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FrontView REIT Inc

For the period ended Sep 30, 2024. Filed Nov 14, 2024.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 14, 2024

FVR$19.07-0.4%Stored close · as of Nov 6, 2026

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13. Subsequent Events

  1. SUBSEQUENT EVENTS

The Partnership identified the following events subsequent to September 30, 2024 that are not recognized in the accompanying condensed consolidated financial statements:

(a)

The Partnership was part of a series of transactions (“REIT Contribution Transactions”) to create an UPREIT structure, with a publicly-traded REIT that is internally managed and owns all of its assets and conducts all of its business through a subsidiary operating partnership. On October 2, 2024, prior to the REIT Contribution Transactions, the Partnership effected a 250-for-1 stock split of Common Units outstanding. Following the unit split, pursuant to the Contribution Agreements, the Common Limited Partners exchanged their Common Units (or interest in the entity that owns the Common Units) for units in FrontView Operating Partnership LP (“OP Units”) or Common Stock of FrontView REIT Inc. on a one-for-one basis.

On October 2, 2024, pursuant to the REIT Contribution Transactions, existing Preferred Unit Holders exchanged their interests in NADG NNN Operating LP (or interest in the entity that owns the preferred interests) for OP Units.

(b)

On October 2, 2024, the Partnership, through the REIT Contribution Transactions described above is the Predecessor of FrontView REIT Inc., who completed the IPO of its common stock and began trading on the New York Stock Exchange as FrontView REIT Inc. (the “Company”) under the ticker symbol “FVR”. The Company sold 13,200,000 shares of common stock at a price of $19.00 per share. The net proceeds from the IPO were $233,871, which are net of underwriter fees and commissions of $16,929.

On October 23, 2024, the Company issued an additional 1,090,846 shares of common stock pursuant to the underwriters' over-allotment option in connection with the Company's IPO. The Company received net proceeds of $19,327, which are net of underwriter fees and commissions of $1,399.

The Company contributed the net proceeds of the IPO to FrontView Operating Partnership LP in exchange for 14,290,846 OP Units.

(c)

Pursuant to the Amended and Restated Internalization Agreement, NARS received 931,490 OP Units to internalize the Partnership's management infrastructure contemporaneously with the closing of the IPO on October 3, 2024.

(d)

On October 2, 2024, the Company used the net proceeds of the IPO to repay the outstanding borrowings on the CIBC Bank USA, Revolving Credit Facility and CIBC Bank USA, Term Loan, in the amounts of $150,000 and $15,967, respectively. Concurrently with the closing of the IPO and repayment of the outstanding borrowings, the Company entered into a $200,000 Delayed Draw Term Loan and $250,000 Revolving Credit Facility. The Company incurred approximately $4,892 of financing transaction costs, which was paid with proceeds from the IPO.

(e)

On October 11, 2024, the Partnership paid distributions in the aggregate amount of $1,669 to the Preferred Unit Holders. This aggregate amount included $1,633 of distributions for the quarter ended September 30, 2024 and $36 of distributions for the period through October 1, 2024 to October 2, 2024, the period prior to the closing of the IPO.

(f)

Subsequent to September 30, 2024, the Company continued to expand its operations through the acquisition of approximately $22,501 of additional rental property and associated intangible assets and liabilities.

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