions and explanations of how we utilize these metrics. Please see pages 10 and 11 herein for reconciliations to the most directly comparable GAAP measure.
Dividend Increases
In September 2024, we announced the 108th consecutive quarterly dividend increase, which is the 127th increase since our listing on the NYSE in 1994. The annualized dividend amount as of September 30, 2024 was $3.162 per share. The amount of monthly dividends paid per share increased 2.9% to $0.789 during the three months ended September 30, 2024, as compared to $0.767 for the same period in 2023, representing 75.1% of our diluted AFFO per share of $1.05 during the three months ended September 30, 2024.
Real Estate Portfolio Update
As of September 30, 2024, we owned or held interests in 15,457 properties, which were leased to 1,552 clients doing business in 90 industries. Our diversified portfolio of commercial properties under long-term, net lease agreements is actively managed with a weighted average remaining lease term of approximately 9.4 years. Our portfolio of commercial real estate has historically provided dependable rental revenue supporting the payment of monthly dividends. As of September 30, 2024, portfolio occupancy was 98.7% with 196 properties available for lease or sale, as compared to 98.8% for both periods as of June 30, 2024 and September 30, 2023, respectively. Our property-level occupancy rates exclude properties with ancillary leases only, such as cell towers and billboards, and properties with possession pending and include properties owned by unconsolidated joint ventures. Below is a summary of our portfolio activity for the periods indicated below:
Changes in Occupancy
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Three months ended September 30, 2024 | |
Properties available for lease at June 30, 2024 | 185 | |
Lease expirations (1) | 212 | |
Re-leases to same client | (131) | |
Re-leases to new client | (11) | |
Vacant dispositions | (59) | |
Properties available for lease at September 30, 2024 | 196 | |
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Nine months ended September 30, 2024 | |
Properties available for lease at December 31, 2023 | 193 | |
Lease expirations (1) | 642 | |
Re-leases to same client | (441) | |
Re-leases to new client | (32) | |
Vacant dispositions | (166) | |
Properties available for lease at September 30, 2024 | 196 | |
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(1)Includes scheduled and unscheduled expirations (including leases rejected in bankruptcy), as well as future expirations resolved in the periods indicated above.
During the three months ended September 30, 2024, the new annualized contractual rent on re-leases was $38.41 million, as compared to the previous annual rent of $36.57 million on the same units, representing a rent recapture rate of 105.0% on the units re-leased. We re-leased two units to new clients without a period of vacancy, and 14 units to new clients after a period of vacancy. Please see the Glossary for our definition of annualized contractual rent.
During the nine months ended September 30, 2024, the new annualized contractual rent on re-leases was $131.50 million, as compared to the previous annual rent of $125.39 million on the same units, representing a rent recapture rate of 104.9% on the units re-leased. We re-leased 16 units to new clients without a period of vacancy, and 29 units to new clients after a period of vacancy.
Investment Summary
The following table summarizes our investments in the U.S. and Europe for the periods indicated below:
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| Number of Properties | | Investment ($ in millions) | | Leasable Square Feet (in thousands) | | Initial Weighted Average Cash Yield (1) | | Weighted Average Term (Years) |
Three months ended September 30, 2024 | | | | | | | | | |
Acquisitions - U.S. real estate | 67 | | | $ | 267.2 | | | 1,651 | | | 7.4 | % | | 10.0 | |
Acquisitions - Europe real estate | 15 | | | 326.5 | | | 893 | | | 7.3 | % | | 7.5 | |
Total real estate acquisitions | 82 | | | $ | 593.7 | | | 2,544 | | | 7.4 | % | | 8.6 | |
Real estate properties under development (2) | 87 | | | 146.4 | | | 5,127 | | | 7.5 | % | | 15.6 | |
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Total investments (3) | 169 | | | $ | 740.1 | | | 7,671 | | | 7.4 | % | | 10.0 | |
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Nine months ended September 30, 2024 | | | | | | | | | |
Acquisitions - U.S. real estate | 87 | | | $ | 414.3 | | | 2,370 | | | 7.5 | % | | 13.4 | |
Acquisitions - Europe real estate | 29 | | | 744.4 | | | 2,457 | | | 7.8 | % | | 6.8 | |
Total real estate acquisitions | 116 | | | $ | 1,158.7 | | | 4,827 | | | 7.7 | % | | 9.1 | |
Real estate properties under development (2) | 184 | | | 607.7 | | | 6,671 | | | 7.3 | % | | 15.1 | |
Other investments (4) | — | | | 377.5 | | | — | | | 8.1 | % | | 6.0 | |
Total investments (5) | 300 | | | $ | 2,143.9 | | | 11,498 | | | 7.7 | % | | 10.1 | |
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(1)Initial weighted average cash yield is a supplemental operating measure. Cash income used in the calculation of initial weighted average cash yield for investments for the three and nine months ended September 30, 2024 includes $0.7 million and $1.2 million, respectively, received as settlement credits as reimbursement of free rent periods. Please see the Glossary for our definitions of Initial Weighted Average Cash Yield and Cash Income.
(2) The three months ended September 30, 2024 includes £15.4 million of Sterling-denominated investments, €14.3 million of Euro-denominated investments, and $6.5 million of investments in an unconsolidated U.S. data center joint venture, converted at the applicable exchange rates on the funding dates. The nine months ended September 30, 2024 includes £50.6 million of Sterling-denominated investments, €38.9 million of Euro-denominated investments, and $58.7 million of investments in an unconsolidated U.S. data center joint venture, converted at the applicable exchange rates on the funding dates.
(3) Clients we have invested in are 82.3% retail, 16.8% industrial, and 0.9% other based on cash income. Approximately 25% of the annualized cash income generated from acquisitions was from investment grade rated clients, their subsidiaries or affiliated companies at the date of acquisition. Please see the Glossary for our definition of Investment Grade Clients and Cash Income.
(4) For the nine months ended September 30, 2024, other investments relate to an investment in a senior secured note issued by a parent company of Asda based in the U.K.
(5) Clients we have invested in are 85.6% retail, 11.9% industrial, and 2.5% other based on cash income. Approximately 25% of the annualized cash income generated from acquisitions was from investment grade rated clients, their subsidiaries or affiliated companies at the date of acquisition.
Same Store Rental Revenue
The following summarizes our same store rental revenue for 13,499 and 11,574 properties under lease for the three and nine months ended September 30, 2024, respectively (dollars in millions):
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| Three months ended September 30, | | Nine months ended September 30, | | % Increase |
| 2024 | | 2023 | | 2024 | | 2023 | | Three Months | | Nine Months |
Same store rental revenue | $ | 1,001.9 | | | $ | 999.6 | | | $ | 2,518.5 | | | $ | 2,511.3 | | | 0.2 | % | | 0.3 | % |
For purposes of comparability, same store rental revenue is presented on a constant currency basis using the applicable exchange rate as of September 30, 2024. None of the properties in France, Germany, Ireland or Portugal met our Same Store Pool definition for the periods presented. Beginning with the second quarter of 2024, properties acquired through the merger with Spirit Realty Capital, Inc. ("Spirit") were considered under each element of our Same Store Pool criteria, except for the requirement that the property be owned for the full comparative period. If the property was owned by Spirit for the full comparative period and each of the other criteria were met, the property was included in our Same Store Pool. Accordingly, Spirit properties have been included in the Same Store Pool for the quarter and have been excluded for the year-to-date calculation. Please see the Glossary to see definitions of our Same Store Pool and Same Store Rental Revenue.
Property Dispositions
The following summarizes our property dispositions (dollars in millions):
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| Three months ended September 30, 2024 | | Nine months ended September 30, 2024 | | |
Properties sold | 92 | | | 214 | | | |
Net sales proceeds | $ | 249.5 | | | $ | 451.4 | | | |
Gain on sale of real estate | $ | 50.6 | | | $ | 92.3 | | | |
Liquidity and Capital Markets
Capital Raising
During the three months ended September 30, 2024, we raised $271.0 million of proceeds from the sale of common stock at a weighted average price of $62.25 per share, primarily through the sale of approximately 4.3 million shares of common stock pursuant to forward sale agreements through our ATM program. As of September 30, 2024, there were approximately 16.8 million shares of unsettled common stock subject to forward sale agreements through our ATM program, representing approximately $958.1 million in expected net proceeds and a weighted average initial gross price of $57.58 per share. ATM net sale proceed amounts assume full physical settlement of all outstanding shares of common stock, subject to such forward sale agreements and certain assumptions made with respect to settlement dates. As of November 4, 2024, ATM forward agreements for a total of 17.0 million shares remain unsettled with total expected net proceeds of approximately $968.7 million, of which 0.2 million shares were executed in October 2024.
In September 2024, we completed the acquisition of 42 properties by paying cash and by issuing 0.7 million common partnership units in Realty Income, LP, and recorded $46.5 million of contributions to non-controlling interests.
In August 2024, we issued $500.0 million of 5.375% senior unsecured notes due 2054 (the "2054 Notes"). The public offering price for the 2054 Notes was 98.374% of the principal amount for an effective semi-annual yield to maturity of 5.486%.
In September 2024, we issued £350.0 million of 5.000% senior unsecured notes due 2029 (the "2029 Notes") and £350.0 million of 5.250% senior unsecured notes due 2041 (the "2041 Notes"). The public offering price for the 2029 Notes was 99.139% of the principal amount for an effective annual yield to maturity of 5.199% and the public offering price for the 2041 Notes was 96.211% of the principal amount for an effective annual yield to maturity of 5.601%. Combined, the notes have a weighted average tenor of approximately 11.1 years, a weighted average effective annual yield to maturity of 5.400%, and a weighted average coupon rate of 5.125%.
Redemption of Preferred Stock
In September 2024, we redeemed all 6.9 million shares outstanding of our 6.000% Series A Cumulative Redeemable Preferred Stock at a redemption price of $25.00 per share, plus accrued and unpaid dividends. The excess of the $25.00 liquidation price per share over the carrying value of the preferred stock redeemed resulted in a loss on redemption of $5.1 million for the three months ended September 30, 2024.
Liquidity
As of September 30, 2024, we had $5.2 billion of liquidity, which consists of cash and cash equivalents of $397.0 million, unsettled ATM forward equity of $958.1 million, and $3.8 billion of availability under our $4.25 billion unsecured revolving credit facility, net of $427.5 million of borrowing on the revolving credit facility. We use our unsecured revolving credit facility as a liquidity backstop for the repayment of the notes issued under our commercial paper programs.
Earnings Guidance
Summarized below are approximate estimates of the key components of our 2024 earnings guidance.
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| | Prior 2024 Guidance (1) | | Revised 2024 Guidance |
Net income per share (2) | | $1.21 - $1.30 | | $1.15 - $1.20 |
Real estate depreciation and impairments per share | | $2.92 | | $2.96 |
Other adjustments per share (3) | | $0.06 | | $0.05 |
Normalized FFO per share (2)(4) | | $4.19 - $4.28 | | $4.16 - $4.21 |
AFFO per share (4) | | $4.15 - $4.21 | | $4.17 - $4.21 |
Same store rent growth (5) | | Approx 1.0% | | Approx 1.0% |
Occupancy | | Over 98% | | Over 98% |
Cash G&A expenses (% of revenues) (6)(7) | | Approx 3.0% | | Approx 3.0% |
Property expenses (non-reimbursable) (% of revenues) (6) | | 1.0% - 1.5% | | 1.2% - 1.5% |
Income tax expenses | | $65 - $75 million | | $65 - $75 million |
Investment volume (8) | | Approx $3.0 billion | | Approx $3.5 billion |
Disposition volume | | $400 - $500 million | | $550 - $600 million |
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(1) As issued on August 5, 2024. |
(2) Net income per share and Normalized FFO per share include non-cash interest expense impact related to the Spirit merger. |
(3) Includes gain on sales of properties and merger, transaction, and other costs. |
(4) Normalized FFO per share and AFFO per share exclude merger, transaction, and other costs. Per share amounts may not add due to rounding. |
(5) Consistent with prior quarters, the full year Same Store Pool does not include the Spirit portfolio. Reserve reversals recognized in 2023 represent an approximately 30 basis point headwind to same store rent growth in 2024. |
(6) Revenue excludes contractually obligated reimbursements by our clients. Cash G&A expenses exclude stock-based compensation expense. |
(7) G&A expenses inclusive of stock-based compensation expense as a percentage of rental revenue, excluding reimbursements, is expected to be approximately 3.4% - 3.7% in 2024. |
(8) Investment volume excludes merger with Spirit, which closed January 23, 2024. |
Conference Call Information
In conjunction with the release of our operating results, we will host a conference call on November 5, 2024 at 11:00 a.m. PDT to discuss the operating results. To access the conference call, dial (833) 816-1264 (United States) or (412) 317-5632 (International). When prompted, please ask for the Realty Income conference call.
A telephone replay of the conference call can also be accessed by calling (877) 344-7529 (United States) or (412) 317-0088 (International) and entering the conference ID 6281798. The telephone replay will be available through November 12, 2024.
A live webcast will be available in listen-only mode by clicking on the webcast link on the company’s home page at www.realtyincome.com. A replay of the conference call webcast will be available approximately one hour after the conclusion of the live broadcast. No access code is required for this replay.
Supplemental Materials and Sustainability Report
Supplemental Operating and Financial Data for the three and nine months ended September 30, 2024 is available on our corporate website at www.realtyincome.com/investors/quarterly-and-annual-results.
The Sustainability Report for the year ended December 31, 2023 is available on our corporate website at https://esg.realtyincome.com/sustainability/esg-reporting. Our Green Financing Framework is also available on our corporate website at esg.realtyincome.com/indicators/green_financing.
About Realty Income
Realty Income (NYSE: O), an S&P 500 company, is real estate partner to the world's leading companies. Founded in 1969, we invest in diversified commercial real estate and have a portfolio of over 15,450 properties in all 50 U.S. states, the U.K., and six other countries in Europe. We are known as “The Monthly Dividend Company®,” and have a mission to invest in people and places to deliver dependable monthly dividends that increase over time. Since our founding, we have declared 652 consecutive monthly dividends and are a member of the S&P 500 Dividend Aristocrats® index for having increased our dividend for the last 30 consecutive years. Additional information about the company can be found at www.realtyincome.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended. When used in this press release, the words “estimated,” “anticipated,” “expect,” “believe,” “intend,” “continue,” “should,” “may,” “likely,” “plans,” and similar expressions are intended to identify forward-looking statements. Forward-looking statements include discussions of our business and portfolio; growth strategies and intentions to acquire or dispose of properties (including geographies, timing, partners, clients and terms); re-leases, re-development and speculative development of properties and expenditures related thereto; future operations and results; the announcement of operating results, strategy, plans, and the intentions of management; guidance; settlement of shares of common stock sold pursuant to forward sale confirmations under our ATM program; dividends, including the amount, timing and payments of dividends related thereto; and trends in our business, including trends in the market for long-term leases of freestanding, single-client properties. Forward-looking statements are subject to risks, uncertainties, and assumptions about us, which may cause our actual future results to differ materially from expected results. Some of the factors that could cause actual results to differ materially are, among others, our continued qualification as a real estate investment trust; general domestic and foreign business, economic, or financial conditions; competition; fluctuating interest and currency rates; inflation and its impact on our clients and us; access to debt and equity capital markets and other sources of funding (including the terms and partners of such funding); continued volatility and uncertainty in the credit markets and broader financial markets; other risks inherent in the real estate business including our clients' solvency, client defaults under leases, increased client bankruptcies, potential liability relating to environmental matters, illiquidity of real estate investments, and potential damages from natural disasters; impairments in the value of our real estate assets; changes in domestic and foreign income tax laws and rates; property ownership through joint ventures, partnerships and other arrangements which may limit control of the underlying investments; epidemics or pandemics including measures taken to limit their spread, the impacts on us, our business, our clients, and the economy generally; the loss of key personnel; the outcome of any legal proceedings to which we are a party or which may occur in the future; acts of terrorism and war; the anticipated benefits from mergers and acquisitions including from the merger with Spirit; and those additional risks and factors discussed in our reports filed with the U.S. Securities and Exchange Commission. Readers are cautioned not to place undue reliance on forward-looking statements. Forward-looking
statements are not guarantees of future plans and performance and speak only as of the date of this press release. Actual plans and operating results may differ materially from what is expressed or forecasted in this press release and forecasts made in the forward-looking statements discussed in this press release might not materialize. We do not undertake any obligation to update forward-looking statements or publicly release the results of any forward-looking statements that may be made to reflect events or circumstances after the date these statements were made.
