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

 

November 5, 2018

Date of Report (Date of earliest event reported)

 

Essential Properties Realty Trust, Inc.

(Exact name of registrant as specified in its charter)

 

 

Maryland

(State or other jurisdiction of incorporation)

 

 

001-38530

(Commission File Number)

 

 

82-4005693

(IRS Employer Identification No.)

 

47 Hulfish Street, Suite 210
Princeton, New Jersey

(Address of principal executive offices)

 

 

08542

(Zip Code)

 

 

Registrant’s telephone number, including area code: (609) 436-0610

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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))

 

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).

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 5, 2018, Essential Properties Realty Trust, Inc. (the “Company”) issued a press release announcing the Company’s financial results for the three and nine months ended September 30, 2018. The press release is furnished hereto as Exhibit 99.1 and incorporated herein by reference.

Item 7.01— Regulation FD Disclosure.

On November 5, 2018, the Company issued its Supplemental Operating & Financial Data—Third Quarter Ended September 30, 2018. The Supplemental Operating & Financial Data is furnished hereto as Exhibit 99.2 and incorporated herein by reference.

The foregoing information is furnished pursuant to Item 2.02, “Results of Operations and Financial Condition,” and Item 7.01, “Regulation FD Disclosure.”  The information in Items 2.02 and 7.01 of this Current Report on Form 8‑K and the exhibits furnished therewith shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, and shall not be or be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, regardless of any general incorporation language in such filing.

Item 9.01 — Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

99.1

Earnings Press Release dated November 5, 2018 for the quarter ended September 30, 2018

99.2

Supplemental Operating & Financial Data—Third Quarter Ended September 30, 2018

 


 


SIGNATURES

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.

 

 

ESSENTIAL PROPERTIES REALTY TRUST, INC.

 

 

 

 

Date:  November 5, 2018

 

By:

/s/ Hillary P. Hai

 

 

 

Hillary P. Hai

 

 

 

Chief Financial Officer

 

 

 

Exhibit 99.1

 

Essential Properties Announces Third Quarter 2018 Results

 

- Closed Quarterly Investments of $133.1 Million at a 7.7% Wtd. Avg. Cash Cap Rate -

- Introduces 2019 AFFO per Share Guidance Range -

- Same-Store Contractual Cash NOI Grew 2.0% in the Third Quarter -

 

November 5, 2018

 

PRINCETON, N.J.--(BUSINESS WIRE)--Essential Properties Realty Trust, Inc. (NYSE: EPRT; “Essential Properties” or the “Company”), today announced operating results for the three and nine months ended September 30, 2018.

 

Third Quarter 2018 Financial and Operating Highlights

 

 

Invested $133.1 million in 62 properties at a 7.7% weighted average cash cap rate

 

Increased total revenues to $25.7 million

 

Net income increased to $7.7 million, or $0.12 per share on a fully diluted basis

 

Increased Funds from Operations (“FFO”) to $15.8 million, or $0.25 per share on a fully diluted basis

 

Increased Adjusted Funds from Operations (“AFFO”) to $15.6 million, or $0.25 per share on a fully diluted basis

 

Year-to-Date 2018 Financial and Operating Highlights

 

 

Invested $411.7 million in 176 properties at a 7.7% weighted average cash cap rate

 

Increased total revenue to $67.6 million

 

Net income increased to $12.3 million

 

Increased FFO to $33.6 million

 

Increased AFFO to $31.5 million

 

CEO Comments

 

Commenting on the third quarter results, Essential Properties’ President and Chief Executive Officer, Pete Mavoides, said, “We are thrilled to report our third quarter results, which is our first full quarter as a public company. Our newer vintage portfolio of granular net lease properties is performing at a high level with same-store contractual cash NOI growing 2.0% in the quarter, occupancy increasing 50 bps to 99.8%, and our sector leading weighted average lease term remaining flat at 14.3 years. By leveraging our long-standing tenant and industry relationships, we invested $133 million into 62 single-tenant properties at 7.7% initial cap rate during the quarter. Looking ahead to next year, we are well positioned from a capital perspective with ~$74 million of cash on hand at quarter-end and low leverage at 4.7x Net Debt to Annualized Adjusted EBITDA re . While we maintain a growing and active investment pipeline, we remain highly selective towards future growth opportunities in today’s environment.”


Financial Results

 

Total Revenue

Total revenue for the quarter ended September 30, 2018 increased to $25.7 million, as compared to $13.6 million for the same quarter in 2017.

 

Total revenue for the nine months ended September 30, 2018 increased to $67.6 million, as compared to $37.0 million for the same period in 2017.

Net Income

Net income for the quarter ended September 30, 2018 increased to $7.7 million, as compared to $0.5 million for the same quarter in 2017.

 

Net income for the nine months ended September 30, 2018 increased to $12.3 million, as compared to $3.2 million for the same period in 2017.

 

Funds from Operations

FFO for the quarter ended September 30, 2018 increased to $15.8 million, as compared to $4.6 million for the same quarter in 2017.

 

FFO for the nine months ended September 30, 2018 increased to $33.6 million, as compared to $14.1 million for the same period in 2017.

 

Adjusted Funds from Operations

AFFO for the quarter ended September 30, 2018 increased to $15.6 million, as compared to $4.7 million for the same quarter in 2017.

 

AFFO for the nine months ended September 30, 2018 increased to $31.5 million, as compared to $13.6 million for the same period in 2017.

 

Dividend Information

As previously announced, Essential Properties declared a cash dividend of $0.224 per share of common stock on September 5, 2018. The dividend was comprised of $0.21 per share for the third quarter ended September 30, 2018 and $0.014 for the six days of the second quarter ended June 30, 2018 following the closing of the Company’s initial public offering (“IPO”). The dividend was paid on October 12, 2018 to stockholders of record as of the close of business on September 28, 2018 .

 


Net Investment Activity

Acquisitions

During the quarter ended September 30, 2018, Essential Properties invested $133.1 million in 62 properties in 34 separate transactions at a weighted average cash and GAAP cap rate of 7.7% and 8.6%, respectively. These properties are 100% leased with a weighted average lease term of approximately 16.1 years. As a percentage of cash ABR, 76.7% of the Company’s acquisitions for the three months ended September 30, 2018 came from sale-leaseback transactions, 58.1% were subject to a master lease and 100% are required to provide the Company with financial reporting.

 

During the nine months ended September 30, 2018, Essential Properties invested $411.7 million in 176 properties in 73 separate transactions at a weighted average cash and GAAP cap rate of 7.7% and 8.6%, respectively. These properties are 100% leased with a weighted average lease term of approximately 16.4 years. As a percentage of cash ABR, 83.8% of the Company’s acquisitions for the nine months ended September 30, 2018 came from sale-leaseback transactions, 67.3% were subject to a master lease and 98.1% are required to provide the Company with financial reporting.

 

Dispositions

During the three months ended September 30, 2018, Essential Properties sold 21 properties for $19.4 million, with a net gain on sales of $1.5 million. The disposition weighted average cash cap rate on the 16 leased properties sold in the three months ended September 30, 2018 was 6.8%, which excludes the sale of one leasehold property.

