STAG Industrial, Inc.
For the period ended Sep 30, 2025. Filed Oct 29, 2025.
View on SEC.govAbout this filing
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, 2025 · Filed Oct 29, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
3. Rental Property
- Rental Property
The following table summarizes the components of rental property, net as of September 30, 2025 and December 31, 2024.
| Rental Property (in thousands) | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Land | $793,164 | $771,794 |
| Buildings, net of accumulated depreciation of $832,200 and $738,348, respectively | 4,651,997 | 4,634,634 |
| Tenant improvements, net of accumulated depreciation of $46,633 and $42,092, respectively | 42,664 | 44,987 |
| Building and land improvements, net of accumulated depreciation of $342,712 and $305,426, respectively | 559,744 | 396,883 |
| Construction in progress | 141,875 | 218,616 |
| Deferred leasing intangibles, net of accumulated amortization of $426,813 and $386,627, respectively | 381,714 | 428,865 |
| Total rental property, net | $6,571,158 | $6,495,779 |
Acquisitions
The following table summarizes the Company’s acquisitions during the three and nine months ended September 30, 2025. The Company accounted for all of its acquisitions as asset acquisitions.
| Market(1) · Date Acquired · Square Feet · Number of Buildings · Purchase Price (in thousands) | |||||
|---|---|---|---|---|---|
| Minneapolis, MN | January 9, 2025 | 161,600 | 1 | $16,537 | |
| Chicago, IL | February 27, 2025 | 231,964 | 2 | 26,748 | |
| Three months ended March 31, 2025 | 393,564 | 3 | 43,285 | ||
| Louisville, KY(2) | May 7, 2025 | — | — | 5,497 | |
| Chicago, IL | June 12, 2025 | 183,200 | 1 | 18,399 | |
| Three months ended June 30, 2025 | 183,200 | 1 | 23,896 | ||
| Houston, TX(3) | September 15, 2025 | 462,250 | 1 | 47,485 | |
| Dayton, OH(2) | September 23, 2025 | — | — | 2,944 | |
| Dayton, OH(3) | September 23, 2025 | 524,160 | 1 | 54,043 | |
| Three months ended September 30, 2025 | 986,410 | 2 | 104,472 | ||
| Nine months ended September 30, 2025 | 1,563,174 | 6 | $171,653 | ||
(1) As defined by CBRE-EA industrial market geographies. If the building is located outside of a CBRE-EA defined market, the city and state is reflected.
(2) The Company acquired a vacant land parcel.
(3) These buildings were acquired through reverse like-kind exchange agreements pursuant to Section 1031 of the Code (“Reverse 1031 Exchanges”) with a third-party intermediary. See below under “Variable Interest Entities” for additional information.
On May 7, 2025, the Company formed a joint venture with a third party, and the venture is primarily engaged in the development and eventual operation of an industrial real estate property located in Shepherdsville, Kentucky. The Company accounts for its investment in the joint venture under the voting interest model of consolidation. See Note 7 for further discussion of the third party’s noncontrolling interest in the joint venture.
The following table summarizes the allocation of the consideration paid at the date of acquisition during the nine months ended September 30, 2025 for the acquired assets and liabilities in connection with the acquisitions identified in the table above.
| Acquired Assets and Liabilities | Purchase Price (in thousands) | Weighted Average Amortization Period (years) of Intangibles at Acquisition |
|---|---|---|
| Land | $24,563 | N/A |
| Buildings | 112,301 | N/A |
| Tenant improvements | 1,518 | N/A |
| Building and land improvements | 10,806 | N/A |
| Construction in progress | 1,569 | N/A |
| Deferred leasing intangibles - in-place leases | 13,821 | 5.8 |
| Deferred leasing intangibles - tenant relationships | 7,209 | 9.4 |
| Deferred leasing intangibles - below market leases | (134) | 2.5 |
| Total purchase price | $171,653 |
Dispositions
The following table summarizes the Company’s dispositions during the nine months ended September 30, 2025. The dispositions were sold to third parties and were accounted for under the full accrual method.
| Sales of rental property, net (dollars in thousands) | Nine months ended September 30, 2025 |
|---|---|
| Number of buildings | 3 |
| Building square feet (in millions) | 0.6 |
| Proceeds from sale of rental property, net | $78,319 |
| Net book value | $20,518 |
| Gain on the sales of rental property, net | $57,801 |
The following table summarizes the results of operations for the three and nine months ended September 30, 2025 and 2024 for the buildings sold during the nine months ended September 30, 2025, which is included in the Company’s Consolidated Statements of Operations prior to the date of sale.
| Three months ended September 30, | Nine months ended September 30, | |||
|---|---|---|---|---|
| Sales of rental property, net (dollars in thousands) | 2025 | 2024 | 2025 | 2024 |
| Sold buildings contribution to net income(1) | $22 | $401 | $376 | $1,362 |
(1) Exclusive of gain on the sales of rental property, net.