Investor Relations:
Steve Bakke
Senior Vice President, Corporate Finance
+1 858 284 5425
sbakke@realtyincome.com
Kelsey Mueller
Vice President, Investor Relations
+1 858 284 5023
kmueller@realtyincome.com
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share amounts) (unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three months ended September 30, | | Nine months ended September 30, |
| | 2024 | | 2023 | | 2024 | | 2023 |
REVENUE | | | | | | | | |
Rental (including reimbursable) (1) | | $ | 1,271,153 | | | $ | 1,008,862 | | | $ | 3,764,050 | | | $ | 2,929,440 | |
Other | | 59,762 | | | 30,242 | | | 166,793 | | | 73,268 | |
Total revenue | | 1,330,915 | | | 1,039,104 | | | 3,930,843 | | | 3,002,708 | |
EXPENSES | | | | | | | | |
Depreciation and amortization | | 602,339 | | | 495,566 | | | 1,788,973 | | | 1,419,321 | |
Interest | | 261,261 | | | 184,121 | | | 748,806 | | | 522,110 | |
Property (including reimbursable) | | 92,154 | | | 70,981 | | | 281,366 | | | 235,081 | |
General and administrative | | 41,869 | | | 35,525 | | | 127,781 | | | 106,521 | |
Provisions for impairment | | 96,920 | | | 16,808 | | | 282,867 | | | 59,801 | |
Merger, transaction, and other costs | | 8,610 | | | 2,884 | | | 105,468 | | | 4,532 | |
| | | | | | | | |
Total expenses | | 1,103,153 | | | 805,885 | | | 3,335,261 | | | 2,347,366 | |
Gain on sales of real estate | | 50,563 | | | 7,572 | | | 92,290 | | | 19,675 | |
Foreign currency and derivative (loss) gain, net | | (1,672) | | | (2,813) | | | 2,885 | | | 4,957 | |
| | | | | | | | |
Equity in earnings of unconsolidated entities | | 5,087 | | | — | | | 5,440 | | | 411 | |
Other income, net | | 4,739 | | | 7,235 | | | 16,293 | | | 12,985 | |
Income before income taxes | | 286,479 | | | 245,213 | | | 712,490 | | | 693,370 | |
Income taxes | | (15,355) | | | (11,336) | | | (46,499) | | | (36,218) | |
Net income | | 271,124 | | | 233,877 | | | 665,991 | | | 657,152 | |
Net income attributable to noncontrolling interests | | (1,639) | | | (404) | | | (4,831) | | | (3,248) | |
Net income attributable to the Company | | 269,485 | | | 233,473 | | | 661,160 | | | 653,904 | |
Preferred stock dividends | | (2,588) | | | — | | | (7,763) | | | — | |
Excess of redemption value over carrying value of preferred shares redeemed | | (5,116) | | | — | | | (5,116) | | | — | |
Net income available to common stockholders | | $ | 261,781 | | | $ | 233,473 | | | $ | 648,281 | | | $ | 653,904 | |
Funds from operations available to common stockholders (FFO) | | $ | 854,926 | | | $ | 736,146 | | | $ | 2,569,742 | | | $ | 2,108,422 | |
Normalized funds from operations available to common stockholders (Normalized FFO) | | $ | 863,536 | | | $ | 739,030 | | | $ | 2,675,210 | | | $ | 2,112,954 | |
Adjusted funds from operations available to common stockholders (AFFO) | | $ | 915,572 | | | $ | 721,370 | | | $ | 2,699,517 | | | $ | 2,043,836 | |
Per share information for common stockholders: | | | | | | | | |
Net income available to common stockholders per common share, basic and diluted: | | $ | 0.30 | | | $ | 0.33 | | | $ | 0.75 | | | $ | 0.96 | |
| | | | | | | | |
| | | | | | | | |
FFO per common share, basic and diluted: | | $ | 0.98 | | | $ | 1.04 | | | $ | 2.99 | | | $ | 3.09 | |
| | | | | | | | |
| | | | | | | | |
Normalized FFO per common share: | | | | | | | | |
Basic | | $ | 0.99 | | | $ | 1.04 | | | $ | 3.12 | | | $ | 3.10 | |
Diluted | | $ | 0.99 | | | $ | 1.04 | | | $ | 3.11 | | | $ | 3.10 | |
AFFO per common share: | | | | | | | | |
Basic | | $ | 1.05 | | | $ | 1.02 | | | $ | 3.14 | | | $ | 3.00 | |
Diluted | | $ | 1.05 | | | $ | 1.02 | | | $ | 3.14 | | | $ | 2.99 | |
Cash dividends paid per common share | | $ | 0.7890 | | | $ | 0.7665 | | | $ | 2.3350 | | | $ | 2.2830 | |
| | | | | | | | |
(1) Includes rental revenue (reimbursable) of $74.3 million and $61.3 million for the three months ended September 30, 2024 and 2023, respectively, and $227.6 million and $208.6 million for the nine months ended September 30, 2024 and 2023, respectively. Additionally, it includes reserves to rental revenue, exclusive of non-cash reserves, of $7.0 million and $16.2 million for the three and nine months ended September 30, 2024, respectively, and reserve reversals to rental revenue, exclusive of non-cash reserves of $2.6 million and $7.1 million for the three and nine months ended September 30, 2023, respectively.
FUNDS FROM OPERATIONS (FFO) AND NORMALIZED FUNDS FROM OPERATIONS (Normalized FFO)
(in thousands, except per share amounts) (unaudited)
FFO and Normalized FFO are non-GAAP financial measures. Please see the Glossary for our definitions and explanations of how we utilize these metrics.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three months ended September 30, | | Nine months ended September 30, |
| | 2024 | | 2023 | | 2024 | | 2023 |
| | | | | | | | |
Net income available to common stockholders | | $ | 261,781 | | | $ | 233,473 | | | $ | 648,281 | | | $ | 653,904 | |
Depreciation and amortization | | 602,339 | | | 495,566 | | | 1,788,973 | | | 1,419,321 | |
Depreciation of furniture, fixtures and equipment | | (672) | | | (817) | | | (1,905) | | | (1,656) | |
Provisions for impairment of real estate | | 33,151 | | | 16,808 | | | 208,552 | | | 59,801 | |
Gain on sales of real estate | | (50,563) | | | (7,572) | | | (92,290) | | | (19,675) | |
Proportionate share of adjustments for unconsolidated entities | | 9,652 | | | — | | | 20,706 | | | (465) | |
FFO adjustments allocable to noncontrolling interests | | (762) | | | (1,312) | | | (2,575) | | | (2,808) | |
FFO available to common stockholders | | $ | 854,926 | | | $ | 736,146 | | | $ | 2,569,742 | | | $ | 2,108,422 | |
FFO allocable to dilutive noncontrolling interests | | 1,467 | | | 1,375 | | | 4,402 | | | 4,166 | |
Diluted FFO | | $ | 856,393 | | | $ | 737,521 | | | $ | 2,574,144 | | | $ | 2,112,588 | |
| | | | | | | | |
FFO available to common stockholders | | $ | 854,926 | | | $ | 736,146 | | | $ | 2,569,742 | | | $ | 2,108,422 | |
Merger, transaction, and other costs (1) | | 8,610 | | | 2,884 | | | 105,468 | | | 4,532 | |
Normalized FFO available to common stockholders | | $ | 863,536 | | | $ | 739,030 | | | $ | 2,675,210 | | | $ | 2,112,954 | |
Normalized FFO allocable to dilutive noncontrolling interests | | 1,467 | | | 1,375 | | | 4,402 | | | 4,166 | |
Diluted Normalized FFO | | $ | 865,003 | | | $ | 740,405 | | | $ | 2,679,612 | | | $ | 2,117,120 | |
| | | | | | | | |
FFO per common share, basic and diluted: | | $ | 0.98 | | | $ | 1.04 | | | $ | 2.99 | | | $ | 3.09 | |
| | | | | | | | |
| | | | | | | | |
Normalized FFO per common share: | | | | | | | | |
Basic | | $ | 0.99 | | | $ | 1.04 | | | $ | 3.12 | | | $ | 3.10 | |
Diluted | | $ | 0.99 | | | $ | 1.04 | | | $ | 3.11 | | | $ | 3.10 | |
Distributions paid to common stockholders | | $ | 687,144 | | | $ | 543,343 | | | $ | 1,999,858 | | | $ | 1,555,679 | |
FFO available to common stockholders in excess of distributions paid to common stockholders | | $ | 167,782 | | | $ | 192,803 | | | $ | 569,884 | | | $ | 552,743 | |
Normalized FFO available to common stockholders in excess of distributions paid to common stockholders | | $ | 176,392 | | | $ | 195,687 | | | $ | 675,352 | | | $ | 557,275 | |
Weighted average number of common shares used for FFO and Normalized FFO: | | | | | | | | |
Basic | | 870,665 | | | 709,165 | | | 858,679 | | | 681,419 | |
Diluted | | 873,974 | | | 711,338 | | | 861,300 | | | 683,925 | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
(1)During the three and nine months ended September 30, 2024, we incurred $8.6 million and $105.5 million, respectively, of merger, transaction, and other costs consisting primarily of $2.9 million and $99.8 million, respectively, of transaction and integration-related costs related to Spirit and $5.1 million for each of the respective periods related to the lease termination of a legacy corporate facility.
ADJUSTED FUNDS FROM OPERATIONS (AFFO)
(in thousands, except per share amounts) (unaudited)
AFFO is a non-GAAP financial measure. Please see the Glossary for our definition and an explanation of how we utilize this metric. Certain prior period amounts have been reclassified to conform to the current period presentation. These reclassifications had no impact on previously reported AFFO.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three months ended September 30, | | Nine months ended September 30, |
| | 2024 | | 2023 | | 2024 | | 2023 |
Net income available to common stockholders | | $ | 261,781 | | | $ | 233,473 | | | $ | 648,281 | | | $ | 653,904 | |
Cumulative adjustments to calculate Normalized FFO (1) | | 601,755 | | | 505,557 | | | 2,026,929 | | | 1,459,050 | |
Normalized FFO available to common stockholders | | 863,536 | | | 739,030 | | | 2,675,210 | | | 2,112,954 | |
| | | | | | | | |
Excess of redemption value over carrying value of preferred shares redeemed | | 5,116 | | | — | | | 5,116 | | | — | |
Amortization of share-based compensation | | 6,401 | | | 6,231 | | | 22,920 | | | 20,154 | |
Amortization of net debt discounts (premiums) and deferred financing costs | | 4,861 | | | (10,244) | | | 9,861 | | | (34,441) | |
| | | | | | | | |
Amortization of acquired interest rate swap value (2) | | 3,711 | | | — | | | 10,225 | | | — | |
Non-cash change in allowance for credit losses (3) | | 63,769 | | | — | | | 74,315 | | | — | |
| | | | | | | | |
Leasing costs and commissions | | (2,841) | | | (1,392) | | | (5,897) | | | (6,868) | |
| | | | | | | | |
Recurring capital expenditures | | (151) | | | (52) | | | (203) | | | (190) | |
Straight-line rent and expenses, net | | (43,930) | | | (42,791) | | | (136,377) | | | (113,239) | |
Amortization of above and below-market leases, net | | 12,973 | | | 24,939 | | | 41,053 | | | 61,967 | |
Proportionate share of adjustments for unconsolidated entities | | (2,152) | | | — | | | (1,770) | | | — | |
Other adjustments (4) | | 4,279 | | | 5,649 | | | 5,064 | | | 3,499 | |
AFFO available to common stockholders | | $ | 915,572 | | | $ | 721,370 | | | $ | 2,699,517 | | | $ | 2,043,836 | |
AFFO allocable to dilutive noncontrolling interests | | 1,467 | | | 1,357 | | | 4,413 | | | 4,170 | |
Diluted AFFO | | $ | 917,039 | | | $ | 722,727 | | | $ | 2,703,930 | | | $ | 2,048,006 | |
| | | | | | | | |
AFFO per common share: | | | | | | | | |
Basic | | $ | 1.05 | | | $ | 1.02 | | | $ | 3.14 | | | $ | 3.00 | |
Diluted | | $ | 1.05 | | | $ | 1.02 | | | $ | 3.14 | | | $ | 2.99 | |
| | | | | | | | |
Distributions paid to common stockholders | | $ | 687,144 | | | $ | 543,343 | | | $ | 1,999,858 | | | $ | 1,555,679 | |
AFFO available to common stockholders in excess of distributions paid to common stockholders | | $ | 228,428 | | | $ | 178,027 | | | $ | 699,659 | | | $ | 488,157 | |
Weighted average number of common shares used for AFFO: | | | | | | | | |
Basic | | 870,665 | | | 709,165 | | | 858,679 | | | 681,419 | |
Diluted | | 873,974 | | | 711,338 | | | 861,300 | | | 683,925 | |
(1)See Normalized FFO calculations on page 10 for reconciling items.
(2)Includes the amortization of the purchase price allocated to interest rate swaps acquired in the Spirit merger.
(3)Credit losses primarily consist of a financing receivable impairment for a client in the convenience store industry that defaulted on their lease payments to us.
(4)Includes non-cash foreign currency losses (gains) from remeasurement to USD, mark-to-market adjustments on investments and derivatives that are non-cash in nature, straight-line payments from cross-currency swaps, obligations related to financing lease liabilities, adjustments allocable to noncontrolling interests, and gains and losses on the sale of loans receivable.