 

During the nine months ended September 30, 2018, Essential Properties sold 37 properties for $40.9 million, with a net gain on sales of $5.1 million. Excluding one property sold pursuant to a tenant purchase option and the sale of one leasehold property, the disposition weighted average cash cap rate on the 28 leased properties sold in the nine months ended September 30, 2018 was 6.9%.

 

Portfolio Update

 

Portfolio Highlights

As of September 30, 2018, Essential Properties’ portfolio consisted of 645 freestanding net lease properties, which included 11 properties that secure mortgage notes receivable, with a weighted average lease term of 14.3 years and a weighted average rent coverage ratio of 2.8x. As of the same date, the portfolio was 99.8% occupied by 153 tenants operating 162 different concepts across 42 states in 15 distinct industries. At third quarter end, 90.6% of the Company’s cash ABR was generated from tenants that operate service-oriented or experience-based businesses, and 67.2% of its cash ABR was derived from properties subject to a master lease.

 


Leasing Activity

During the nine months ended September 30, 2018, Essential Properties renewed nine leases at a 96.2% recovery rate vs. prior cash rents and signed three new leases without vacancy at a 102.2% recovery rate. In total, the Company recovered 99.3% of prior cash rents from leasing efforts during the first three quarters of 2018, which amounted to 1.9% of its cash ABR as of September 30, 2018.

 

Capital Markets, Leverage and Balance Sheet and Liquidity

 

Capital Markets Activity

On July 24, 2018, the Company issued 2,772,191 shares of common stock to the underwriters of its IPO, pursuant to the underwriter’s option to purchase additional shares in the IPO. The Company received approximately $35.8 million in net proceeds from the issuance of these shares, after deducting underwriting discounts and other related expenses.

 

Leverage

As of September 30, 2018, the Company’s Net Debt to Annualized Adjusted EBITDA re was 4.7x.

 

Balance Sheet and Liquidity

Essential Properties has a $300 million unsecured credit facility with no amounts outstanding as of November 2, 2018. The credit facility includes an accordion feature to increase, subject to certain conditions, the maximum availability of the facility by up to $200 million. In addition, the Company had $74.1 million of cash and cash equivalents and restricted cash as of September 30, 2018.

 

2019 Guidance

 

The Company currently expects 2019 AFFO per share to be within a range of $1.11 to $1.15. This AFFO per share guidance equates to anticipated net income, excluding gains or losses on sales of property, of $0.50 to $0.54 per share, plus $0.63 to $0.64 per share of expected real estate depreciation and amortization, minus $0.02 to $0.03 per share related to non-cash items.

 

Conference Call Information

 

In conjunction with the release of Essential Properties’ operating results, the Company will host a conference call on November 5, 2018 at 1:00 p.m. EST to discuss the results. To access the conference, dial 877-407-0782. A live webcast will also be available in listen-only mode by clicking on the webcast link in the Investor Relations section at www.essentialproperties.com.  

 

A telephone replay of the conference call can also be accessed by calling (877)-481-4010 and entering the access code: 38544. The telephone replay will be available through November 19, 2018.


 

A replay of the conference call webcast will be available approximately two hours after the conclusion of the live broadcast. The webcast replay will be available for 90 days. No access code is required for this replay.

 

Supplemental Materials

 

The Company’s Supplemental Operating & Financial Data—Third Quarter Ended September 30, 2018 are available on Essential Properties’ website at investors.essentialproperties.com.

 

About Essential Properties Realty Trust, Inc.

 

Essential Properties Realty Trust, Inc. is an internally managed real estate company that acquires, owns and manages primarily single-tenant properties that are net leased on a long-term basis to companies operating service-oriented or experience-based businesses. As of September 30, 2018, the Company’s portfolio consisted of 645 freestanding net lease properties with a weighted average lease term of 14.3 years and a weighted average rent coverage ratio of 2.8x. As of the same date, the Company’s portfolio was 99.8% leased to 153 tenants operating 162 different concepts in 15 distinct industries across 42 states.

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the federal securities laws. When used in this press release, the words “estimate,” “anticipate,” “expect,” “believe,” “intend,” “may,” “will,” “should,” “seek,” “approximately” or “plan,” or the negative of these words and phrases or similar words or phrases that are predictions of or indicate future events or trends and that do not relate solely to historical matters are intended to identify forward-looking statements. You can also identify forward-looking statements by discussions of strategy, plans or intentions of management.  Forward-looking statements involve numerous risks and uncertainties and you should not rely on them as predictions of future events. Forward-looking statements depend on assumptions, data or methods that may be incorrect or imprecise and the Company may not be able to realize them. The Company does not guarantee that the transactions and events described will happen as described (or that they will happen at all). You are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this press release. While forward-looking statements reflect the Company’s good faith beliefs, they are not guarantees of future performance. The Company undertakes no obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events, except as required by law. In light of these risks and uncertainties, the forward-looking events discussed in this press release might not occur as described, or at all.

 

Additional information concerning factors that could cause actual results to differ materially from these forward-looking statements is contained from time to time in the company’s Securities and Exchange Commission (the "Commission”) filings, including, but not limited to, the Company’s Quarterly Reports on Form 10-Q. Copies of each filing may be obtained from the


Company or the Commission. Such forward-looking statements should be regarded solely as reflections of the company’s current operating plans and estimates. Actual operating results may differ materially from what is expressed or forecast in this press release.

 

The results reported in this press release are preliminary and not final. There can be no assurance that these results will not vary from the final results reported in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018 that it will file with the Commission.

 

Non-GAAP Financial Measures and Certain Definitions

 

FFO and AFFO

 

In addition to net income computed in accordance with U.S. generally accepted accounting principles ("GAAP"), the Company also discloses funds from operations (“FFO”) and adjusted funds from operations (“AFFO”), both of which are non-GAAP financial measures. The Company believes these two non-GAAP financial measures are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs.

 

FFO and AFFO do not include all items of revenue and expense included in net income, nor do they represent cash generated from operating activities and are not necessarily indicative of cash available to fund cash requirements; accordingly, they should not be considered alternatives to net income as a performance measure or cash flows from operations as a liquidity measure and should be considered in addition to, and not in lieu of, GAAP financial measures.

 

The Company computes FFO in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts ("NAREIT"). NAREIT defines FFO as GAAP net income or loss adjusted to exclude extraordinary items (as defined by GAAP), net gain or loss from sales of depreciable real estate assets, impairment write-downs associated with depreciable real estate assets and real estate related depreciation and amortization (excluding amortization of deferred financing costs and depreciation of non-real estate assets), including the pro rata share of such adjustments of unconsolidated subsidiaries. FFO is used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among the Company’s peers primarily because it excludes the effect of real estate depreciation and amortization and net gains on sales (which are dependent on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions).

 

To derive AFFO, the Company modifies the NAREIT computation of FFO to include other adjustments to GAAP net income related to non-cash and certain other revenues and expenses such as straight-line rental revenue, non-cash interest expense, non-cash compensation expense, amortization of market lease-related intangibles, amortization of capitalized lease incentives, capitalized interest expense and transaction costs. Such items may cause short-term fluctuations in net income but have no impact on operating cash flows or long-term operating performance. The Company believes that AFFO is an additional useful supplemental measure for investors to


consider, because it will help them to better assess the Company’s operating performance without the distortions created by non-c ash and certain other revenues or expenses.

 

FFO and AFFO may not be comparable to similarly titled measures employed by other companies.