Assets Held for Sale
As of September 30, 2025, the related land, building and improvements, net, and deferred leasing intangibles, net, of approximately $0.5 million, $5.6 million, and $0, respectively, forthree buildings were classified as assets held for sale, net on the accompanying Consolidated Balance Sheets. Two of the buildings were sold subsequent to September 30, 2025 to a third-party. The remaining building is anticipated to be sold to a third-party within one year.
Variable Interest Entities
In conjunction with the acquisition of the Houston, Texas and Dayton, Ohio buildings noted above, the Company entered into Reverse 1031 Exchanges with a third-party intermediary, which, for a maximum of 180 days, allows the Company to defer for tax purposes gains on the sale of other properties identified and sold within this period. Until the earlier of the termination of the exchange agreements or 180 days after the acquisition dates, the third-party intermediary is the legal owner of the entities that own these properties. The agreements that govern the operations of these entities provide the Company with the power to direct the activities that most significantly impact the entities’ economic performance. These entities are deemed a variable interest entity (“VIE”) as of September 30, 2025 because it does not have sufficient equity at risk to finance its activities without additional subordinated financial support from other parties. The Company has determined that it is the primary beneficiary of these VIEs as a result of having the power to direct the activities that most significantly impact its economic performance and the obligation to absorb losses, as well as the right to receive benefits that could be potentially significant to the VIEs. Accordingly, the Company has consolidated the entities and its operations as of the acquisition date. As of September 30, 2025, the VIEs had total assets, primarily consisting of real estate, and liabilities of approximately $101.8 million and $2.0 million, respectively.
Loss on Impairment
The following table summarizes the Company’s loss on impairment for assets held and used during the nine months ended September 30, 2025.
| Market(1) · Buildings · Event or Change in Circumstance Leading to Impairment Evaluation(2) · Valuation Technique Utilized to Estimate Fair Value · Fair Value(3) · Loss on Impairment | ||||||
|---|---|---|---|---|---|---|
| (in thousands) | ||||||
| Lewiston, ME | 1 | Change in estimated hold period | Discounted cash flows | (4) | $2,831 | $888 |
| Nine months ended September 30, 2025 | $888 | |||||
(1)As defined by CBRE-EA industrial market geographies. If the building is located outside of a CBRE-EA defined market, the city and state is reflected.
(2)The Company tested the asset group for impairment utilizing a probability weighted recovery analysis of certain scenarios, and it was determined that the carrying value of the property and intangibles were not recoverable from the estimated future undiscounted cash flows.
(3)The estimated fair value of the property is based on Level 3 inputs and is a non-recurring fair value measurement. Level 3 is defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
(4)Level 3 inputs used to determine fair value for the property impaired: discount rate of 12.0% and exit capitalization rate of 10.0%.
Involuntary Conversion
During the three and nine months ended September 30, 2025 and 2024, the Company recognized a gain on involuntary conversion of approximately $0, $3.6 million, $1.9 million, and $9.3 million, respectively, related to tornado damage toone of the Company’s buildings in December 2023.
Deferred Leasing Intangibles
The following table summarizes the deferred leasing intangibles, net on the accompanying Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024.
| September 30, 2025 | December 31, 2024 | |||||
|---|---|---|---|---|---|---|
| Deferred Leasing Intangibles (in thousands) | Gross | Accumulated Amortization | Net | Gross | Accumulated Amortization | Net |
| Above market leases | $73,789 | $(41,605) | $32,184 | $76,232 | $(39,335) | $36,897 |
| Other intangible lease assets | 734,738 | (385,208) | 349,530 | 739,260 | (347,292) | 391,968 |
| Total deferred leasing intangible assets | $808,527 | $(426,813) | $381,714 | $815,492 | $(386,627) | $428,865 |
| Below market leases | $62,448 | $(35,569) | $26,879 | $64,703 | $(31,368) | $33,335 |
| Total deferred leasing intangible liabilities | $62,448 | $(35,569) | $26,879 | $64,703 | $(31,368) | $33,335 |
The following table summarizes the net increase (decrease) to rental income and amortization expense for the amortization of deferred leasing intangibles during the three and nine months ended September 30, 2025 and 2024.
| Three months ended September 30, | Nine months ended September 30, | |||
|---|---|---|---|---|
| Deferred Leasing Intangibles Amortization (in thousands) | 2025 | 2024 | 2025 | 2024 |
| Net increase (decrease) to rental income related to above and below market lease amortization | $663 | $524 | $1,878 | $(19) |
| Amortization expense related to other intangible lease assets | $21,438 | $22,225 | $63,469 | $69,441 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.