HISTORICAL FFO AND AFFO
(in thousands, except per share amounts) (unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
For the three months ended September 30, | | 2024 | | 2023 | | 2022 | | 2021 | | 2020 |
Net income available to common stockholders | | $ | 261,781 | | | $ | 233,473 | | | $ | 219,567 | | | $ | 134,996 | | | $ | 22,904 | |
Depreciation and amortization, net of furniture, fixtures and equipment | | 601,667 | | | 494,749 | | | 418,505 | | | 198,602 | | | 168,927 | |
Provisions for impairment of real estate | | 33,151 | | | 16,808 | | | 1,650 | | | 11,011 | | | 105,095 | |
Gain on sales of real estate | | (50,563) | | | (7,572) | | | (42,883) | | | (12,094) | | | (13,736) | |
Proportionate share of adjustments for unconsolidated entities | | 9,652 | | | — | | | 717 | | | — | | | — | |
FFO adjustments allocable to noncontrolling interests | | (762) | | | (1,312) | | | (402) | | | (180) | | | (212) | |
FFO available to common stockholders | | $ | 854,926 | | | $ | 736,146 | | | $ | 597,154 | | | $ | 332,335 | | | $ | 282,978 | |
Merger, transaction, and other costs | | 8,610 | | | 2,884 | | | 3,746 | | | 16,783 | | | — | |
Normalized FFO available to common stockholders | | $ | 863,536 | | | $ | 739,030 | | | $ | 600,900 | | | $ | 349,118 | | | $ | 282,978 | |
FFO per diluted share | | $ | 0.98 | | | $ | 1.04 | | | $ | 0.97 | | | $ | 0.85 | | | $ | 0.82 | |
Normalized FFO per diluted share | | $ | 0.99 | | | $ | 1.04 | | | $ | 0.97 | | | $ | 0.89 | | | $ | 0.82 | |
AFFO available to common stockholders | | $ | 915,572 | | | $ | 721,370 | | | $ | 603,566 | | | $ | 356,837 | | | $ | 282,509 | |
AFFO per diluted share | | $ | 1.05 | | | $ | 1.02 | | | $ | 0.98 | | | $ | 0.91 | | | $ | 0.81 | |
Common stock dividends paid | | $ | 0.7890 | | | $ | 0.7665 | | | $ | 0.7425 | | | $ | 0.7065 | | | $ | 0.7005 | |
Weighted average diluted shares outstanding - FFO, Normalized FFO and AFFO | | 873,974 | | | 711,338 | | | 619,201 | | | 392,514 | | | 347,213 | |
| | | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
For the nine months ended September 30, | | 2024 | | 2023 | | 2022 | | 2021 | | 2020 |
Net income available to common stockholders | | $ | 648,281 | | | $ | 653,904 | | | $ | 642,143 | | | $ | 355,415 | | | $ | 277,555 | |
Depreciation and amortization, net of furniture, fixtures and equipment | | 1,787,068 | | | 1,417,665 | | | 1,230,737 | | | 563,932 | | | 501,562 | |
Provisions for impairment of real estate | | 208,552 | | | 59,801 | | | 16,379 | | | 30,977 | | | 123,442 | |
Gain on sales of real estate | | (92,290) | | | (19,675) | | | (93,611) | | | (35,396) | | | (53,565) | |
Proportionate share of adjustments for unconsolidated entities | | 20,706 | | | (465) | | | 12,812 | | | — | | | — | |
FFO adjustments allocable to noncontrolling interests | | (2,575) | | | (2,808) | | | (1,075) | | | (511) | | | (575) | |
FFO available to common stockholders | | $ | 2,569,742 | | | $ | 2,108,422 | | | $ | 1,807,385 | | | $ | 914,417 | | | $ | 848,419 | |
Merger, transaction, and other costs | | 105,468 | | | 4,532 | | | 12,994 | | | 30,081 | | | — | |
Normalized FFO available to common stockholders | | $ | 2,675,210 | | | $ | 2,112,954 | | | $ | 1,820,379 | | | $ | 944,498 | | | $ | 848,419 | |
FFO per diluted share | | $ | 2.99 | | | $ | 3.09 | | | $ | 2.99 | | | $ | 2.41 | | | $ | 2.48 | |
Normalized FFO per diluted share | | $ | 3.11 | | | $ | 3.10 | | | $ | 3.01 | | | $ | 2.49 | | | $ | 2.48 | |
AFFO available to common stockholders | | $ | 2,699,517 | | | $ | 2,043,836 | | | $ | 1,767,392 | | | $ | 1,002,706 | | | $ | 874,972 | |
AFFO per diluted share | | $ | 3.14 | | | $ | 2.99 | | | $ | 2.92 | | | $ | 2.64 | | | $ | 2.55 | |
Common stock dividends paid | | $ | 2.3350 | | | $ | 2.2830 | | | $ | 2.2230 | | | $ | 2.1150 | | | $ | 2.0920 | |
Weighted average diluted shares outstanding - FFO, Normalized FFO and AFFO | | 861,300 | | | 683,925 | | | 605,958 | | | 379,873 | | | 342,946 | |
| | | | | | | | | | |
ADJUSTED EBITDAre
(dollars in thousands) (unaudited)
Adjusted EBITDAre, Annualized Adjusted EBITDAre, Pro Forma Adjusted EBITDAre, Annualized Pro Forma Adjusted EBITDAre, Net Debt/Annualized Adjusted EBITDAre, and Net Debt/Annualized Pro Forma Adjusted EBITDAre are non-GAAP financial measures. Please see the Glossary for our definition and an explanation of how we utilize these metrics.
| | | | | | | | | | | | | | |
| | Three months ended September 30, |
| | 2024 | | 2023 |
Net income | | $ | 271,124 | | | $ | 233,877 | |
Interest | | 261,261 | | | 184,121 | |
| | | | |
Income taxes | | 15,355 | | | 11,336 | |
Depreciation and amortization | | 602,339 | | | 495,566 | |
Provisions for impairment | | 96,920 | | | 16,808 | |
Merger, transaction, and other costs | | 8,610 | | | 2,884 | |
Gain on sales of real estate | | (50,563) | | | (7,572) | |
Foreign currency and derivative loss, net | | 1,672 | | | 2,813 | |
| | | | |
Proportionate share of adjustments from unconsolidated entities | | 20,340 | | | — | |
Quarterly Adjusted EBITDAre | | $ | 1,227,058 | | | $ | 939,833 | |
Annualized Adjusted EBITDAre (1) | | $ | 4,908,232 | | | $ | 3,759,332 | |
Annualized Pro Forma Adjustments | | $ | 29,347 | | | $ | 74,503 | |
Annualized Pro Forma Adjusted EBITDAre | | $ | 4,937,579 | | | $ | 3,833,835 | |
Total debt per the consolidated balance sheet, excluding deferred financing costs and net premiums and discounts | | $ | 26,437,045 | | | $ | 20,388,406 | |
Proportionate share of unconsolidated entities debt, excluding deferred financing costs | | 659,190 | | | — | |
Less: Cash and cash equivalents | | (396,956) | | | (344,129) | |
Net Debt (2) | | $ | 26,699,279 | | | $ | 20,044,277 | |
| | | | |
| | | | |
Net Debt/Annualized Adjusted EBITDAre | | 5.4 | x | | 5.3 | x |
Net Debt/Annualized Pro Forma Adjusted EBITDAre | | 5.4 | x | | 5.2 | x |
| | | | |
| | | | |
(1) We calculate Annualized Adjusted EBITDAre by multiplying the Quarterly Adjusted EBITDAre by four.
(2) Net Debt is total debt per our consolidated balance sheets, excluding deferred financing costs and net premiums and discounts, but including our proportionate share of debt from unconsolidated entities, less cash and cash equivalents.
The Annualized Pro Forma Adjustments, which include transaction accounting adjustments in accordance with U.S GAAP, consist of adjustments to incorporate Adjusted EBITDAre from investments we acquired or stabilized during the applicable quarter and remove Adjusted EBITDAre from investments we disposed of during the applicable quarter, giving pro forma effect to all transactions as if they occurred at the beginning of the applicable period. Our calculation includes all adjustments consistent with the requirements to present Adjusted EBITDAre on a pro forma basis in accordance with Article 11 of Regulation S-X. The Annualized Pro Forma Adjustments are consistent with the debt service coverage ratio calculated under financial covenants for our senior unsecured notes. The following table summarizes our Annualized Pro Forma Adjustments related to our Annualized Pro Forma Adjusted EBITDAre calculation for the periods indicated below (in thousands):
| | | | | | | | | | | | | | | | |
| | Three months ended September 30, | | |
| | 2024 | | 2023 | | |
Annualized pro forma adjustments from investments acquired or stabilized | | $ | 32,378 | | | $ | 79,141 | | | |
Annualized pro forma adjustments from investments disposed | | (3,031) | | | (4,638) | | | |
Annualized Pro Forma Adjustments | | $ | 29,347 | | | $ | 74,503 | | | |
Adjusted Free Cash Flow
(in thousands) (unaudited)
Adjusted Free Cash Flow and Annualized Adjusted Free Cash Flow are non-GAAP financial measures. Please see the Glossary for our definition and an explanation of how we utilize these metrics.
| | | | | | | | | | | | | | | | |
| | Nine months ended September 30, | | |
| | 2024 | | 2023 | | |
Net cash provided by operating activities | | $ | 2,601,313 | | | $ | 2,198,111 | | | |
Non-recurring capital expenditures | | (79,952) | | | (37,541) | | | |
Distributions paid to common stockholders | | (1,999,858) | | | (1,555,679) | | | |
Distributions paid to preferred stockholders | | (7,763) | | | — | | | |
Merger, transaction, and other costs (1) | | 80,717 | | | 4,532 | | | |
Increase in net working capital | | (3,867) | | | (143,989) | | | |
Lease termination fees | | (17,048) | | | (4,178) | | | |
Adjusted Free Cash Flow | | $ | 573,542 | | | $ | 461,256 | | | |
Annualized Adjusted Free Cash Flow | | $ | 764,723 | | | $ | 615,008 | | | |
| | | | | | |
(1) Excludes share-based compensation costs recognized in merger, transaction, and other costs.
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts) (unaudited)
| | | | | | | | | | | | | | | | | | |
| | September 30, 2024 | | December 31, 2023 | | | | |
ASSETS | | | | | | | | |
Real estate held for investment, at cost: | | | | | | | | |
Land | | $ | 17,140,719 | | | $ | 14,929,310 | | | | | |
Buildings and improvements | | 40,608,341 | | | 34,657,094 | | | | | |
Total real estate held for investment, at cost | | 57,749,060 | | | 49,586,404 | | | | | |
Less accumulated depreciation and amortization | | (7,066,449) | | | (6,072,118) | | | | | |
Real estate held for investment, net | | 50,682,611 | | | 43,514,286 | | | | | |
Real estate and lease intangibles held for sale, net | | 60,467 | | | 31,466 | | | | | |
Cash and cash equivalents | | 396,956 | | | 232,923 | | | | | |
Accounts receivable, net | | 835,328 | | | 710,536 | | | | | |
Lease intangible assets, net | | 6,600,058 | | | 5,017,907 | | | | | |
Goodwill | | 4,932,199 | | | 3,731,478 | | | | | |
Investment in unconsolidated entities | | 1,224,974 | | | 1,172,118 | | | | | |
Other assets, net | | 3,736,173 | | | 3,368,643 | | | | | |
Total assets | | $ | 68,468,766 | | | $ | 57,779,357 | | | | | |
| | | | | | | | |
LIABILITIES AND EQUITY | | | | | | | | |
Distributions payable | | $ | 233,139 | | | $ | 195,222 | | | | | |
Accounts payable and accrued expenses | | 880,122 | | | 738,526 | | | | | |
Lease intangible liabilities, net | | 1,676,549 | | | 1,406,853 | | | | | |
Other liabilities | | 863,683 | | | 811,650 | | | | | |
Line of credit payable and commercial paper | | 427,546 | | | 764,390 | | | | | |
Term loans, net | | 2,428,279 | | | 1,331,841 | | | | | |
Mortgages payable, net | | 197,522 | | | 821,587 | | | | | |
Notes payable, net | | 23,092,216 | | | 18,602,319 | | | | | |
Total liabilities | | $ | 29,799,056 | | | $ | 24,672,388 | | | | | |
| | | | | | | | |
Stockholders’ equity: | | | | | | | | |
Common stock and paid in capital, par value $0.01 per share, 1,300,000 shares authorized, 875,197 and 752,460 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively | | $ | 46,505,688 | | | $ | 39,629,709 | | | | | |
Distributions in excess of net income | | (8,151,359) | | | (6,762,136) | | | | | |
Accumulated other comprehensive income | | 103,463 | | | 73,894 | | | | | |
Total stockholders’ equity | | $ | 38,457,792 | | | $ | 32,941,467 | | | | | |
Noncontrolling interests | | 211,918 | | | 165,502 | | | | | |
Total equity | | $ | 38,669,710 | | | $ | 33,106,969 | | | | | |
Total liabilities and equity | | $ | 68,468,766 | | | $ | 57,779,357 | | | | | |
GLOSSARY
Adjusted EBITDAre, The National Association of Real Estate Investment Trusts (Nareit) established an EBITDA metric for real estate companies (i.e., EBITDA for real estate, or EBITDAre) it believed would provide investors with a consistent measure to help make investment decisions among certain REITs. Our definition of “Adjusted EBITDAre” is generally consistent with the Nareit definition, other than our adjustment to remove foreign currency and derivative gain and loss and merger, transaction, and other costs. We define Adjusted EBITDAre, a non-GAAP financial measure, for the most recent quarter as earnings (net income) before (i) interest expense, (ii) income taxes, (iii) depreciation and amortization, (iv) provisions for impairment, (v) merger, transaction, and other costs, (vi) gain on sales of real estate, (vii) foreign currency and derivative gain and loss, net, and (viii) our proportionate share of adjustments from unconsolidated entities. Our Adjusted EBITDAre may not be comparable to Adjusted EBITDAre reported by other companies or as defined by Nareit, and other companies may interpret or define Adjusted EBITDAre differently than we do. Management believes Adjusted EBITDAre to be a meaningful measure of a REIT’s performance because it provides a view of our operating performance, analyzes our ability to meet interest payment obligations before the effects of income tax, depreciation and amortization expense, provisions for impairment, gain on sales of real estate and other items, as defined above, that affect comparability, including the removal of non-recurring and non-cash items that industry observers believe are less relevant to evaluating the operating performance of a company. In addition, EBITDAre is widely followed by industry analysts, lenders, investors, rating agencies, and others as a means of evaluating the operational cash generating capacity of a company prior to servicing debt obligations. Management also believes the use of an annualized quarterly Adjusted EBITDAre metric is meaningful because it represents our current earnings run rate for the period presented. The ratio of our total debt to our annualized quarterly Adjusted EBITDAre is also used to determine vesting of performance share awards granted to our executive officers. Adjusted EBITDAre should be considered along with, but not as an alternative to, net income as a measure of our operating performance.
Adjusted Free Cash Flow, a non-GAAP financial measure, is defined as net cash provided by operating activities, excluding merger, transaction, and other costs, changes in net working capital and lease termination fees, less non-recurring capital expenditures and dividends paid. We believe adjusted free cash flow to be a useful liquidity measure for us and our investors by helping to evaluate our ability to generate cash beyond what is needed to fund capital expenditures, debt service and other obligations. Notwithstanding cash on hand and incremental borrowing capacity, adjusted free cash flow reflects our ability to grow our business through investments and acquisitions, as well as our ability to return cash to shareholders through dividends. Adjusted free cash flow is not considered under generally accepted accounting principles to be a primary measure of an entity’s residual cash flow available for discretionary spending, and accordingly should not be considered an alternative to operating income, net income, or amounts shown in our consolidated statements of cash flows.