 

EBITDA and EBITDAre

 

The Company calculates earnings before interest, income taxes and depreciation and amortization (“EBITDA”) as earnings (GAAP net income) before interest, taxes and depreciation and amortization. In 2017, NAREIT issued a white paper recommending that companies that report EBITDA also report EBITDA further adjusted to exclude gains (or losses) on sales of depreciable property and real estate impairment losses (“EBITDA re ”). The Company computes EBITDA re in accordance with the definition adopted by NAREIT. NAREIT defines EBITDA re as EBITDA (as defined above) excluding gains (or losses) from the sales of depreciable property and real estate impairment losses. The Company presents EBITDA and EBITDA re as they are measures commonly used in its industry, and the Company believes that these measures are useful to investors and analysts because they provide important supplemental information concerning its operating performance exclusive of certain non-cash items and other costs.

 

EBITDA and EBITDA re are not measurements of financial performance under GAAP, and the Company’s EBITDA and EBITDA re may not be comparable to similarly titled measures of other companies. You should not consider EBITDA and EBITDA re as alternatives to net income or cash flows from operating activities determined in accordance with GAAP.

 

Net Debt

 

Net debt represents the Company’s gross debt (defined as total debt plus deferred financing costs, net) less cash and cash equivalents and restricted cash deposits held for the benefit of lenders. The Company believes excluding cash and cash equivalents and restricted cash deposits held for the benefit of lenders from gross debt, both of which could be used to repay debt, provides an estimate of the net contractual amount of borrowed capital to be repaid, which it believes is a beneficial disclosure to investors and analysts.

 

NOI and Cash NOI

 

Net operating income (“NOI”) and cash NOI (“Cash NOI”) are non-GAAP financial measures used by the Company to evaluate the operating performance of its real estate. NOI is equal to total revenues less property expenses. NOI excludes all other items of expense and income included in the financial statements in calculating net income or loss. Cash NOI further excludes non-cash items included in total revenues and property expenses, such as straight-line rental revenue and amortization of capitalized lease incentives and above- and below-market lease-related intangibles. The Company believes NOI and Cash NOI provide useful and relevant information because they reflect only those income and expense items that are incurred at the property level and present such items on an unlevered basis.

 


NOI and Cash NOI are not measurements of financial performance under GAAP, and the Company’s NOI and Cash NOI may not be comparable to similarly titled measures of other companies. You should not consider the C ompany’s NOI and Cash NOI as alternatives to net income or cash flows from operating activities determined in accordance with GAAP.

 

Adjusted EBITDAre / Adjusted NOI / Adjusted Cash NOI

 

The Company reports Adjusted EBITDA re , Adjusted NOI and Adjusted Cash NOI as if all acquisition and disposition activity that took place during the relevant quarter had occurred on the first day of the quarter. The Company then annualizes these estimates for the relevant quarter by multiplying them by four, which it believes provides a meaningful estimate of the Company’s current run rate for all properties owned as of the end of the relevant quarter. You should not unduly rely on these metrics as they are based on assumptions and estimates that may prove to be inaccurate. The Company’s actual reported EBITDA re , NOI and Cash NOI for future periods may be significantly less than these estimates of current run rates for a variety of reasons.

 

Cash ABR

 

Cash ABR means annualized contractually specified cash base rent in effect as of the end of the relevant quarter for all of the Company’s leases (including those accounted for as direct financing leases) commenced as of that date, as well as interest on its mortgage loans receivable.

 

Cash Cap Rate

 

Cash Cap Rate means annualized contractually specified cash base rent for the first full month after acquisition or disposition divided by the purchase or sale price, as applicable, for the property.

 

GAAP Cap Rate

 

GAAP Cap Rate means annualized rental income computed in accordance with GAAP for the first full month after acquisition divided by the purchase price, as applicable, for the property.

 

Rent Coverage Ratio

 

Rent coverage ratio means the ratio of tenant-reported or, when unavailable, management’s estimate based on tenant-reported financial information, annual EBITDA and cash rent attributable to the leased property (or properties, in the case of a master lease) to the annualized base rental obligation as of a specified date.

 



Essential Properties Realty Trust, Inc.

Consolidated Statements of Operations

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

(unaudited, in thousands)

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue 1

 

$

25,496

 

 

$

13,427

 

 

$

67,119

 

 

$

36,105

 

Interest income on loans and direct financing leases

 

 

220

 

 

 

65

 

 

 

379

 

 

 

230

 

Other revenue

 

 

26

 

 

 

88

 

 

 

75

 

 

 

648

 

Total revenues

 

 

25,742

 

 

 

13,580

 

 

 

67,573

 

 

 

36,983

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest

 

 

6,563

 

 

 

6,317

 

 

 

23,474

 

 

 

15,192

 

General and administrative

 

 

3,529

 

 

 

2,336

 

 

 

9,872

 

 

 

6,612

 

Property expenses

 

 

494

 

 

 

389

 

 

 

1,221

 

 

 

1,077

 

Depreciation and amortization

 

 

8,763

 

 

 

5,154

 

 

 

22,842

 

 

 

13,241

 

Provision for impairment of real estate

 

 

770

 

 

 

857

 

 

 

3,526

 

 

 

1,436

 

Total expenses

 

 

20,119

 

 

 

15,053

 

 

 

60,935

 

 

 

37,558

 

Other operating income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gain on dispositions of real estate, net

 

 

1,455

 

 

 

1,974

 

 

 

5,100

 

 

 

3,736

 

Income from operations

 

 

7,078

 

 

 

501

 

 

 

11,738

 

 

 

3,161

 

Other income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest

 

 

655

 

 

 

12

 

 

 

719

 

 

 

23

 

Income before income tax expense (benefit)

 

 

7,733

 

 

 

513

 

 

 

12,457

 

 

 

3,184

 

Income tax expense (benefit)

 

 

26

 

 

 

(9

)

 

 

143

 

 

 

33

 

Net income

 

 

7,707

 

 

 

522

 

 

 

12,314

 

 

 

3,151

 

Net income attributable to non-controlling interests

 

 

(2,383

)

 

 

 

 

 

(2,482

)

 

 

 

Net income attributable to stockholders and members

 

$

5,324

 

 

$

522

 

 

$

9,832

 

 

$

3,151

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic weighted-average shares outstanding

 

 

42,364,754

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic net income per share

 

$

0.12

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted weighted-average shares outstanding

 

 

61,472,675

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted net income per share

 

$

0.12

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends declared per share

 

$

0.22

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1. Includes $0.2 million, $0.2 million, $0.9 million and $0.9 million of contingent rent (based on a percentage of the tenant's gross sales at the leased property) during the three months ended September 30, 2018 and 2017 and the nine months ended September 30, 2018 and 2017, respectively.



Essential Properties Realty Trust, Inc.

Consolidated Balance Sheets

 

(in thousands, except share, per share, unit and per unit amounts)

 

September 30, 2018

 

 

 

 

December 31, 2017

 

 

 

(Unaudited)

 

 

 

 

(Audited)

 

ASSETS

 

 

 

 

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

 

 

 

 

Real estate investments, at cost:

 

 

 

 

 

 

 

 

 

 

Land and improvements

 

$

392,831

 

 

 

 

$

278,985

 

Building and improvements

 

 

828,944

 

 

 

 

 

584,385

 

Lease incentive

 

 

2,544

 

 

 

 

 

2,275

 

Construction in progress

 

 

3,932

 

 

 

 

 

4,076

 

Intangible lease assets

 

 

64,542

 

 

 

 

 

62,453

 

Total real estate investments, at cost

 

 

1,292,793

 

 

 

 

 

932,174

 

Less: accumulated depreciation and amortization

 

 

(43,630

)

 

 

 

 

(24,825

)

Total real estate investments, net

 

 

1,249,163

 

 

 

 

 

907,349

 

Loans and direct financing lease receivables, net

 

 

13,049

 

 

 

 

 

2,725

 

Real estate investments held for sale, net

 

 

1,407

 

 

 

 

 

4,173

 

Net investments

 

 

1,263,619

 

 

 

 

 

914,247

 

Cash and cash equivalents

 

 

73,271

 

 

 

 

 

7,250

 

Restricted cash

 

 

809

 

 

 

 

 

12,180

 

Straight-line rent receivable, net

 

 

11,213

 

 

 

 

 

5,498

 

Prepaid expenses and other assets, net

 

 

6,048

 

 

 

 

 

3,045

 

Total assets

 

$

1,354,960

 

 

 

 

$

942,220

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

 

 

 

Secured borrowings, net of deferred financing costs

 

$

507,481

 

 

 

 

$

511,646

 

Notes payable to related party

 

 

 

 

 

 

 

230,000

 

Intangible lease liabilities, net

 

 

11,885

 

 

 

 

 

12,321

 

Intangible lease liabilities held for sale, net

 

 

 

 

 

 

 

129

 

Dividend payable

 

 

14,068

 

 

 

 

 

 

Accrued liabilities and other payables

 

 

6,634

 

 

 

 

 

6,722

 

Total liabilities

 

 

540,068

 

 

 

 

 

760,818

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

 

 

 

 

Preferred stock, $0.01 par value; 150,000,000 authorized; none issued and outstanding as of September 30, 2018

 

 

 

 

 

 

 

 

Common stock, $0.01 par value; 500,000,000 authorized; 43,749,092 issued and outstanding as of September 30, 2018

 

 

431

 

 

 

 

 

 

Additional paid-in capital

 

 

568,369

 

 

 

 

 

 

Distributions in excess of cumulative earnings

 

 

(4,253

)

 

 

 

 

 

Members' equity:

 

 

 

 

 

 

 

 

 

 

Class A units, $1,000 per unit, 83,700 issued and outstanding as of December 31, 2017

 

 

 

 

 

 

 

86,668

 

Class B units, 8,550 issued, 1,610 vested and outstanding as of December 31, 2017

 

 

 

 

 

 

 

574

 

Class C units, $1,000 per unit, 91,450 issued and outstanding as of December 31, 2017

 

 

 

 

 

 

 

94,064

 

Class D Units, 3,000 issued, 600 vested and outstanding as of December 31, 2017

 

 

 

 

 

 

 

96

 

Total stockholders' / members' equity

 

 

564,547

 

 

 

 

 

181,402

 

Non-controlling interests

 

 

250,345

 

 

 

 

 

 

Total equity

 

 

814,892

 

 

 

 

 

181,402

 

Total liabilities and equity

 

$

1,354,960

 

 

 

 

$

942,220

 

 


Essential Properties Realty Trust, Inc.

Reconciliation of Non-GAAP Financial Measures

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

(in thousands)

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Net income

 

$

7,707

 

 

$

522

 

 

$

12,314

 

 

$

3,151

 

Depreciation and amortization of real estate

 

 

8,762

 

 

 

5,153

 

 

 

22,839

 

 

 

13,239

 

Provision for impairment of real estate

 

 

770

 

 

 

857

 

 

 

3,526

 

 

 

1,436

 

Gain on dispositions of real estate

 

 

(1,455

)

 

 

(1,974

)

 

 

(5,100

)

 

 

(3,736

)

Funds from Operations

 

 

15,784

 

 

 

4,558

 

 

 

33,579

 

 

 

14,090

 

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Straight-line rental revenue, net

 

 

(2,198

)

 

 

(1,116

)

 

 

(5,715

)

 

 

(3,076

)

Non-cash interest expense

 

 

817

 

 

 

552

 

 

 

1,982

 

 

 

1,310

 

Non-cash compensation expense

 

 

1,051

 

 

 

182

 

 

 

1,398

 

 

 

581

 

Amortization of market lease-related intangibles

 

 

154

 

 

 

584

 

 

 

284

 

 

 

727

 

Amortization of capitalized lease incentives

 

 

39

 

 

 

34

 

 

 

116

 

 

 

101

 

Capitalized interest expense

 

 

(78

)

 

 

(74

)

 

 

(214

)

 

 

(149

)

Transaction costs

 

 

32

 

 

 

 

 

 

58

 

 

 

 

Adjusted Funds from Operations

 

$

15,601

 

 

$

4,720

 

 

$

31,488

 

 

$

13,584

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.12

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

$

0.12

 

 

 

 

 

 

 

 

 

 

 

 

 

FFO per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.25

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

$

0.25

 

 

 

 

 

 

 

 

 

 

 

 

 

AFFO per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.25

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

$

0.25

 

 

 

 

 

 

 

 

 

 

 

 

 



Essential Properties Realty Trust, Inc.

Reconciliation of Non-GAAP Financial Measures

 

 

 

Three Months Ended

 

(in thousands)

 

September 30, 2018

 

Net income

 

$

7,707

 

Depreciation and amortization

 

 

8,763

 

Interest expense

 

 

6,563

 

Interest income

 

 

(655

)

Income tax expense

 

 

26

 

EBITDA

 

 

22,404

 

Provision for impairment of real estate

 

 

770

 

Gain on dispositions of real estate

 

 

(1,455

)

EBITDA re

 

 

21,719

 

Adjustment for current quarter acquisition and disposition activity 1

 

 

1,650

 

Adjusted EBITDAre - Current Estimated Run Rate

 

 

23,369

 

General and administrative

 

 

3,529

 

Adjusted net operating income ("NOI")

 

 

26,898

 

Straight-line rental revenue, net 1

 

 

(2,156

)

Amortization of market lease-related intangibles

 

 

154

 

Amortization of capitalized lease incentives

 

 

39

 

Adjusted Cash NOI

 

$

24,935

 

 

 

 

 

 

Annualized EBITDA re

 

$

86,876

 

Annualized Adjusted EBITDA re

 

$

93,476

 

Annualized Adjusted NOI

 

$

107,592

 

Annualized Adjusted Cash NOI

 

$

99,740

 

 

1. These adjustments are made to reflect EBITDAre, NOI and Cash NOI as if all acquisitions and dispositions of real estate investments made during the three months ended September 30, 2018 had occurred on July 1, 2018.



Essential Properties Realty Trust, Inc.