Adjusted Funds From Operations (AFFO), a non-GAAP financial measure, is defined as FFO adjusted for unique revenue and expense items, which we believe are not as pertinent to the measurement of our ongoing operating performance. Most companies in our industry use a similar measurement to AFFO, but they may use the term "CAD" (for Cash Available for Distribution) or "FAD" (for Funds Available for Distribution). We believe AFFO provides useful information to investors because it is a widely accepted industry measure of the operating performance of real estate companies used by the investment community. In particular, AFFO provides an additional measure to compare the operating performance of different REITs without having to account for differing depreciation assumptions and other unique revenue and expense items which are not pertinent to measuring a particular company’s ongoing operating performance. Therefore, we believe that AFFO is an appropriate supplemental performance metric, and that the most appropriate GAAP performance metric to which AFFO should be reconciled is net income available to common stockholders.
Annualized Adjusted EBITDAre, a non-GAAP financial measure, is calculated by annualizing Adjusted EBITDAre.
Annualized Contractual Rent of our acquisitions and properties under development is the monthly aggregate cash amount charged to clients, inclusive of monthly base rent receivables, as of the balance sheet date, multiplied by 12, excluding percentage rent, interest income on loans and preferred equity investments, and including our pro rata share of such revenues from properties owned by unconsolidated joint ventures. We believe total annualized contractual rent is a useful supplemental operating measure, as it excludes entities that were no longer owned at the balance sheet date and includes the annualized rent from properties acquired during the quarter. Total annualized contractual rent has not been reduced to reflect reserves recorded as reductions to GAAP rental revenue in the periods presented.
Annualized Adjusted Free Cash Flow, a non-GAAP financial measure, is calculated by annualizing Adjusted Free Cash Flow.
Annualized Pro Forma Adjusted EBITDAre, a non-GAAP financial measure, is defined as Adjusted EBITDAre, which includes transaction accounting adjustments in accordance with U.S. GAAP, consists of adjustments to incorporate Adjusted EBITDAre from investments we acquired or stabilized during the applicable quarter and removes Adjusted EBITDAre from investments we disposed of during the applicable quarter, giving pro forma effect to all transactions as if they occurred at the beginning of the applicable quarter. Our calculation includes all adjustments consistent with the requirements to present Adjusted EBITDAre on a pro forma basis in accordance with Article 11 of Regulation S-X. The annualized pro forma adjustments are consistent with the debt service coverage ratio calculated under financial covenants for our senior unsecured notes and bonds.
Cash Income represents expected rent for real estate acquisitions as well as rent to be received upon completion of the properties under development. For unconsolidated entities, this represents our pro rata share of the cash income. For loans receivable and preferred equity investments, this represents interest income and preferred dividend income, respectively.
Funds From Operations (FFO), a non-GAAP financial measure, consistent with the Nareit definition, is net income available to common stockholders, plus depreciation and amortization of real estate assets, plus provisions for impairments of depreciable real estate assets, and reduced by gain on property sales. Presentation of the information regarding FFO and AFFO is intended to assist the reader in comparing the operating performance of different REITs, although it should be noted that not all REITs calculate FFO and AFFO in the same way, so comparisons with other REITs may not be meaningful. FFO and AFFO should not be considered alternatives to reviewing our cash flows from operating, investing, and financing activities. In addition, FFO and AFFO should not be considered measures of liquidity, of our ability to make cash distributions, or of our ability to pay interest payments. We consider FFO to be an appropriate supplemental measure of a REIT’s operating performance as it is based on a net income analysis of property portfolio performance that adds back items such as depreciation and impairments for FFO. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT using historical accounting for depreciation could be less informative. The use of FFO is recommended by the REIT industry as a supplemental performance measure. In addition, FFO is used as a measure of our compliance with the financial covenants of our credit facility.
Initial Weighted Average Cash Yield for acquisitions and properties under development is computed as Cash Income for the first twelve months following the acquisition date, divided by the total cost of the property (including all expenses borne by us), and includes our pro-rata share of Cash Income from unconsolidated joint ventures. Initial weighted average cash yield for loans receivable is computed using the Cash Income for the first twelve months following the acquisition date, divided by the total cost of the investment.
Investment Grade Clients are our clients with a credit rating, and our clients that are subsidiaries or affiliates of companies with a credit rating, as of the balance sheet date, of Baa3/BBB- or higher from one of the three major rating agencies (Moody’s/S&P/Fitch).
Net Debt/Annualized Adjusted EBITDAre, a ratio used by management as a measure of leverage, is calculated as net debt (which we define as total debt per our consolidated balance sheet, excluding deferred financing costs and net premiums and discounts, but including our proportionate share of debt from unconsolidated entities, less cash and cash equivalents), divided by Annualized Adjusted EBITDAre.
Net Debt/Annualized Pro Forma Adjusted EBITDAre, a ratio used by management as a measure of leverage, is calculated as net debt (which we define as total debt per our consolidated balance sheet, excluding deferred financing costs and net premiums and discounts, but including our proportionate share of debt from unconsolidated entities, less cash and cash equivalents), divided by Annualized Pro Forma Adjusted EBITDAre.
Normalized Funds from Operations Available to Common Stockholders (Normalized FFO), a non-GAAP financial measure, is FFO excluding merger, transaction, and other costs.
Same Store Pool, for purposes of determining the properties used to calculate our same store rental revenue, includes all properties that we owned for the entire year-to-date period, for both the current and prior year except for properties during the current or prior year that were: (i) vacant at any time,(ii) under development or redevelopment, or (iii) involved in eminent domain and rent was reduced.
Same Store Rental Revenue excludes straight-line rent, the amortization of above and below-market leases, and reimbursements from clients for recoverable real estate taxes and operating expenses. For purposes of comparability, same store rental revenue is presented on a constant currency basis by applying the exchange rate as of the balance sheet date to base currency rental revenue.
SUPPLEMENTAL OPERATING & FINANCIAL DATA Q3 2024 An S&P 500 company S&P 500 Dividend Aristocrats® index member Exhibit 99.2
Q3 2024 Supplemental Operating & Financial Data 2 Table of Contents Corporate Overview 3 Financial Summary Consolidated Statements of Income 4 Funds From Operations (FFO) and Normalized Funds From Operations (Normalized FFO) 5 Adjusted Funds From Operations (AFFO) 6 Consolidated Balance Sheets 7 Debt Summary 8 Debt Maturities 9 Debt by Currency 10 Capitalization & Financial Ratios 11 Adjusted EBITDAre & Coverage Ratios 12 Debt Covenants 13 Transaction Summary Investment Summary 14 Disposition Summary 15 Development Activity 16 Real Estate Portfolio Summary Client Diversification 17 Top 10 Industries 18 Industry Diversification 19 Geographic Diversification 21 Property Type Composition 22 Same Store Rental Revenue 23 Leasing Data Occupancy 25 Leasing Activity 26 Lease Expirations 27 Earnings Guidance 28 Analyst Coverage 29 Glossary 30 This Supplemental Operating & Financial Data should be read in connection with the company's earnings press release for the three and nine months ended September 30, 2024 (included as Exhibit 99.1 of the company's Current Report on Form 8-K, filed on November 4, 2024) as certain disclosures, definitions, and reconciliations in such announcement have not been included in this Supplemental Operating & Financial Data presentation. Realty Income is not affiliated or associated with, is not endorsed by, does not endorse, and is not sponsored by or a sponsor of the clients or of their products or services pictured or mentioned. The names, logos, and all related product and service names, design marks, and slogans are the trademarks or service marks of their respective companies.
Q3 2024 Supplemental Operating & Financial Data 3 One Team Senior Management Neil M. Abraham, EVP, Chief Strategy Officer, Realty Income International - President Michelle Bushore, EVP, Chief Legal Officer, General Counsel and Secretary Mark E. Hagan, EVP, Chief Investment Officer Shannon Kehle, EVP, Chief People Officer Jonathan Pong, EVP, Chief Financial Officer and Treasurer Sumit Roy, President, Chief Executive Officer Gregory J. Whyte, EVP, Chief Operating Officer Credit Ratings Senior Unsecured Outlook Commercial Paper Moody’s A3 Stable P-2 Standard & Poor’s A- Stable A-2 Dividend Information as of October 2024 ▪ Current annualized dividend of $3.162 per share ▪ Compound average annual dividend growth rate of approximately 4.3% ▪ 652 consecutive monthly dividends declared ▪ 108 consecutive quarterly dividend increases Corporate Headquarters 11995 El Camino Real San Diego, CA 92130 Phone: +1 (858) 284-5000 Website: www.realtyincome.com London Office Amsterdam Office 19 Wells Street Eduard van Beinumstraat 8 London, United Kingdom W1T 3PQ Amsterdam, Netherlands 1077 CZ Phone: +44 (20) 3931 6858 Corporate Overview Transfer Agent Computershare Phone: (877) 218-2434 Website: www.computershare.com (1) Total annualized contractual rent is a supplemental operating measure. Please see the Glossary for our definition, reconciliation, and an explanation of how we utilize this metric. (2) Total annualized contractual rent includes 0.8% of rent from clients accounted for on a cash basis. September 30, 2024 Closing price $ 63.42 Shares and units outstanding 877,879 Market value of common equity $ 55,675,086 Total market capitalization $ 82,771,321 Corporate Profile Realty Income (NYSE: O), an S&P 500 company, is real estate partner to the world's leading companies. Founded in 1969, we invest in diversified commercial real estate and have a portfolio of over 15,450 properties in all 50 U.S. states, the U.K., and six other countries in Europe. We are known as “The Monthly Dividend Company®,” and have a mission to invest in people and places to deliver dependable monthly dividends that increase over time. Since our founding, we have declared 652 consecutive monthly dividends and are a member of the S&P 500 Dividend Aristocrats® index for having increased our dividend for the last 30 consecutive years. Additional information about the company can be found at www.realtyincome.com. Portfolio Overview As of September 30, 2024, we owned or held interests in 15,457 properties, with approximately 336.6 million square feet of leasable space. Our properties are leased to 1,552 different clients doing business in 90 industries. Also as of September 30, 2024, approximately 79.4% of our total annualized contractual rent(1) was generated from retail properties, 14.6% from industrial properties, 3.2% from gaming properties, and the remaining 2.8% from other property types. Our physical occupancy as of September 30, 2024 was 98.7%, with a weighted average remaining lease term of approximately 9.4 years. Total annualized contractual rent on our leases as of September 30, 2024 was $4.93 billion(2). Common Stock Our common stock is traded on the New York Stock Exchange under the symbol "O" (in thousands, except per share amount).
Q3 2024 Supplemental Operating & Financial Data 4 Three months ended September 30, Nine months ended September 30, 2024 2023 2024 2023 REVENUE Rental (including reimbursable) (1) $ 1,271,153 $ 1,008,862 $ 3,764,050 $ 2,929,440 Other 59,762 30,242 166,793 73,268 Total revenue 1,330,915 1,039,104 3,930,843 3,002,708 EXPENSES Depreciation and amortization 602,339 495,566 1,788,973 1,419,321 Interest 261,261 184,121 748,806 522,110 Property (including reimbursable) 92,154 70,981 281,366 235,081 General and administrative 41,869 35,525 127,781 106,521 Provisions for impairment 96,920 16,808 282,867 59,801 Merger, transaction, and other costs 8,610 2,884 105,468 4,532 Total expenses 1,103,153 805,885 3,335,261 2,347,366 Gain on sales of real estate 50,563 7,572 92,290 19,675 Foreign currency and derivative (loss) gain, net (1,672) (2,813) 2,885 4,957 Equity in earnings of unconsolidated entities 5,087 — 5,440 411 Other income, net 4,739 7,235 16,293 12,985 Income before income taxes 286,479 245,213 712,490 693,370 Income taxes (15,355) (11,336) (46,499) (36,218) Net income 271,124 233,877 665,991 657,152 Net income attributable to noncontrolling interests (1,639) (404) (4,831) (3,248) Net income attributable to the Company 269,485 233,473 661,160 653,904 Preferred stock dividends (2,588) — (7,763) — Excess of redemption value over carrying value of preferred shares redeemed (5,116) — (5,116) — Net income available to common stockholders $ 261,781 $ 233,473 $ 648,281 $ 653,904 Net income available to common stockholders per common share, basic and diluted: $ 0.30 $ 0.33 $ 0.75 $ 0.96 (1) Includes rental revenue (reimbursable) of $74.3 million and $61.3 million for the three months ended September 30, 2024 and 2023, respectively, and $227.6 million and $208.6 million for the nine months ended September 30, 2024 and 2023, respectively. Additionally, it includes reserves to rental revenue, exclusive of non-cash reserves, of $7.0 million and $16.2 million for the three and nine months ended September 30, 2024, respectively, and reserve reversals to rental revenue, exclusive of non-cash reserves of $2.6 million and $7.1 million for the three and nine months ended September 30, 2023, respectively. Consolidated Statements of Income (in thousands, except per share amounts) (unaudited)
Q3 2024 Supplemental Operating & Financial Data 5 FFO and Normalized FFO (1) (in thousands, except per share amounts) (unaudited) The following is a reconciliation of net income available to common stockholders (which we believe is the most comparable GAAP measure) to FFO and Normalized FFO. Also presented is information regarding distributions paid to common stockholders and the weighted average number of common shares used for the basic and diluted FFO and Normalized FFO per share computations. Three months ended September 30, Nine months ended September 30, 2024 2023 2024 2023 Net income available to common stockholders $ 261,781 $ 233,473 $ 648,281 $ 653,904 Depreciation and amortization 602,339 495,566 1,788,973 1,419,321 Depreciation of furniture, fixtures and equipment (672) (817) (1,905) (1,656) Provisions for impairment of real estate 33,151 16,808 208,552 59,801 Gain on sales of real estate (50,563) (7,572) (92,290) (19,675) Proportionate share of adjustments for unconsolidated entities 9,652 — 20,706 (465) FFO adjustments allocable to noncontrolling interests (762) (1,312) (2,575) (2,808) FFO available to common stockholders $ 854,926 $ 736,146 $ 2,569,742 $ 2,108,422 FFO allocable to dilutive noncontrolling interests 1,467 1,375 4,402 4,166 Diluted FFO $ 856,393 $ 737,521 $ 2,574,144 $ 2,112,588 FFO available to common stockholders $ 854,926 $ 736,146 $ 2,569,742 $ 2,108,422 Merger, transaction, and other costs (2) 8,610 2,884 105,468 4,532 Normalized FFO available to common stockholders $ 863,536 $ 739,030 $ 2,675,210 $ 2,112,954 Normalized FFO allocable to dilutive noncontrolling interests 1,467 1,375 4,402 4,166 Diluted Normalized FFO $ 865,003 $ 740,405 $ 2,679,612 $ 2,117,120 FFO per common share, basic and diluted: $ 0.98 $ 1.04 $ 2.99 $ 3.09 Normalized FFO per common share: Basic $ 0.99 $ 1.04 $ 3.12 $ 3.10 Diluted $ 0.99 $ 1.04 $ 3.11 $ 3.10 Distributions paid to common stockholders $ 687,144 $ 543,343 $ 1,999,858 $ 1,555,679 FFO available to common stockholders in excess of distributions paid to common stockholders $ 167,782 $ 192,803 $ 569,884 $ 552,743 Normalized FFO available to common stockholders in excess of distributions paid to common stockholders $ 176,392 $ 195,687 $ 675,352 $ 557,275 Weighted average number of common shares used for FFO and Normalized FFO: Basic 870,665 709,165 858,679 681,419 Diluted 873,974 711,338 861,300 683,925 (1) FFO and Normalized FFO are non-GAAP financial measures. Please see the Glossary for our definitions of these terms and an explanation of how we utilize these metrics. (2) During the three and nine months ended September 30, 2024, we incurred $8.6 million and $105.5 million, respectively, of merger, transaction, and other costs consisting primarily of $2.9 million and $99.8 million, respectively, of transaction and integration-related costs related to Spirit Realty Capital, Inc. ("Spirit") and $5.1 million for each of the respective periods related to the lease termination of a legacy corporate facility.