Reconciliation of Non-GAAP Financial Measures

 

(in thousands, except share and per share amounts)

 

September 30, 2018

 

Secured debt:

 

 

 

 

Series 2016-1, Class A

 

$

256,124

 

Series 2016-1, Class B

 

 

17,243

 

Series 2017-1, Class A

 

 

228,024

 

Series 2016-1, Class B

 

 

15,669

 

Total secured debt

 

 

517,060

 

 

 

 

 

 

Unsecured debt:

 

 

 

 

Revolving credit facility 1

 

 

 

Total unsecured debt

 

 

 

Gross debt

 

 

517,060

 

      Less: cash & cash equivalents

 

 

(73,271

)

Less: restricted cash deposits held for the benefit of lenders

 

 

(808

)

Net debt

 

 

442,981

 

 

 

 

 

 

Equity:

 

 

 

 

Preferred stock

 

 

 

Common stock & OP units (62,805,644 shares @ $14.19/share as of 9/30/18) 2

 

 

891,212

 

Total equity

 

 

891,212

 

Total enterprise value ("TEV")

 

$

1,334,193

 

 

 

 

 

 

Net Debt / TEV

 

 

33.2

%

Net Debt / Annualized EBITDA re

 

 

5.1

x

Net Debt / Annualized Adjusted EBITDA re

 

 

4.7

x

 

1. The Company’s revolving credit facility provides a maximum aggregate initial original principal amount of up to $300 million and includes an accordion feature to increase, subject to certain conditions, the maximum availability of the facility by up to $200 million.

 

2. Common equity & units as of September 30, 2018, based on 43,749,092 common shares outstanding (including unvested restricted share awards) and 19,056,552 OP units held by non-controlling interests.



Investor/Media:

Essential Properties Realty Trust, Inc.

Daniel Donlan

Senior Vice President, Capital Markets

609-436-0619

info@essentialproperties.com

 

Source: Essential Properties Realty Trust, Inc.

SLIDE 0

Supplemental Operating & Financial Data Third Quarter Ended September 30, 2018 Exhibit 99.2

SLIDE 1

Table of Contents 242, 242, 242 Financial Summary Consolidated Statements of Operations 2 Funds from Operations and Adjusted Funds from Operations 3 Consolidated Balance Sheets 4 GAAP Reconciliations to EBITDAre, GAAP NOI and Cash NOI 5 Market Capitalization, Debt Summary and Leverage Metrics 6 Net Investment Activity Investment Summary 7 Disposition Summary 8 Portfolio Summary Portfolio Highlights 9 Tenant and Industry Diversification 10 Portfolio Health 11 Leasing Summary Leasing Expiration Schedule, Leasing Activity and Statistics 12 Same-Store Analysis 13 Lease Escalations 14 Glossary 15-17

SLIDE 2

Financial Summary Consolidated Statements of Operations 242, 242, 242 Includes $0.2 million, $0.5 million, $0.9 million and $0.9 million of contingent rent (based on a percentage of the tenant's gross sales at the leased property) during the three months ended September 30, 2018 and 2017 and the nine months ended September 30, 2018 and 2017, respectively.     Three Months Ended September 30,   Nine Months Ended September 30, (unaudited, in thousands except share and per share data)   2018   2017   2018   2017 Revenues:                 Rental revenue1   $ 25,496 $ 13,427 $ 67,119 $ 36,105 Interest income on loans and direct financing leases   220   65   379   230 Other revenue   26   88   75   648 Total revenues   25,742   13,580   67,573   36,983 Expenses:                 Interest   6,563   6,317   23,474   15,192 General and administrative   3,529   2,336   9,872   6,612 Property expenses   494   389   1,221   1,077 Depreciation and amortization   8,763   5,154   22,842   13,241 Provision for impairment of real estate 770 857 3,526 1,436 Total expenses   20,119   15,053   60,935   37,558 Other operating income: Gain on dispositions of real estate, net   1,455   1,974   5,100   3,736 Income from operations 7,078 501 11,738 3,161 Other income:                 Interest 655 12 719 23 Income before income tax expense (benefit)   7,733   513   12,457   3,184 Income tax expense (benefit) 26 (9) 143 33 Net income   7,707   522   12,314   3,151 Net income attributable to non-controlling interests (2,383) — (2,482) — Net income attributable to stockholders and members   $ 5,324   $ 522   $ 9,832   $ 3,151 Basic weighted-average shares outstanding   42,364,754             Basic net income per share $ 0.12 Diluted weighted-average shares outstanding   61,472,675             Diluted net income per share $ 0.12 Dividends declared per share   $ 0.22            

SLIDE 3

Financial Summary Funds From Operations (FFO) and Adjusted Funds From Operations (AFFO) 242, 242, 242     Three Months Ended September 30,   Nine Months Ended September 30, (unaudited, in thousands)   2018   2017   2018   2017 Net income   $ 7,707   $ 522   $ 12,314   $ 3,151 Depreciation and amortization of real estate   8,762   5,153   22,839   13,239 Provision for impairment of real estate   770   857   3,526   1,436 Gain on dispositions of real estate   (1,455)   (1,974)   (5,100)   (3,736) Funds from Operations   15,784   4,558   33,579   14,090 Adjustments:                 Straight-line rental revenue, net   (2,198)   (1,116)   (5,715)   (3,076) Non-cash interest expense   817   552   1,982   1,310 Non-cash compensation expense   1,051   182   1,398   581 Amortization of market lease-related intangibles   154   584   284   727 Amortization of capitalized lease incentives   39   34   116   101 Capitalized interest expense   (78)   (74)   (214)   (149) Transaction costs   32   —   58   — Adjusted Funds from Operations   $ 15,601   $ 4,720   $ 31,488   $ 13,584                   Net income per share:                 Basic   $ 0.12             Diluted   $ 0.12             FFO per share:                 Basic   $ 0.25             Diluted   $ 0.25             AFFO per share:                 Basic   $ 0.25             Diluted   $ 0.25            

SLIDE 4

Financial Summary Consolidated Balance Sheets 242, 242, 242     September 30, 2018   December 31, 2017 (in thousands, except share, per share, unit and per unit amounts)   (unaudited)   (audited)           ASSETS         Investments:         Real estate investments, at cost:         Land and improvements   $ 392,831   $ 278,985 Building and improvements   828,944   584,385 Lease incentive   2,544   2,275 Construction in progress   3,932   4,076 Intangible lease assets   64,542   62,453 Total real estate investments, at cost   1,292,793   932,174 Less: accumulated depreciation and amortization   (43,630)   (24,825) Total real estate investments, net   1,249,163   907,349 Loans and direct financing lease receivables, net   13,049   2,725 Real estate investments held for sale, net   1,407   4,173 Net investments   1,263,619   914,247 Cash and cash equivalents   73,271   7,250 Restricted cash   809   12,180 Straight-line rent receivable, net   11,213   5,498 Prepaid expenses and other assets, net   6,048   3,045 Total assets   $ 1,354,960   $ 942,220           LIABILITIES AND EQUITY         Secured borrowings, net of deferred financing costs   $ 507,481   $ 511,646 Notes payable to related party   —   230,000 Intangible lease liabilities, net   11,885   12,321 Intangible lease liabilities held for sale, net   —   129 Dividend payable   14,068   — Accrued liabilities and other payables   6,634   6,722 Total liabilities   540,068   760,818 Commitments and contingencies   —   — Stockholders' equity:         Preferred stock, $0.01 par value; 150,000,000 authorized; none issued and outstanding as of September 30, 2018   —   — Common stock, $0.01 par value; 500,000,000 authorized; 43,749,092 issued and outstanding as of September 30, 2018   431   — Additional paid-in capital   568,369   — Distributions in excess of cumulative earnings   (4,253)   — Members' equity:         Class A units, $1,000 per unit, 83,700 issued and outstanding as of December 31, 2017   —   86,668 Class B units, 8,550 issued, 1,610 vested and outstanding as of December 31, 2017   —   574 Class C units, $1,000 per unit, 91,450 issued and outstanding as of December 31, 2017   —   94,064 Class D Units, 3,000 issued, 600 vested and outstanding as of December 31, 2017   —   96 Total stockholders' / members' equity   564,547   181,402 Non-controlling interests   250,345   - Total equity   814,892   181,402 Total liabilities and equity   $ 1,354,960   $ 942,220

SLIDE 5

Financial Summary GAAP Reconciliations to EBITDAre, GAAP NOI, Cash NOI and Estimated Run Rate Metrics 242, 242, 242 These adjustments are made to reflect EBITDAre, NOI and Cash NOI as if all acquisitions and dispositions of real estate investments made during the three months ended September 30, 2018 had occurred on July 1, 2018.     Three Months Ended (unaudited, in thousands)   September 30, 2018 Net income   $ 7,707 Depreciation and amortization   8,763 Interest expense   6,563 Interest income (655) Income tax expense   26 EBITDA 22,404 Provision for impairment of real estate   770 Gain on dispositions of real estate (1,455) EBITDAre   21,719 Adjustment for current quarter acquisition and disposition activity1 1,650 Adjusted EBITDAre - Current Estimated Run Rate   23,369 General and administrative 3,529 Adjusted net operating income ("NOI")   26,898 Straight-line rental revenue, net1 (2,156) Amortization of market lease-related intangibles   154 Amortization of capitalized lease incentives 39 Adjusted Cash NOI   $ 24,935 Annualized EBITDAre   $ 86,876 Annualized Adjusted EBITDAre $ 93,476 Annualized Adjusted NOI   $ 107,592 Annualized Adjusted Cash NOI $ 99,740

SLIDE 6

Financial Summary Market Capitalization, Debt Summary and Leverage Metrics 242, 242, 242 Maturity figures for our secured debt are based off of our anticipated repayment schedule. The Series 2016-1 notes mature in November 2046 but have an anticipated repayment date of November 2021. The Series 2017-1 notes mature in June 2047 but have an anticipated repayment date of June 2024. The Series 2016-1 notes can be prepaid without penalty starting on November 26, 2019. The Series 2017-1 notes can be prepaid without penalty starting on November 26, 2021. Our revolving credit facility provides a maximum aggregate initial original principal amount of up to $300 million and includes an accordion feature to increase, subject to certain conditions, the maximum availability of the facility by up to $200 million. Common equity & units as of September 30, 2018, based on 43,749,092 common shares outstanding (including unvested restricted share awards) and 19,056,552 OP units held by non-controlling interests, and share price as of the close of trading on September 28, 2018.                 September 30, 2018 Rate Maturity1 Secured debt:             Series 2016-1, Class A $ 256,124 4.45% 3.2 years Series 2016-1, Class B   17,243   5.43%   3.2 years Series 2017-1, Class A 228,024 4.10% 5.8 years Series 2016-1, Class B   15,669   5.11%   5.8 years Total secured debt 517,060 4.35% 4.4 years               Unsecured debt: Revolving credit facility2   —   LIBOR plus 1.45% to 2.15%   3.7 years Total unsecured debt — Gross debt   517,060   4.35%   4.4 years Less: cash & cash equivalents (73,271) Less: restricted cash deposits held for the benefit of lenders   (808)         Net debt 442,981               Equity: Preferred stock   —         Common stock & OP units (62,805,644 shares @ $14.19/share)3 891,212 Total equity   891,212         Total enterprise value ("TEV") $ 1,334,193               Net Debt / TEV 33.2% Net Debt / Annualized EBITDAre   5.1x         Net Debt / Annualized Adjusted EBITDAre 4.7x

SLIDE 7

Net Investment Activity Investment Summary 242, 242, 242 Note: Exclusive of GE Seed Portfolio and nine additional properties that were acquired from GE Capital for $5.7 million. Annualized contractually specified cash base rent for the first full month after the investment divided by the purchase price for the property. GAAP rent for the first twelve months after the investment divided by the purchase price for the property. As a percentage of cash annualized base rent as of September 30, 2018. The Company purchased four properties with no unit-level reporting per the lease; however, the Company was able to receive financials due to an existing relationship with the tenant. Includes a $5.7M mortgage loan that automatically converts to a 20 year master lease in 2019. Investments 4Q 2016 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018 2Q 2018 3Q 20185 Number of Transactions 11 12 11 18 21 16 23 34 Property Count 62 35 37 50 90 28 86 62 Avg. Investment per Unit (in 000s) $1,815 $4,108 $2,474 $2,728 $1,742 $2,195 $2,493 $2,032 Cash Cap Rates1 7.3% 7.5% 7.6% 7.6% 7.7% 7.8% 7.6% 7.7% GAAP Cap Rates2 8.3% 8.7% 8.9% 8.9% 8.7% 8.3% 8.7% 8.6% Master Lease %3 47% 83% 71% 73% 65% 33% 85% 58% Sale-Leaseback %3 66% 86% 76% 94% 75% 68% 90% 77% % of Financial Reporting3 100% 100% 100% 98% 100% 100% 97%4 100% Rent Coverage Ratio 2.8x 3.1x 4.0x 2.8x 3.1x 2.3x 2.4x 2.7x Lease Term Years 17.3 17.0 17.3 18.0 15.5 14.1 17.2 16.1

SLIDE 8

Net Investment Activity Disposition Summary 242, 242, 242 Net of transaction costs. Gains/(losses) based on our aggregate allocated purchase price. Excludes one property sold pursuant to an existing tenant purchase option. Annualized contractually specified cash base rent at time of sale divided by gross sale price (excluding transaction costs) for the property. Property count excludes dispositions in which only a portion of the owned parcel is sold. Excludes the sale of one leasehold property. Dispositions 4Q 2016 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018 2Q 2018 3Q 2018 Realized Gain/(Loss)1,2 4.8% (0.8%) 8.9% 10.2% 15.9% (1.7%) 9.7%3 (6.6%)6 Cash Cap Rate on Leased Assets4 6.2% 6.5% 6.5% 6.1% 6.4% 6.7% 7.1%3 6.8%6 Leased Properties Sold5 11 3 6 8 9 5 8 17 Vacant Properties Sold5 4 4 8 6 3 1 2 4

SLIDE 9

Portfolio Summary Portfolio Highlights 242, 242, 242 Investment Properties (#)1 645 Square Footage (MM) 5.5 Tenants (#) 153 Concepts (#) 162 Industries (#) 15 States (#) 42 Weighted Average Remaining Lease Term (Years)3 14.3 Triple-Net Leases (% of Cash ABR) 92.4% Master Leases (% of Cash ABR) 67.2% Sale-Leaseback (% of Cash ABR)2 82.2% Unit-Level Rent Coverage 2.8x Unit-Level Financial Reporting (% of Cash ABR) 97.6% Occupancy (%) 99.8% Top 10 Tenants (% of Cash ABR) 35.0% Average Investment Per Property ($MM) $2.0 Average Transaction Size ($MM)2 $7.5 Total Cash ABR ($MM) $99.8 Includes one land parcel and 11 properties that secured mortgage note receivables. Exclusive of GE Seed Portfolio. Includes a $5.7M mortgage loan that automatically converts to a 20 year master lease in 2019. As of September 30, 2018