Q3 2024 Supplemental Operating & Financial Data 6 The following is a reconciliation of net income available to common stockholders (which we believe is the most comparable GAAP measure) to Normalized FFO and AFFO. Also presented is information regarding distributions paid to common stockholders and the weighted average number of common shares used for the basic and diluted AFFO per share computations. Certain prior period amounts have been reclassified to conform to the current period presentation. These reclassifications had no impact on previously reported AFFO. Three months ended September 30, Nine months ended September 30, 2024 2023 2024 2023 Net income available to common stockholders $ 261,781 $ 233,473 $ 648,281 $ 653,904 Cumulative adjustments to calculate Normalized FFO (2) 601,755 505,557 2,026,929 1,459,050 Normalized FFO available to common stockholders 863,536 739,030 2,675,210 2,112,954 Excess of redemption value over carrying value of preferred shares redeemed 5,116 — 5,116 — Amortization of share-based compensation 6,401 6,231 22,920 20,154 Amortization of net debt discounts (premiums) and deferred financing costs 4,861 (10,244) 9,861 (34,441) Amortization of acquired interest rate swap value (3) 3,711 — 10,225 — Non-cash change in allowance for credit losses (4) 63,769 — 74,315 — Leasing costs and commissions (2,841) (1,392) (5,897) (6,868) Recurring capital expenditures (151) (52) (203) (190) Straight-line rent and expenses, net (43,930) (42,791) (136,377) (113,239) Amortization of above and below-market leases, net 12,973 24,939 41,053 61,967 Proportionate share of adjustments for unconsolidated entities (2,152) — (1,770) — Other adjustments (5) 4,279 5,649 5,064 3,499 AFFO available to common stockholders $ 915,572 $ 721,370 $ 2,699,517 $ 2,043,836 AFFO allocable to dilutive noncontrolling interests 1,467 1,357 4,413 4,170 Diluted AFFO $ 917,039 $ 722,727 $ 2,703,930 $ 2,048,006 AFFO per common share: Basic $ 1.05 $ 1.02 $ 3.14 $ 3.00 Diluted $ 1.05 $ 1.02 $ 3.14 $ 2.99 Distributions paid to common stockholders $ 687,144 $ 543,343 $ 1,999,858 $ 1,555,679 AFFO available to common stockholders in excess of distributions paid to common stockholders $ 228,428 $ 178,027 $ 699,659 $ 488,157 Weighted average number of common shares used for AFFO: Basic 870,665 709,165 858,679 681,419 Diluted 873,974 711,338 861,300 683,925 (1) AFFO is a non-GAAP financial measure. Please see the Glossary for our definition and an explanation of how we utilize this metric. (2) See reconciling items for Normalized FFO presented on page 5 under "FFO and Normalized FFO." (3) Includes the amortization of the purchase price allocated to interest rate swaps acquired in the Spirit merger. (4) Credit losses primarily consist of a financing receivable impairment for a client in the convenience store industry that defaulted on their lease payments to us. (5) Includes non-cash foreign currency losses (gains) from remeasurement to USD, mark-to-market adjustments on investments and derivatives that are non-cash in nature, straight-line payments from cross-currency swaps, obligations related to financing lease liabilities, adjustments allocable to noncontrolling interests, and gains and losses on the sale of loans receivable. AFFO (1) (in thousands, except per share amounts) (unaudited)
Q3 2024 Supplemental Operating & Financial Data 7 Consolidated Balance Sheets (in thousands, except per share amounts) (unaudited) September 30, 2024 December 31, 2023 ASSETS Real estate held for investment, at cost: Land $ 17,140,719 $ 14,929,310 Buildings and improvements 40,608,341 34,657,094 Total real estate held for investment, at cost 57,749,060 49,586,404 Less accumulated depreciation and amortization (7,066,449) (6,072,118) Real estate held for investment, net 50,682,611 43,514,286 Real estate and lease intangibles held for sale, net 60,467 31,466 Cash and cash equivalents 396,956 232,923 Accounts receivable, net 835,328 710,536 Lease intangible assets, net 6,600,058 5,017,907 Goodwill 4,932,199 3,731,478 Investment in unconsolidated entities 1,224,974 1,172,118 Other assets, net 3,736,173 3,368,643 Total assets $ 68,468,766 $ 57,779,357 LIABILITIES AND EQUITY Distributions payable $ 233,139 $ 195,222 Accounts payable and accrued expenses 880,122 738,526 Lease intangible liabilities, net 1,676,549 1,406,853 Other liabilities 863,683 811,650 Line of credit payable and commercial paper 427,546 764,390 Term loans, net 2,428,279 1,331,841 Mortgages payable, net 197,522 821,587 Notes payable, net 23,092,216 18,602,319 Total liabilities $ 29,799,056 $ 24,672,388 Stockholders’ equity: Common stock and paid in capital, par value $0.01 per share, 1,300,000 shares authorized, 875,197 and 752,460 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively $ 46,505,688 $ 39,629,709 Distributions in excess of net income (8,151,359) (6,762,136) Accumulated other comprehensive income 103,463 73,894 Total stockholders’ equity $ 38,457,792 $ 32,941,467 Noncontrolling interests 211,918 165,502 Total equity $ 38,669,710 $ 33,106,969 Total liabilities and equity $ 68,468,766 $ 57,779,357
Q3 2024 Supplemental Operating & Financial Data 8 Debt Summary as of September 30, 2024 (dollars in thousands) Maturity Dates Carrying Value (USD) % of Debt Interest Rate (1) Weighted Average Years Until Maturity Credit Facility and Commercial Paper (2) Credit Facility June 2026 $ 427,546 1.7 % 5.68 % 1.7 years Commercial Paper — — % — % — years Carrying value 427,546 1.7 % 5.68 % 1.7 years Unsecured Term Loans Term Loans (3) January 2025 - August 2027 2,429,712 9.2 % 4.34 % 1.4 years Deferred financing costs (1,433) Carrying value 2,428,279 Mortgages Payable 13 mortgages on 48 properties December 2024 - August 2030 198,124 0.7 % 4.25 % 0.8 years Unamortized net discounts and deferred financing costs (602) Carrying value 197,522 Senior Unsecured Notes and Bonds (4) 47 series of senior unsecured notes and bonds April 2025 - September 2054 23,381,663 88.4 % 3.84 % 6.9 years Unamortized net discounts, deferred financing costs, and basis adjustments on interest rate swaps designated as fair value hedges (289,447) Carrying value 23,092,216 Total Consolidated Debt Principal $ 26,437,045 (5) 3.92 % 6.2 years Proportionate share of debt principal from unconsolidated entities $ 659,190 Total Debt Principal $ 27,096,235 Total Fixed Rate Debt Principal $ 26,168,689 96.6 % Total Variable Rate Debt Principal $ 927,546 3.4 % (1) Calculated as the weighted average interest rate as of September 30, 2024 for each respective category. (2) We have a $4.25 billion unsecured revolving credit facility (excluding an accordion feature subject to lender commitments which provided for an additional $1.0 billion in borrowings) bearing interest at different benchmark rates based on the currency of the borrowings. In addition, we have a USD-denominated unsecured commercial paper program, under which we may issue unsecured commercial paper notes up to a maximum aggregate amount outstanding of $1.5 billion, and a EUR-denominated unsecured commercial paper program, which permits us to issue additional unsecured commercial notes up to a maximum aggregate amount of $1.5 billion (or foreign currency equivalent) in U.S. dollars or other foreign currencies. We use our unsecured revolving credit facility as a liquidity backstop for the repayment of the notes issued under these programs. (3) Our 2023 term loan agreement allows us to incur up to an aggregate of $1.5 billion in multicurrency borrowings. In January 2024, we entered into interest rate swaps on our 2023 term loans, which fix our per annum interest rate at 4.9% until term loan maturity in January 2026 (assuming twelve-month extension is exercised). In January 2024, in connection with our merger with Spirit, we effectively assumed Spirit’s existing term loans and fixed rate swaps with various lenders, which were fixed at a weighted average per annum interest rate of 3.9%. We entered into an amended and restated term loan agreement, pursuant to which we borrowed $1.3 billion in aggregate total borrowings. (4) In conjunction with the pricing of our senior unsecured notes due January 2026, we executed three-year, fixed-to-variable interest rate swaps totaling $500 million, which are subject to the counterparties' right to terminate the swaps at any time following the 2026 notes par call date. In connection with our merger with Spirit, we completed our debt exchange offer to exchange all outstanding notes issued by Spirit Realty, L.P. ("Spirit OP") on January 23, 2024 for new notes issued by Realty Income, pursuant to which approximately 98.1% of the outstanding notes issued by Spirit OP were exchanged. We issued $1,000 principal amount of Realty Income Notes for each validly tendered Spirit Note with $1,000 principal amount. For this reason, we denote our “Price of par value” as 100%. Prior to the completion of our merger with Spirit on January 23, 2024, these notes were not the obligation of Realty Income. With respect to the notes originally issued by Spirit OP that remained outstanding, we amended the indenture governing such notes to, among other things, eliminate substantially all of the restrictive covenants in such indenture. (5) Total consolidated debt principal excludes net premiums and discounts recorded on mortgages payable, net premiums and discounts recorded on notes payable, deferred financing costs on term loans, mortgages payable, and notes payable, and the basis adjustment on interest rate swaps designated as fair value hedges on notes payable.
Q3 2024 Supplemental Operating & Financial Data 9 Debt Maturities as of September 30, 2024 (dollars in millions) Principal Due Credit Facility and Commercial Paper (1) Unsecured Term Loans (2) Mortgages Payable Senior Unsecured Notes and Bonds (3) Proportionate Share of Unconsolidated Entities Debt Total Weighted Average Interest Rate (4) 2024 $ — $ — $ 114.2 $ — $ — $ 114.2 4.47% 2025 — 800.0 46.0 1,050.0 — 1,896.0 4.21% 2026 427.5 1,129.7 12.0 2,375.0 — 3,944.2 4.05% 2027 — 500.0 22.3 2,371.1 — 2,893.4 2.82% 2028 — — 1.3 2,499.8 — 2,501.1 3.19% Thereafter — — 2.3 15,085.8 659.2 15,747.3 4.05% Total $ 427.5 $ 2,429.7 $ 198.1 $ 23,381.7 $ 659.2 $ 27,096.2 (1) The initial term of the credit facility expires in June 2026 and includes, at our option, two six-month extensions. At September 30, 2024, there were $427.5 million of outstanding borrowings under our revolving credit facility. (2) The maturity date of January 2026 for our 2023 term loans assumes that a 12-month extension available at the company's option is exercised. In connection with our merger with Spirit, we effectively assumed Spirit’s existing term loans with various lenders. We entered into an amended and restated term loan agreement, pursuant to which we borrowed $800.0 million in aggregate total borrowings, $300.0 million of which matures in August 2025 and $500.0 million of which matures in August 2027 and an amended and restated term loan agreement pursuant to which we borrowed $500.0 million in aggregate total borrowings, which matures in June 2025. (3) In conjunction with the pricing of our senior unsecured notes due January 2026, we executed three-year, fixed-to-variable interest rate swaps totaling $500.0 million, which are subject to the counterparties' right to terminate the swaps at any time following the 2026 notes par call date. Subsequent to September 30, 2024, $100.0 million of the interest rate swaps totaling $500.0 million notional were terminated. In connection with our merger with Spirit, we completed our debt exchange offer to exchange all outstanding notes issued by Spirit OP on January 23, 2024 for new notes issued by Realty Income, pursuant to which approximately 98.1% of the outstanding notes issued by Spirit OP were exchanged. (4) The weighted average interest rate includes only maturities related to our consolidated debt.
Q3 2024 Supplemental Operating & Financial Data 10 Debt Summary by Currency as of September 30, 2024 (dollars in millions) Credit Facility and Commercial Paper Unsecured Term Loans Mortgages Payable Senior Unsecured Notes and Bonds Proportionate Share of Unconsolidated Entities Debt Total Weighted Average Interest Rate (1) USD $ — $ 1,390.0 $ 157.6 $ 16,773.6 $ 659.2 $ 18,980.4 3.91% EUR 6.7 94.8 — 1,226.8 — 1,328.3 4.89% GBP 420.8 944.9 40.5 5,381.3 — 6,787.5 3.75% Totals $ 427.5 $ 2,429.7 $ 198.1 $ 23,381.7 $ 659.2 $ 27,096.2 3.92% (1) The weighted average interest rate includes only maturities related to our consolidated debt. The totals are calculated as the weighted average interest rate as of September 30, 2024 for each respective category. Debt by Currency as of September 30, 2024 USD 70.0% EUR 4.9% GBP 25.1%
Q3 2024 Supplemental Operating & Financial Data 11 Capitalization & Financial Ratios (dollars in thousands, except as otherwise noted) Cash and Cash Equivalents $ 396,956 Availability under Credit Facility 3,822,454 Unsettled ATM Forwards 958,120 Less: Commercial Paper Borrowings — $ 5,177,530 (4) We use our unsecured revolving credit facility as a liquidity backstop for the repayment of the notes issued under our commercial paper programs. Principal Debt Balance Credit Facility and Commercial Paper $ 427,546 Unsecured Term Loans 2,429,712 Senior Unsecured Notes and Bonds 23,381,663 Mortgages Payable 198,124 Proportionate Share of Unconsolidated Entities Debt 659,190 Total Debt $ 27,096,235 Equity (in thousands, except per share data) Shares/ Units Stock Price Market Value Common Stock (1) 875,197 $ 63.42 $ 55,504,994 Common Units (2) 2,682 $ 63.42 170,092 Total Equity $ 55,675,086 Total Market Capitalization (3) $ 82,771,321 Debt/Total Market Capitalization (3) 32.7 % (1) As of September 30, 2024, ATM forward agreements for a total of 16.8 million shares remain unsettled with total expected net proceeds of approximately $958.1 million (assuming full physical settlement of all outstanding shares of common stock, subject to forward sale agreements and certain assumptions made with respect to settlement dates). As of November 4, 2024, ATM forward agreements for a total of 17.0 million shares remain unsettled with total expected net proceeds of approximately $968.7 million, of which 0.2 million shares were executed in October 2024. (2) Consists of common units issued by Realty Income Limited Partnership and held by third parties. (3) Our enterprise value was $82.4 billion (total market capitalization less cash and cash equivalents as of September 30, 2024). The percentage for debt to enterprise value is materially consistent with that presented for total market capitalization. Dividend Data YTD 2024 YTD 2023 Year-Over-Year Growth Rate Common Dividend Paid per Share $ 2.335 $ 2.283 2.3 % AFFO per Share (diluted) $ 3.14 $ 2.99 5.0 % AFFO Payout Ratio 74.4 % 76.4 % Liquidity as of September 30, 2024 (4) Capitalization as of September 30, 2024 Capital Structure as of September 30, 2024 Common Stock 67.3% Debt 32.7%
Q3 2024 Supplemental Operating & Financial Data 12 Adjusted EBITDAre & Coverage Ratios (dollars in thousands) (unaudited) Reconciliation of Net Income to Adjusted EBITDAre and Pro Forma Adjusted EBITDAre (1) Three months ended September 30, 2024 Net income $ 271,124 Interest 261,261 Income taxes 15,355 Depreciation and amortization 602,339 Provisions for impairment 96,920 Merger, transaction, and other costs 8,610 Gain on sales of real estate (50,563) Foreign currency and derivative loss, net 1,672 Proportionate share of adjustments from unconsolidated entities 20,340 Quarterly Adjusted EBITDAre $ 1,227,058 Annualized Adjusted EBITDAre $ 4,908,232 Annualized Pro Forma Adjustments (2) $ 29,347 Annualized Pro Forma Adjusted EBITDAre $ 4,937,579 Total debt per the consolidated balance sheet, excluding deferred financing costs and net premiums and discounts $ 26,437,045 Proportionate share of unconsolidated entities debt, excluding deferred financing costs 659,190 Less: Cash and cash equivalents (396,956) Net Debt $ 26,699,279 Net Debt/Annualized Adjusted EBITDAre 5.4x Net Debt/Annualized Pro Forma Adjusted EBITDAre 5.4x (1) Adjusted EBITDAre, Annualized Adjusted EBITDAre, Pro Forma Adjusted EBITDAre, Annualized Pro Forma Adjusted EBITDAre, Net Debt/Annualized Adjusted EBITDAre, and Net Debt/Annualized Pro Forma Adjusted EBITDAre are non-GAAP financial measures. Please see the Glossary for our definitions of these terms and an explanation of how we utilize these metrics. (2) The Annualized Pro Forma Adjustments, which include transaction accounting adjustments in accordance with U.S. GAAP, consist of adjustments to incorporate Adjusted EBITDAre from investments we acquired or stabilized during the applicable quarter and remove Adjusted EBITDAre from investments we disposed of during the applicable quarter, giving pro forma effect to all transactions as if they occurred at the beginning of the applicable period. Our calculation includes all adjustments consistent with the requirements to present Adjusted EBITDAre on a pro forma basis in accordance with Article 11 of Regulation S-X. The annualized Pro Forma Adjustments are consistent with the debt service coverage ratio calculated under financial covenants for our senior unsecured notes. The Annualized Pro Forma Adjustments consist of $32.4 million from investments we acquired or stabilized during the quarter and removes $3.0 million from investments we disposed of during the quarter. 4.5 4.7 4.5 4.7 4.6 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 0.0 1.0 2.0 3.0 4.0 5.0 6.0 Debt Service & Fixed Charge Coverage
Q3 2024 Supplemental Operating & Financial Data 13 Debt Covenants The following is a summary of the key financial covenants for our senior unsecured notes and bonds, as defined and calculated per their terms. These calculations, which are not based on U.S. GAAP measurements, are presented to investors to show our ability to incur additional debt under the terms of our senior unsecured notes and bonds as well as to disclose our current compliance with such covenants, and are not measures of our liquidity or performance. Required Actuals Limitation on incurrence of total debt ≤ 60% of adjusted assets 41.5% Limitation on incurrence of secured debt ≤ 40% of adjusted assets 0.4% Debt service and fixed charge coverage (trailing 12 months) (1) ≥ 1.5x 4.6x Maintenance of total unencumbered assets ≥ 150% of unsecured debt 239.9% (1) Our debt service coverage ratio is calculated on a pro forma basis for the preceding four-quarter period on the assumptions that: (i) the incurrence of any Debt (as defined in the covenants) incurred by us since the first day of such four-quarter period and the application of the proceeds therefrom (including to refinance other Debt since the first day of such four-quarter period), (ii) the repayment or retirement of any of our Debt since the first day of such four-quarter period, and (iii) any acquisition or disposition by us of any asset or group since the first day of such four quarters had in each case occurred on October 1, 2023, and subject to certain additional adjustments. Such pro forma ratio has been prepared on the basis required by that debt service covenant, reflects various estimates and assumptions and is subject to other uncertainties, and therefore does not purport to reflect what our actual debt service coverage ratio would have been had transactions referred to in clauses (i), (ii) and (iii) of the preceding sentence occurred as of October 1, 2023, nor does it purport to reflect our debt service coverage ratio for any future period. As of September 30, 2024
Q3 2024 Supplemental Operating & Financial Data 14 Investment Summary Number of Properties Investment ($ in millions) Cash Income ($ in millions) (1) Leasable Square Feet (in thousands) Initial Weighted Average Cash Yield (2) Weighted Average Term (Years) Q3 2024 Acquisitions - U.S. real estate 67 $ 267.2 $ 19.7 1,651 7.4 % 10.0 Acquisitions - Europe real estate 15 326.5 23.3 893 7.3 % 7.5 Total real estate acquisitions 82 593.7 43.0 2,544 7.4 % 8.6 Real estate properties under development (3) 87 146.4 11.0 5,127 7.5 % 15.6 Total investments 169 $ 740.1 $ 54.0 7,671 7.4 % 10.0 Approximately 25% of the annualized cash income generated by these investments was from Investment Grade Clients at the date of acquisition (4) YTD 2024 Acquisitions - U.S. real estate 87 $ 414.3 $ 31.1 2,370 7.5 % 13.4 Acquisitions - Europe real estate 29 744.4 57.1 2,457 7.8 % 6.8 Total real estate acquisitions 116 1,158.7 88.2 4,827 7.7 % 9.1 Real estate properties under development (3) 184 607.7 44.6 6,671 7.3 % 15.1 Other investments (5) — 377.5 30.7 — 8.1 % 6.0 Total investments 300 $ 2,143.9 $ 163.5 11,498 7.7 % 10.1 Approximately 25% of the annualized cash income generated by these investments was from Investment Grade Clients at the date of acquisition (4) (1) Please see Glossary for our definition of Cash Income. (2) Initial weighted average cash yield is a supplemental operating measure. Please see the Glossary for our definition of this metric. Cash income used in the calculation of initial weighted average cash yield for investments for the three and nine months ended September 30, 2024 includes $0.7 million and $1.2 million, respectively, received as settlement credits as reimbursement of free rent periods. (3) The three months ended September 30, 2024 includes £15.4 million of Sterling-denominated investments, €14.3 million of Euro-denominated investments, and $6.5 million of investments in an unconsolidated U.S. data center joint venture, converted at the applicable exchange rates on the funding dates. The nine months ended September 30, 2024 includes £50.6 million of Sterling-denominated investments, €38.9 million of Euro-denominated investments, and $58.7 million of investments in an unconsolidated U.S. data center joint venture, converted at the applicable exchange rates on the funding dates. (4) Please see the Glossary for our definition of Investment Grade Clients. (5) For the nine months ended September 30, 2024, other investments relate to an investment in a senior secured note issued by a parent company of Asda based in the U.K.
Q3 2024 Supplemental Operating & Financial Data 15 Disposition Summary (dollars in thousands) Number of Properties (1) Net Book Value (1) Net Sales Proceeds (1) Net Cash Capitalization Rate (2) Q3 2024 Occupied 33 $ 132,687 $ 161,968 7.0 % Vacant 59 66,211 87,493 Total real estate dispositions 92 $ 198,898 $ 249,461 The unlevered internal rate of return on properties sold during the third quarter was 5.7% (3) YTD 2024 Occupied 47 $ 177,203 $ 210,447 7.1 % Vacant 166 181,714 240,648 Total real estate dispositions 213 $ 358,917 $ 451,095 The unlevered internal rate of return on properties sold during 2024 was 5.9% (3) (1) Excludes properties sold as a result of eminent domain activities. During the second quarter of 2024, we were awarded net proceeds of $0.3 million related to one eminent domain transaction. (2) Net cash capitalization rate is a supplemental operating measure. Please see the Glossary for our definition of this metric. (3) Excludes properties disposed from the legacy VEREIT, Inc. and Spirit portfolios.
Q3 2024 Supplemental Operating & Financial Data 16 Development Activity (1) (dollars in thousands) Retail Number of Properties Investment to Date Estimated Remaining Investment Total Commitment Percent Funded Percent Leased (2) New development (3) 48 $ 205,655 $ 133,281 $ 338,937 61 % 100 % Development of existing properties 9 9,871 7,867 17,738 56 % 100 % Total 57 $ 215,526 $ 141,148 $ 356,675 60 % 100 % Non-Retail Number of Properties Investment to Date Estimated Remaining Investment Total Commitment Percent Funded Percent Leased (2) New development (3) 11 $ 541,189 $ 253,755 $ 794,944 (4) (5) 68 % 31 % Development of existing properties — — — — — % — % Total 11 $ 541,189 $ 253,755 $ 794,944 68 % 31 % Total Number of Properties Investment to Date Estimated Remaining Investment Total Commitment Percent Funded Percent Leased (2) New development (3) 59 $ 746,844 $ 387,036 $ 1,133,881 (4) (5) 66 % 39 % Development of existing properties 9 9,871 7,867 17,738 56 % 100 % Total 68 $ 756,715 $ 394,903 $ 1,151,619 66 % 39 % (1) As of September 30, 2024. (2) Represents percentage of square footage tied to executed leases. Estimated rental revenue commencement dates on properties under development are between November 2024 and July 2025. (3) Includes build-to-suit developments and forward take-out commitments on development properties with leases in place. (4) Leased development projects include total commitments of £19.2 million related to a Sterling-denominated build-to-suit development project and our proportionate share of a U.S. data center unconsolidated joint venture totaling $320.8 million. (5) Unleased development projects include total commitments of €187.8 million of Euro-denominated projects, £97.6 million of a Sterling-denominated project, and a project located in the U.S. for $6.9 million.
Q3 2024 Supplemental Operating & Financial Data 17 Our Top 20 Clients Our 20 largest clients based on percentage of total annualized contractual rent, which does not give effect to deferred rent or interest earned on loans and preferred equity investments, at September 30, 2024, include the following: Our Investment Grade Clients (4) Number of Leases 6,384 Percentage of Total Portfolio Annualized Contractual Rent 32.1% (1) Amounts for each client are calculated independently; therefore, the individual percentages may not sum to the total. (2) Represents our proportionate share of the common equity ownership in the unconsolidated joint venture. (3) Based on an analysis of the most recently provided information from all retail clients that provide such information. We do not independently verify the information we receive from our retail clients. (4) Please see the Glossary for our definition of Investment Grade Clients. Client Diversification Ranking Client Number of Leases Percentage of Total Portfolio Annualized Contractual Rent (1) Investment Grade Ratings (S&P/Moody's/ Fitch) 1 Dollar General 1,763 3.3% BBB/Baa2/- 2 Walgreens 400 3.3 — 3 Dollar Tree / Family Dollar 1,387 3.1 BBB/Baa2/- 4 7-Eleven 640 2.5 A/Baa2/- 5 EG Group Limited 414 2.1 — 6 Wynn Resorts 1 2.1 — 7 Lifetime Fitness 38 2.0 — 8 FedEx 82 1.9 BBB/Baa2/- 9 Asda 39 1.6 — 10 (B&Q) Kingfisher 51 1.6 BBB/-/BBB 11 Sainsbury's 37 1.6 — 12 BJ's Wholesale Club 44 1.6 — 13 Tesco 25 1.3 BBB-/Baa3/BBB- 14 CVS Pharmacy 213 1.2 BBB/Baa2/- 15 LA Fitness 66 1.2 — 16 Tractor Supply 207 1.2 BBB/Baa1/- 17 MGM (Bellagio) (2) 1 1.2 — 18 AMC Theaters 39 1.1 — 19 Walmart / Sam's Club 63 1.0 AA/Aa2/AA 20 Home Depot 38 1.0 A/A2/A Total 5,548 35.9% Weighted Average EBITDAR/Rent Ratio on Retail Properties 2.9x (3) Median EBITDAR/Rent Ratio on Retail Properties 2.6x (3) 25.3% 54.0% 6.8% 13.9% Investment Grade, Retail Non-Investment Grade or Non-Rated, Retail Investment Grade, Non-Retail Non-Investment Grade or Non-Rated, Non-Retail
Q3 2024 Supplemental Operating & Financial Data 18 (1)Top 10 Industries Percentage of Total Portfolio Annualized Contractual Rent As of Sept 30, Dec 31, Dec 31, Dec 31, Dec 31, 2024 2023 2022 2021 2020 Grocery 10.4% 11.4% 10.0% 10.2% 9.8% Convenience Stores 9.4 10.2 8.6 9.1 11.9 Dollar Stores 6.5 7.1 7.4 7.5 7.6 Home Improvement 6.0 5.9 5.6 5.1 4.3 Restaurants-Quick Service 4.9 5.2 6.0 6.6 5.3 Drug Stores 4.8 5.5 5.7 6.6 8.2 Automotive Service 4.5 4.3 4.0 3.2 2.7 Health and Fitness 4.4 3.9 4.4 4.7 6.7 Restaurants-Casual Dining 4.2 4.4 5.1 5.9 2.8 General Merchandise 3.3 3.7 3.7 3.7 3.4 (1) The presentation of Top 10 Industries combines total portfolio contractual rent from the U.S. and Europe. Certain of the Top 10 Industries include both U.S. and Europe percentages for which the Europe percentages are included in the 'Europe-other' classification in the Industry Diversification table beginning on page 19.