SLIDE 10

Portfolio Summary Tenant and Industry Diversification 242, 242, 242 Top 10 Tenants Properties % of Cash ABR1 77 5.3% 5 4.4% 13 4.2% 15 3.8% 5 3.6% 13 3.1% 26 2.9% 3 2.7% 19 2.6% 13 2.4% Top 10 Tenants 189 35.0% Total 645 100.0% Top 10 Tenant Exposure Diversification by Industry Represents annualized contractually specified cash base rent in effect on September 30, 2018 for all of our leases (including those accounted for as direct financing leases) commenced as of that date. Includes rental income from five sites under construction. Excludes one vacant site and one land parcel. Calculation excludes properties with no annualized base rent. Tenant Industry Type of Business Cash ABR1 ($'000s)   % of Cash ABR   # of Properties2   Building SqFt ('000s)   Rent Per SqFt3 Quick Service Service $ 15,127   15.2%   194   523,594   $ 29.28 Car Washes Service 11,274   11.3%   43   173,666   64.92 Early Childhood Education Service 10,308   10.3%   44   509,349   20.24 Convenience Stores Service 9,180   9.2%   76   303,737   30.22 Medical / Dental Service 9,077   9.1%   75   405,082   22.41 Casual Dining Service 7,609   7.6%   56   326,846   23.71 Automotive Service Service 6,588   6.6%   52   368,055   18.17 Family Dining Service 3,893   3.9%   25   147,198   26.44 Other Services Service 3,868   3.9%   22   203,268   19.03 Service Subtotal   $ 76,923   77.1%   587   2,960,794   $ 26.14                       Health and Fitness Experience 7,987   8.0%   17   731,020   10.93 Movie Theatres Experience 4,213   4.2%   6   293,206   14.37 Entertainment Experience 1,273   1.3%   3   93,532   13.61 Experience Subtotal   $ 13,472   13.5%   26   1,117,758   $ 12.05                       Home Furnishings Retail 6,457   6.5%   9   466,777   13.83 Grocery Retail 316   0.3%   2   50,416   6.27 Retail Subtotal   $ 6,773   6.8%   11   517,193   $ 13.10                       Building Materials Other 2,643   2.6%   19   896,956   2.95                       Total   $ 99,812   100.0%   643   5,492,701   $ 18.23

SLIDE 11

Portfolio Summary Portfolio Health 242, 242, 242 Tenant Financial Reporting Unit-Level Coverage by Rent Tranche1 Unit-Level Coverage by Lease Expiration Unit-Level Coverage by Tenant Credit2 Note: ‘NR’ means not reported. Certain tenants, whose leases do not require unit-level financial reporting, provide the Company with unit-level financial information. The data shown includes unit-level coverage for these leases. The chart illustrates the portions of annualized base rent as of September 30, 2018 attributable to leases with tenants having specified implied credit ratings based on their Moody’s RiskCalc scores. Moody’s equates the EDF scores generated using RiskCalc with a corresponding credit rating. Tenant Financial Reporting Requirements % of Cash ABR Unit-Level Financial Information 97.4% Corporate-Level Financial Reporting 98.8% Both Unit-Level and Corporate-Level Financial Information 96.8% No Financial Information 0.7% 17.5% 20.7% 39.1%

SLIDE 12

Leasing Summary Leasing Expiration Schedule, Leasing Activity and Statistics 242, 242, 242 Expiration year of contracts in place as of September 30, 2018 and excludes any tenant option renewal periods that have not been exercised. Represents annualized contractually specified cash base rent in effect on September 30, 2018 for all of our leases (including those accounted for as direct financing leases) commenced as of that date. Includes rental income from five sites under construction. Excludes one vacant property, one vacant land parcel and one site with an executed lease that has not commenced as of September 30, 2018. Weighted by Cash ABR as of September 30, 2018. New Cash ABR divided by Total Cash ABR as of September 30, 2018. Annual Lease Expiration by Cash ABR Leasing Activity – YTD 2018 Leasing Statistics   Cash % of # of Wgt. Avg.   Renewed Per Re-Leased to New Tenant Total Year1 ABR2 Cash ABR Properties3 Coverage4 $(000)s Terms of Lease Without Vacancy After Vacancy Leasing 2018 $ - 0.0% 0 - Prior Cash ABR $ 896 975 - $ 1,872 2019 599 0.6% 10 2.7x New Cash ABR 862 997 - 1,859 2020 801 0.8% 9 2.7x Recovery Rate 96.2% 102.2% - 99.3% 2021 900 0.9% 13 3.4x Number of Leases 9 3 - 12 2022 901 0.9% 7 3.4x Average Months Vacant - - - - 2023 6,982 7.0% 80 3.3x % of Total Cash ABR 5 - - - 1.9% 2024 2,157 2.2% 18 2.8x 2025 293 0.3% 5 4.2x 2026 1,806 1.8% 10 2.2x 2027 9,775 9.8% 54 2.5x Vacant Properties at June 30, 2018     4 2028 2,875 2.9% 18 3.0x Expiration Activity       + 2 2029 495 0.5% 4 5.2x Leasing Activity - 2 2030 2,297 2.3% 30 3.9x Vacant Property Sales       - 3 2031 4,590 4.6% 24 3.6x Vacant Properties at September 30, 2018 1 2032 11,697 11.7% 77 2.8x 2033 9,884 9.9% 45 2.3x 2034 2,773 2.8% 22 2.3x 2035 - 0.0% 0 0.0x 2036 2,009 2.0% 20 2.2x 2037 23,266 23.3% 105 3.0x 2038 14,095 14.1% 77 2.2x 2039 1,000 1.0% 11 2.9x 2040 617 0.6% 3 3.1x Total $ 99,812 100.0% 642 2.8x

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Leasing Summary Same-Store Analysis 242, 242, 242 Same-Store Portfolio: All properties owned, excluding new sites under construction, for the entire same-store measurement period, which is June 30, 2017, through September 30, 2018. The same-store portfolio for Q3 2018 was comprised of 338 properties and represented 45.5% of our current portfolio as measured by contractual cash rent divided by our cash ABR at September 30, 2018. Contractual Cash Rent: The amount of cash rent our tenants are contractually obligated to pay per the in-place lease as of September 30, 2018; excludes percentage rent that is subject to sales breakpoints per the lease. Defined Terms Same-Store Portfolio Performance   Contractual Cash Rent ($000s) % Type of Business Q3 2018 Q3 2017 Change Experience $ 673 $ 669 0.6% Retail 1,640 1,615 1.6% Service 8,445 8,274 2.1% Industrial 661 648 2.0% Vacant - 11 0.0% Total Same-Store Rent $ 11,419 $ 11,218 1.8% - Property Operating Expense 170 189 -9.9% Total Same-Store NOI $ 11,249 $ 11,029 2.0%

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Leasing Summary Lease Escalations 242, 242, 242 Leases contributing 96.9% of cash ABR2 provided for base rent escalation, generally ranging from 1.0% to 4.0% annually, with a weighted average annual escalation rate of 1.5%, which assumes 0% change in annual CPI. 10.2% of contractual rent escalations by cash ABR are CPI-based, while 86.7% are based on fixed percentage or scheduled increases 76.5% of cash ABR derived from flat leases is attributable to leases that provide for contingent rent based on a percentage of the tenant’s gross sales at the leased property Based on cash ABR as of September 30, 2018. Represents the weighted average annual escalation rate of the entire portfolio as if all escalations occur annually. For leases in which rent escalates by the greater of a stated fixed percentage or CPI, we have assumed an escalation equal to the stated fixed percentage in the lease. As any future increase in CPI is unknowable at this time, we have not included an increase in the rent pursuant to these leases in the weighted average annual escalation rate presented. Includes a $5.7M mortgage loan that automatically converts to a 20 year master lease with 1.35% annual escalations in 2019. Lease Escalation Frequency Lease Escalation Type     Weighted Average Lease Escalation Frequency % of Cash ABR Annual Escalation Rate1 Annually3 77.7% 1.7% Every 2 years 0.9 1.0 Every 3 years 0.2 1.3 Every 4 years 0.8 0.8 Every 5 years 14.6 1.1 Other escalation frequencies 2.6 1.1 Flat 3.2 NA Total / Weighted Average 100.0% 1.5%

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Glossary Supplemental Reporting Measures 242, 242, 242 FFO and AFFO Our reported results are presented in accordance with U.S. generally accepted accounting principles ("GAAP"). We also disclose funds from operations (“FFO”) and adjusted funds from operations (“AFFO”), both of which are non-GAAP financial measures. We believe these two non-GAAP financial measures are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs. FFO and AFFO do not represent cash generated from operating activities and are not necessarily indicative of cash available to fund cash requirements; accordingly, they should not be considered alternatives to net income as a performance measure or cash flows from operations as reported on our statement of cash flows as a liquidity measure and should be considered in addition to, and not in lieu of, GAAP financial measures. We compute FFO in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts ("NAREIT"). NAREIT defines FFO as GAAP net income or loss adjusted to exclude extraordinary items (as defined by GAAP), net gain or loss from sales of depreciable real estate assets, impairment writedowns associated with depreciable real estate assets and real estate related depreciation and amortization (excluding amortization of deferred financing costs and depreciation of non-real estate assets), including the pro rata share of such adjustments of unconsolidated subsidiaries. To derive AFFO, we modify the NAREIT computation of FFO to include other adjustments to GAAP net income related to non-cash revenues and expenses such as straight-line rental revenue, amortization of deferred financing costs, amortization of capitalized lease incentives and above- and below-market lease related intangibles, capitalized interest expense and non-cash compensation. Such items may cause short-term fluctuations in net income but have no impact on operating cash flows or long-term operating performance. We use AFFO as one measure of our performance when we formulate corporate goals. FFO is used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers primarily because it excludes the effect of real estate depreciation and amortization and net gains on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. We believe that AFFO is an additional useful supplemental measure for investors to consider because it will help them to better assess our operating performance without the distortions created by other non-cash revenues or expenses. FFO and AFFO may not be comparable to similarly titled measures employed by other companies.

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Glossary Supplemental Reporting Measures 242, 242, 242 We also present our earnings before interest, taxes and depreciation and amortization for real estate (“EBITDA”), EBITDA further adjusted to exclude gains (or losses) on sales of depreciable property and real estate impairment losses (“EBITDAre”), net debt, net operating income (“NOI”) and cash NOI (“Cash NOI”), all of which are non-GAAP financial measures. We believe these measures are useful to investors in assessing our operating performance and borrowing levels. EBITDA and EBITDAre We calculate EBITDA as earnings (GAAP net income) before interest, income taxes, and depreciation and amortization. In 2017, NAREIT issued a white paper recommending that companies that report EBITDA also report EBITDAre in all financial reports for periods beginning after December 31, 2017. We compute EBITDAre in accordance with the definition adopted by NAREIT. NAREIT defines EBITDAre as EBITDA (as defined above) excluding gains (or losses) from the sales of depreciable property and real estate impairment losses. We present EBITDA and EBITDAre as they are measures commonly used in our industry and we believe that these measures are useful to investors and analysts because they provide important supplemental information concerning our operating performance exclusive of certain non-cash and other costs. EBITDA and EBITDAre are not measurements of financial performance under GAAP, and our EBITDA and EBITDAre may not be comparable to similarly titled measures of other companies. You should not consider our EBITDA and EBITDAre as alternatives to net income or cash flows from operating activities determined in accordance with GAAP. Net Debt Net debt represents our gross debt (defined as total debt plus deferred financing costs, net) less cash and cash equivalents and restricted cash deposits held for the benefit of lenders. We believe excluding cash and cash equivalents and restricted cash deposits held for the benefit of lenders from gross debt, both of which could be used to repay debt, provides an estimate of the net contractual amount of borrowed capital to be repaid, which we believe is a beneficial disclosure to investors and analysts. NOI and Cash NOI NOI and Cash NOI are non-GAAP financial measures used by us to evaluate the operating performance of our real estate. NOI is equal to total revenues less property expenses. NOI excludes all other items of expense and income included in the financial statements in calculating net income or loss. Cash NOI further excludes non-cash items included in total revenues and property expenses, such as straight-line rental revenue and amortization of capitalized lease incentives and above- and below-market lease-related intangibles. We believe NOI and Cash NOI provide useful and relevant information because they reflect only those income and expense items that are incurred at the property level and present such items on an unlevered basis. NOI and Cash NOI are not measurements of financial performance under GAAP, and our NOI and Cash NOI may not be comparable to similarly titled measures of other companies. You should not consider our NOI and Cash NOI as alternatives to net income or cash flows from operating activities determined in accordance with GAAP. Adjusted EBITDAre / Adjusted NOI / Adjusted Cash NOI We adjust EBITDAre, NOI and Cash NOI based on an estimate calculated as if all acquisition and disposition activity that took place during the current quarter had been made on the first day of the quarter. We then annualize these estimates for the current quarter by multiplying them by four, which we believe provides a meaningful estimate of our current run rate for all properties owned as of the end of the current quarter. You should not unduly rely on these metrics as they are based on assumptions and estimates that may prove to be inaccurate. Our actual reported EBITDAre, NOI and Cash NOI for future periods may be significantly less than these estimates of current run rates for a variety of reasons.

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Glossary of Supplemental Reporting Measures Other Terms 242, 242, 242 Cash ABR Cash ABR means annualized contractually specified cash base rent in effect as of the end of the current quarter for all of our leases (including those accounted for as direct financing leases) commenced as of that date, as well as interest on our mortgage loans receivable. Rent Coverage Ratio Rent coverage ratio means the ratio of tenant-reported or, when unavailable, management’s estimate based on tenant-reported financial information, annual EBITDA and cash rent attributable to the leased property (or properties, in the case of a master lease) to the annualized base rental obligation as of a specified date. GE Seed Portfolio GE seed portfolio means our acquisition of a portfolio of 262 net leased properties on June 16, 2016, consisting primarily of restaurants, that were being sold as part of the liquidation of General Electric Capital Corporation for an aggregate purchase price of $279.8 million (including transaction costs).