Q3 2024 Supplemental Operating & Financial Data 19 Percentage of Total Portfolio Annualized Contractual Rent As of Sept 30, Dec 31, Dec 31, Dec 31, Dec 31, 2024 2023 2022 2021 2020 United States Aerospace 0.3% 0.3% 0.4% 0.4% 0.6% Apparel stores 1.6 1.4 1.4 1.5 1.3 Automotive collision services 1.2 1.1 0.9 1.0 1.1 Automotive parts 1.4 1.1 1.3 1.5 1.6 Automotive service 4.5 4.3 4.0 3.2 2.7 Automotive tire services 1.2 1.3 1.5 1.8 2.0 Beverages 0.7 0.8 1.0 1.3 2.1 Child care 1.2 1.2 1.4 1.5 2.1 Consumer electronics 0.6 0.5 0.6 0.6 0.3 Consumer goods 0.5 0.5 0.6 0.7 0.6 Convenience stores 9.4 10.2 8.6 9.1 11.9 Crafts and novelties 1.0 0.9 0.9 1.0 0.9 Diversified industrial 1.3 0.9 0.8 1.0 0.8 Dollar stores 6.4 7.0 7.4 7.5 7.6 Drug stores 4.6 5.3 5.6 6.6 8.2 Education 0.2 0.2 0.2 0.1 0.2 Energy 0.6 0.2 0.3 0.4 — Entertainment 1.8 0.8 0.8 0.8 0.3 Equipment services 0.3 0.3 0.3 0.3 0.3 Financial services 1.8 1.5 1.8 2.0 1.8 Food processing 0.9 0.4 0.4 0.7 0.7 Gaming 3.2 3.9 2.9 — — General merchandise 2.6 3.0 3.2 3.5 3.4 Grocery stores 3.7 4.2 4.7 4.9 4.9 Health and fitness 4.3 3.8 4.4 4.7 6.7 Health care 2.6 2.8 3.0 1.9 1.5 Home furnishings 2.2 1.8 2.1 2.2 0.7 Home improvement 3.6 3.2 3.5 3.1 3.1 Industry Diversification
Q3 2024 Supplemental Operating & Financial Data 20 Percentage of Total Portfolio Annualized Contractual Rent As of Sept 30, Dec 31, Dec 31, Dec 31, Dec 31, 2024 2023 2022 2021 2020 Motor vehicle dealerships 1.7 1.6 1.4 1.3 1.6 Other manufacturing 0.8 0.5 0.5 0.5 0.4 Packaging 0.7 0.6 0.5 0.6 0.9 Pet supplies and services 0.9 1.0 1.0 0.9 0.7 Restaurants - casual dining 4.2 4.4 5.1 5.9 2.8 Restaurants - quick service 4.6 4.9 5.8 6.5 5.3 Sporting goods 1.1 1.1 1.3 1.5 0.7 Theaters 2.1 2.0 2.9 3.4 5.6 Transportation services 2.3 2.5 2.9 3.4 3.9 Wholesale clubs 1.9 1.9 2.3 2.5 2.4 Other 1.4 1.3 1.4 1.7 2.1 Total United States 85.4% 84.7% 89.1% 91.5% 93.8% Europe (1) Apparel stores 0.6% 0.4% 0.3% 0.2% —% General merchandise 0.7 0.7 0.5 0.2 — Grocery stores 6.7 7.2 5.3 5.3 4.9 Home furnishings 0.6 0.5 0.3 0.1 * Home improvement 2.4 2.7 2.1 2.0 1.2 Sporting goods 1.2 1.4 0.4 * — Wholesale clubs 0.3 0.4 0.4 — — Other 2.1 2.0 1.6 0.7 0.1 Total Europe 14.6% 15.3% 10.9% 8.5% 6.2% Totals 100.0% 100.0% 100.0% 100.0% 100.0% * Less than 0.1% (1) Europe consists of properties in the U.K., Spain, Italy, Ireland, France, Germany, and Portugal. Industry Diversification (Cont'd)
Q3 2024 Supplemental Operating & Financial Data 21 Geographic Diversification Balanced presence in all 50 U.S. states, the U.K., and six other countries in Europe Top Ten Regions Based on Total Portfolio Annualized Contractual Rent United Kingdom 12.1% Texas 10.3% Florida 5.1% California 5.0% Illinois 4.4% Ohio 4.1% Massachusetts 3.9% Georgia 3.6% New York 2.8% Virginia 2.6% 1.8% 0.2% 1.9% 1.0% 5.0% 1.2% 0.6% 0.1% 5.1% 3.6% 0.1% 0.2% 4.4% 2.4% 0.8% 1.0% 1.5% 1.7% 0.6% 1.2% 3.9% 2.6% 1.7% 1.2% 1.8% 0.2% 0.3%1.9% 0.5% 1.3% 0.7% 2.8% 2.6% 0.2% 4.1% 1.5% 0.3% 2.0% 0.2% 1.8% 0.2% 2.5% 10.3% 0.6% 0.1% 2.6% 0.7% 0.4% 1.9% 0.1% * 12.1% 1.3% 0.7%Puerto Rico Spain United Kingdom Italy As of September 30, 2024 Ireland 0.2% *Less than 0.1% Portugal France Germany 0.3% * * U.S. Virgin Islands *
Q3 2024 Supplemental Operating & Financial Data 22 Property Type Composition (dollars in thousands) Property Type Number of Properties Approximate Leasable Square Feet (1) Total Portfolio Annualized Contractual Rent as of September 30, 2024 Percentage of Total Portfolio Annualized Contractual Rent as of September 30, 2024 Percentage of Annualized Contractual Rent from Our Investment Grade Clients (2) Retail 14,822 211,007,300 $ 3,912,022 79.4 % 31.9 % Industrial 564 115,466,200 720,977 14.6 40.6 Gaming 2 5,053,400 159,695 3.2 — Other (3) 69 5,103,300 138,489 2.8 29.3 Totals 15,457 336,630,200 $ 4,931,183 100.0 % 32.1 % (1) Represents leasable building square footage and includes our portfolio of unconsolidated joint ventures based on ownership percentage. Excludes 2,962 acres of leased land categorized as agriculture at September 30, 2024. (2) Please see the Glossary for our definition of Investment Grade Clients. (3) "Other" primarily includes 15 properties classified as office with $46.0 million in annualized contractual rent, 27 properties classified as agriculture with $38.3 million in annualized contractual rent, three properties classified as data centers with $25.9 million in annualized contractual rent, and 21 properties classified as country clubs with $24.4 million in annualized contractual rent, as well as one land parcel under development. Retail 79.4% Industrial 14.6% Gaming 3.2% Other 2.8% (3)
Q3 2024 Supplemental Operating & Financial Data 23 Q3 2024 Same Store Rental Revenue Number of properties 13,499 Square footage (2) 270,572,097 Q3 2024 $ 1,001,871 Q3 2023 $ 999,634 Change (in dollars) $ 2,237 Change (percent) 0.2 % YTD 2024 Same Store Rental Revenue Number of properties 11,574 Square footage (2) 215,366,036 YTD 2024 $ 2,518,545 YTD 2023 $ 2,511,272 Change (in dollars) $ 7,273 Change (percent) 0.3 % Same Store Rental Revenue (1) (dollars in thousands) Top 3 Industries Contributing to the Change (3) Three months ended September 30, Industry 2024 2023 $ Change % Change Theaters $ 26,502 $ 32,529 $ (6,027) (18.5) % Grocery 94,648 92,906 1,742 1.9 % Convenience Stores 80,421 81,863 (1,442) (1.8) % Top 3 Industries Contributing to the Change (3) Nine months ended September 30, Industry 2024 2023 $ Change % Change Theaters $ 61,230 $ 77,790 $ (16,560) (21.3) % Grocery 272,320 267,852 4,468 1.7 % Convenience Stores 214,131 217,585 (3,454) (1.6) % For purposes of comparability, same store rental revenue is presented on a constant currency basis using the applicable exchange rate as of September 30, 2024. None of the properties in France, Germany, Ireland or Portugal met our Same Store Pool definition for the periods presented. (1) Please see the Glossary to see definitions of our Same Store Pool and Same Store Rental Revenue. Beginning with the second quarter of 2024, properties acquired through the merger with Spirit were considered under each element of our Same Store Pool criteria, except for the requirement that the property be owned for the full comparative period. If the property was owned by Spirit for the full comparative period and each of the other criteria were met, the property was included in our Same Store Pool. Accordingly, Spirit properties have been included in the Same Store Pool for the quarter and have been excluded for the year-to-date calculation. (2) Excludes 8.1 million square feet from properties ground leased to tenants and properties with no land or building ownership. (3) Top 3 industry contributors are based on absolute value of net change period over period.
Q3 2024 Supplemental Operating & Financial Data 24 Same Store Rental Revenue (1) (Cont'd) (dollars in thousands) Three months ended September 30, Nine months ended September 30, Property Type 2024 2023 $ Change % Change 2024 2023 $ Change % Change Retail $ 800,829 $ 803,079 $ (2,250) (0.3) % $ 2,063,955 $ 2,066,767 $ (2,812) (0.1) % Industrial 148,390 145,552 2,838 1.9 % 331,971 323,842 8,129 2.5 % Gaming 25,437 25,000 437 1.7 % 76,313 75,000 1,313 1.8 % Other (2) 27,215 26,003 1,212 4.7 % 46,306 45,663 643 1.4 % Total $ 1,001,871 $ 999,634 $ 2,237 0.2 % $ 2,518,545 $ 2,511,272 $ 7,273 0.3 % Same Store Rental Revenue by Property Type Reconciliation of Same Store Rental Revenue to Rental Revenue (including reimbursable) Three months ended September 30, Nine months ended September 30, 2024 2023 2024 2023 Same store rental revenue $ 1,001,871 $ 999,634 $ 2,518,545 $ 2,511,272 Constant currency adjustment (3) (4,913) (6,931) (22,805) (23,225) Straight-line rent and other non-cash adjustments 799 (2,523) 6,046 (17,109) Contractually obligated reimbursements by our clients 74,625 66,692 228,949 209,811 Revenue from excluded properties (1) 198,942 139,897 1,017,427 246,174 Other excluded revenue (4) (171) 690 15,888 2,517 Less: Spirit rental revenue (5) — (188,597) — — Rental revenue (including reimbursable) $ 1,271,153 $ 1,008,862 $ 3,764,050 $ 2,929,440 (1) Please see the Glossary to see our definitions of the Same Store Pool and Same Store Rental Revenue. Beginning with the second quarter of 2024, properties acquired through the merger with Spirit were considered under each element of our Same Store Pool criteria, except for the requirement that the property be owned for the full comparative period. If the property was owned by Spirit for the full comparative period and each of the other criteria were met, the property was included in our Same Store Pool. (2) "Other" includes properties classified as agriculture, office, data center and country club. (3) For purposes of comparability, Same Store Rental Revenue is presented on a constant currency basis using the applicable exchange rate as of September 30, 2024. None of the properties in France, Germany, Ireland or Portugal met our Same Store Pool definition for the periods presented. (4) "Other excluded revenue" primarily consists of reimbursements for tenant improvements and rental revenue that is not contractual base rent such as lease termination settlements. (5) Amounts for the three months ended September 30, 2023 represent rental revenue from Spirit properties, which were not included in our financial statements prior to the close of the merger on January 23, 2024.
Q3 2024 Supplemental Operating & Financial Data 25 By Property Occupied properties (1) 15,257 Total properties (1) 15,453 Occupancy 98.7 % By Square Footage Occupied square footage (1) 333,397,704 Total square footage (1) 336,619,775 Occupancy 99.0 % By Rental Revenue (Economic Occupancy) Quarterly cash rental revenue (2) $ 1,215,995 Quarterly cash vacant rental revenue (3) $ 12,379 Occupancy 99.0 % Change in Occupancy Vacant properties at 6/30/2024 185 Lease expirations (4) 212 Leasing activity (5) (142) Vacant dispositions (6) (59) Vacant properties at 9/30/2024 196 (1) Excludes properties with ancillary leases only, such as cell towers and billboards, and properties with possession pending. Includes properties owned by unconsolidated joint ventures. (2) Does not include reserves and reserve reversals recorded as adjustments to rental revenue. Includes revenue from unconsolidated joint ventures based on our ownership percentage. (3) Based on contractual monthly rental revenue received immediately preceding the date of vacancy. (4) Includes scheduled and unscheduled expirations (including leases rejected in bankruptcy), as well as future expirations resolved in the periods indicated above. (5) Excludes 28 minority unit leases with no property-level vacancy impact. Please see page 26 for additional detail on re-leasing activity. (6) Includes 50 properties vacant at the beginning of the quarter. Occupancy (1) as of September 30, 2024 (dollars in thousands) Occupancy by Number of Properties 98.8% 98.6% 98.6% 98.8% 98.7% Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 90.0% 91.0% 92.0% 93.0% 94.0% 95.0% 96.0% 97.0% 98.0% 99.0%
Q3 2024 Supplemental Operating & Financial Data 26 Leasing Activity (dollars in thousands) Q3 2024 Re-leased to New Client Re-leased to Without After a Period Re-leasing Same Client Vacancy of Vacancy Totals Prior cash rents $ 33,640 $ 277 $ 2,654 $ 36,571 New cash rents* $ 35,123 $ 249 $ 3,034 $ 38,406 Recapture rate 104.4 % 89.7 % 114.3 % 105.0 % Number of leases 154 2 14 170 Average months vacant — — 12.2 1.0 Lease incentives (1) $ 345 $ — $ 250 $ 595 *Percentage of Total Portfolio Annualized Contractual Rent: 0.8 % (1) Lease incentives are defined as capital outlays made on behalf of a client that are specific to the client's use and benefit, and are not capitalized as improvements to the property. Allocation Based on Number of Leases 90.6% 9.4% Same Client New Client YTD 2024 Re-leased to New Client Re-leased to Without After a Period Re-leasing Same Client Vacancy of Vacancy Totals Prior cash rents $ 118,797 $ 2,740 $ 3,856 $ 125,393 New cash rents* $ 123,986 $ 2,372 $ 5,141 $ 131,499 Recapture rate 104.4 % 86.6 % 133.3 % 104.9 % Number of leases 522 16 29 567 Average months vacant — — 13.2 0.7 Lease incentives (1) $ 2,832 $ 821 $ 250 $ 3,903 *Percentage of Total Portfolio Annualized Contractual Rent: 2.7 % Allocation Based on Number of Leases 92.1% 7.9% Same Client New Client
Q3 2024 Supplemental Operating & Financial Data 27 (1) This table sets forth the timing of remaining lease term expirations in our portfolio (excluding rights to extend a lease at the option of the client) and their contributions to annualized contractual rent as of September 30, 2024. Leases on our multi-client properties are counted separately in the table above. (2) Of the 16,490 in-place leases in the portfolio, 13,544, or 82.1% were under leases that provide for increases in rents through: base rent increases tied to inflation (typically subject to ceilings), percentage rent based on a percentage of the clients’ gross sales, fixed increases, or a combination of two or more of the aforementioned rent provisions. Our leases have a weighted average remaining lease term of approximately 9.4 years. Lease Expirations (dollars in thousands) Total Portfolio (1)(2) Total Portfolio Approx. Annualized Contractual Percentage of Total Expiring Leases Leasable Rent as of Portfolio Annualized Year Retail Non-Retail Sq. Feet September 30, 2024 Contractual Rent 2024 112 1 1,089,400 $ 12,764 0.3 % 2025 826 32 12,005,400 188,669 3.8 2026 944 47 20,173,600 240,372 4.9 2027 1,578 47 26,730,800 349,659 7.1 2028 1,854 68 35,912,800 455,218 9.2 2029 1,830 49 33,919,000 432,418 8.8 2030 810 34 21,894,300 260,092 5.3 2031 632 52 27,607,900 311,038 6.3 2032 1,116 46 22,026,400 305,996 6.2 2033 950 27 22,187,000 276,567 5.6 2034 781 30 17,937,100 321,736 6.5 2035 575 23 10,154,400 182,197 3.7 2036 591 23 10,949,800 190,455 3.9 2037 579 23 12,278,600 168,785 3.4 2038 370 24 12,585,800 143,166 2.9 2039-2143 2,286 130 45,955,900 1,092,051 22.1 Totals 15,834 656 333,408,200 $ 4,931,183 100.0 %
Q3 2024 Supplemental Operating & Financial Data 28 Earnings Guidance Summarized below are approximate estimates of the key components of our 2024 earnings guidance: Prior 2024 Guidance (1) Revised 2024 Guidance Net income per share (2) $1.21 - $1.30 $1.15 - $1.20 Real estate depreciation and impairments per share $2.92 $2.96 Other adjustments per share (3) $0.06 $0.05 Normalized FFO per share (2)(4) $4.19 - $4.28 $4.16 - $4.21 AFFO per share (4) $4.15 - $4.21 $4.17 - $4.21 Same store rent growth (5) Approx 1.0% Approx 1.0% Occupancy Over 98% Over 98% Cash G&A expenses (% of revenues) (6)(7) Approx 3.0% Approx 3.0% Property expenses (non-reimbursable) (% of revenues) (6) 1.0% - 1.5% 1.2% - 1.5% Income tax expenses $65 - $75 million $65 - $75 million Investment volume (8) Approx $3.0 billion Approx $3.5 billion Disposition volume $400 - $500 million $550 - $600 million (1) As issued on August 5, 2024. (2) Net income per share and Normalized FFO per share include non-cash interest expense impact related to the Spirit merger. (3) Includes gain on sales of properties and merger, transaction, and other costs. (4) Normalized FFO per share and AFFO per share exclude merger, transaction, and other costs. Per share amounts may not add due to rounding. (5) Consistent with prior quarters, the full year Same Store Pool does not include the Spirit portfolio. Reserve reversals recognized in 2023 represent an approximately 30 basis point headwind to same store rent growth in 2024. (6) Revenue excludes contractually obligated reimbursements by our clients. Cash G&A expenses exclude stock-based compensation expense. (7) G&A expenses inclusive of stock-based compensation expense as a percentage of rental revenue, excluding reimbursements, is expected to be approximately 3.4% - 3.7% in 2024. (8) Investment volume excludes merger with Spirit, which closed January 23, 2024. This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended. When used in this presentation, the words “estimated,” “anticipated,” “expect,” “believe,” “intend,” “continue,” “should,” “may,” “likely,” “plans,” and similar expressions are intended to identify forward-looking statements. Forward-looking statements include discussions of our business and portfolio; growth strategies and intentions to acquire or dispose of properties (including geographies, timing, partners, clients and terms); re-leases, re-development and speculative development of properties and expenditures related thereto; future operations and results; the announcement of operating results, strategy, plans, and the intentions of management; guidance; settlement of shares of common stock sold pursuant to forward sale confirmations under our ATM program; dividends, including the amount, timing and payments of dividends related thereto; and trends in our business, including trends in the market for long-term leases of freestanding, single-client properties. Forward-looking statements are subject to risks, uncertainties, and assumptions about us, which may cause our actual future results to differ materially from expected results. Some of the factors that could cause actual results to differ materially are, among others, our continued qualification as a real estate investment trust; general domestic and foreign business, economic, or financial conditions; competition; fluctuating interest and currency rates; inflation and its impact on our clients and us; access to debt and equity capital markets and other sources of funding (including the terms and partners of such funding); continued volatility and uncertainty in the credit markets and broader financial markets; other risks inherent in the real estate business including our clients' solvency, client defaults under leases, increased client bankruptcies, potential liability relating to environmental matters, illiquidity of real estate investments, and potential damages from natural disasters; impairments in the value of our real estate assets; changes in domestic and foreign income tax laws and rates; property ownership through joint ventures, partnerships and other arrangements which may limit control of the underlying investments; epidemics or pandemics including measures taken to limit their spread, the impacts on us, our business, our clients, and the economy generally; the loss of key personnel; the outcome of any legal proceedings to which we are a party or which may occur in the future; acts of terrorism and war; the anticipated benefits from mergers and acquisitions including from the merger with Spirit; and those additional risks and factors discussed in our reports filed with the U.S. Securities and Exchange Commission. Readers are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements are not guarantees of future plans and performance and speak only as of the date of this presentation. Actual plans and operating results may differ materially from what is expressed or forecasted in this presentation and forecasts made in the forward-looking statements discussed in this presentation might not materialize. We do not undertake any obligation to update forward-looking statements or publicly release the results of any forward-looking statements that may be made to reflect events or circumstances after the date these statements were made.
Q3 2024 Supplemental Operating & Financial Data 29 Analyst Coverage Equity Research Baird Wes Golladay wgolladay@rwbaird.com (216) 737-7510 Bank of America Securities Joshua Dennerlein joshua.dennerlein@bofa.com (646) 855-1681 BMO Capital Markets Eric Borden eric.borden@bmo.com (347) 213-9706 BNP Paribas Exane Nate Crossett nate.crossett@exanebnpparibas.com (646) 725-3716 BTIG Michael Gorman mgorman@btig.com (212) 738-6138 Citigroup Smedes Rose smedes.rose@citi.com (212)-816-6243 Edward Jones James Shanahan jim.shanahan@edwardjones.com (314) 515-5292 Goldman Sachs Caitlin Burrows caitlin.burrows@gs.com (212) 902-4736 Green Street Spenser Glimcher sallaway@greenstreetadvisors.com (949) 640-8780 Janney Montgomery Scott Robert Stevenson robstevenson@janney.com (646) 840-3217 Jefferies Linda Tsai ltsai@jefferies.com (212) 778-8011 J.P. Morgan Anthony Paolone anthony.paolone@jpmorgan.com (212) 622-6682 KeyBanc Upal Rana upal.rana@key.com (917) 368-2316 Mizuho Haendel St. Juste haendel.st.juste@us.mizuho-sc.com (212) 205-7860 Morgan Stanley Ronald Kamdem ronald.kamdem@morganstanley.com (212) 269-8319 Raymond James RJ Milligan rjmilligan@raymondjames.com (727) 567-2585 RBC Capital Markets Brad Heffern brad.heffern@rbccm.com (512) 708-6311 Scotiabank Greg McGinniss greg.mcginniss@scotiabank.com (212) 225-6906 Stifel Simon Yarmak yarmaks@stifel.com (443) 224-1345 UBS Michael Goldsmith michael.goldsmith@ubs.com (212) 713-2951 Wedbush Jay Kornreich jay.kornreich@wedbush.com (212) 938-9942 Wells Fargo James Feldman james.feldman@wellsfargo.com (212) 214-8069 Wolfe Research Andrew Rosivach arosivach@wolferesearch.com (646) 582-9250 Realty Income is covered by the analysts at the firms listed above. This list may not be complete and is subject to change. Please note that any opinions, estimates or forecasts regarding Realty Income's performance made by these analysts are theirs alone and do not represent opinions, estimates or forecasts of Realty Income or its management. Realty Income does not by its reference above or distribution imply, and expressly disclaims, any endorsement of or concurrence with any information, estimates, forecasts, opinions, conclusions or recommendations provided by analysts.
Q3 2024 Supplemental Operating & Financial Data 30 Glossary Adjusted EBITDAre. The National Association of Real Estate Investment Trusts (Nareit) established an EBITDA metric for real estate companies (i.e., EBITDA for real estate, or EBITDAre) it believed would provide investors with a consistent measure to help make investment decisions among certain REITs. Our definition of “Adjusted EBITDAre” is generally consistent with the Nareit definition, other than our adjustment to remove foreign currency and derivative gain and loss and merger, transaction, and other costs. We define Adjusted EBITDAre, a non-GAAP financial measure, for the most recent quarter as earnings (net income) before (i) interest expense, (ii) income taxes, (iii) depreciation and amortization, (iv) provisions for impairment, (v) merger, transaction, and other costs, (vi) gain on sales of real estate, (vii) foreign currency and derivative gain and loss, net, and (viii) our proportionate share of adjustments from unconsolidated entities. Our Adjusted EBITDAre may not be comparable to Adjusted EBITDAre reported by other companies or as defined by Nareit, and other companies may interpret or define Adjusted EBITDAre differently than we do. Management believes Adjusted EBITDAre to be a meaningful measure of a REIT’s performance because it provides a view of our operating performance, analyzes our ability to meet interest payment obligations before the effects of income tax, depreciation and amortization expense, provisions for impairment, gain on sales of real estate and other items, as defined above, that affect comparability, including the removal of non-recurring and non-cash items that industry observers believe are less relevant to evaluating the operating performance of a company. In addition, EBITDAre is widely followed by industry analysts, lenders, investors, rating agencies, and others as a means of evaluating the operational cash generating capacity of a company prior to servicing debt obligations. Management also believes the use of an annualized quarterly Adjusted EBITDAre metric is meaningful because it represents our current earnings run rate for the period presented. The ratio of our total debt to our annualized quarterly Adjusted EBITDAre is also used to determine vesting of performance share awards granted to our executive officers. Adjusted EBITDAre should be considered along with, but not as an alternative to, net income as a measure of our operating performance. Adjusted Funds From Operations (AFFO), a non-GAAP financial measure, is defined as FFO adjusted for unique revenue and expense items, which we believe are not as pertinent to the measurement of our ongoing operating performance. Most companies in our industry use a similar measurement to AFFO, but they may use the term "CAD" (for Cash Available for Distribution) or "FAD" (for Funds Available for Distribution). We believe AFFO provides useful information to investors because it is a widely accepted industry measure of the operating performance of real estate companies used by the investment community. In particular, AFFO provides an additional measure to compare the operating performance of different REITs without having to account for differing depreciation assumptions and other unique revenue and expense items which are not pertinent to measuring a particular company’s ongoing operating performance. Therefore, we believe that AFFO is an appropriate supplemental performance metric, and that the most appropriate GAAP performance metric to which AFFO should be reconciled is net income available to common stockholders. Annualized Adjusted EBITDAre, a non-GAAP financial measure, is calculated by annualizing Adjusted EBITDAre. Annualized Contractual Rent of our acquisitions and properties under development is the monthly aggregate cash amount charged to clients, inclusive of monthly base rent receivables, as of the balance sheet date, multiplied by 12, excluding percentage rent, interest income on loans and preferred equity investments, and including our pro rata share of such revenues from properties owned by unconsolidated joint ventures. We believe total annualized contractual rent is a useful supplemental operating measure, as it excludes entities that were no longer owned at the balance sheet date and includes the annualized rent from properties acquired during the quarter. Total annualized contractual rent has not been reduced to reflect reserves recorded as reductions to GAAP rental revenue in the periods presented. Annualized Pro Forma Adjusted EBITDAre, a non-GAAP financial measure, is defined as Adjusted EBITDAre, which includes transaction accounting adjustments in accordance with U.S. GAAP, consists of adjustments to incorporate Adjusted EBITDAre from investments we acquired or stabilized during the applicable quarter and removes Adjusted EBITDAre from investments we disposed of during the applicable quarter, giving pro forma effect to all transactions as if they occurred at the beginning of the applicable quarter. Our calculation includes all adjustments consistent with the requirements to present Adjusted EBITDAre on a pro forma basis in accordance with Article 11 of Regulation S-X. The annualized pro forma adjustments are consistent with the debt service coverage ratio calculated under financial covenants for our senior unsecured notes and bonds. See page 13 for further information regarding our debt covenants. Cash Income represents expected rent for real estate acquisitions as well as rent to be received upon completion of the properties under development. For unconsolidated entities, this represents our pro rata share of the cash income. For loans receivable and preferred equity investments, this represents interest income and preferred dividend income, respectively.
Q3 2024 Supplemental Operating & Financial Data 31 Glossary (Cont'd) Funds From Operations (FFO), a non-GAAP financial measure, consistent with the Nareit definition, is net income available to common stockholders, plus depreciation and amortization of real estate assets, plus provisions for impairments of depreciable real estate assets, and reduced by gain on property sales. Presentation of the information regarding FFO and AFFO (described on pages 5 and 6) is intended to assist the reader in comparing the operating performance of different REITs, although it should be noted that not all REITs calculate FFO and AFFO in the same way, so comparisons with other REITs may not be meaningful. FFO and AFFO should not be considered alternatives to reviewing our cash flows from operating, investing, and financing activities. In addition, FFO and AFFO should not be considered measures of liquidity, of our ability to make cash distributions, or of our ability to pay interest payments. We consider FFO to be an appropriate supplemental measure of a REIT’s operating performance as it is based on a net income analysis of property portfolio performance that adds back items such as depreciation and impairments for FFO. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT using historical accounting for depreciation could be less informative. The use of FFO is recommended by the REIT industry as a supplemental performance measure. In addition, FFO is used as a measure of our compliance with the financial covenants of our credit facility. Initial Weighted Average Cash Yield for acquisitions and properties under development is computed as cash income for the first twelve months following the acquisition date, divided by the total cost of the property (including all expenses borne by us), and includes our pro-rata share of cash income from unconsolidated joint ventures. Initial weighted average cash yield for loans receivable is computed using the cash income for the first twelve months following the acquisition date, divided by the total cost of the investment. Investment Grade Clients are our clients with a credit rating, and our clients that are subsidiaries or affiliates of companies with a credit rating, as of the balance sheet date, of Baa3/BBB- or higher from one of the three major rating agencies (Moody’s/S&P/Fitch). Net Cash Capitalization Rates (dispositions) are computed as annualized current month contractual cash net operating income, divided by the net proceeds received upon sale of the property (including all expenses borne by us). Net Debt/Annualized Adjusted EBITDAre, a ratio used by management as a measure of leverage, is calculated as net debt (which we define as total debt per our consolidated balance sheet, excluding deferred financing costs and net premiums and discounts, but including our proportionate share of debt from unconsolidated entities, less cash and cash equivalents), divided by Annualized Adjusted EBITDAre. Net Debt/Annualized Pro Forma Adjusted EBITDAre, a ratio used by management as a measure of leverage, is calculated as net debt (which we define as total debt per our consolidated balance sheet, excluding deferred financing costs and net premiums and discounts, but including our proportionate share of debt from unconsolidated entities, less cash and cash equivalents), divided by Annualized Pro Forma Adjusted EBITDAre. Normalized Funds from Operations Available to Common Stockholders (Normalized FFO), a non-GAAP financial measure, is FFO excluding merger, transaction, and other costs. Same Store Pool, for purposes of determining the properties used to calculate our same store rental revenue, includes all properties that we owned for the entire year-to-date period, for both the current and prior year except for properties during the current or prior year that were: (i) vacant at any time, (ii) under development or redevelopment, or (iii) involved in eminent domain and rent was reduced. Same Store Rental Revenue excludes straight-line rent, the amortization of above and below-market leases, and reimbursements from clients for recoverable real estate taxes and operating expenses. For purposes of comparability, same store rental revenue is presented on a constant currency basis by applying the exchange rate as of the balance sheet date to base currency rental revenue.
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