AGREE REALTY CORP

Previous wording

This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, are generally identifiable by use of the words “anticipate,” “estimate,” “should,” “expect,” “believe,” “intend,” “may,” “will,” “seek,” “could,” “project” or similar expressions. You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond the Company’s control and which could materially affect the Company’s results of operations, financial condition, cash flows, performance or future achievements or events. Currently, one of the most significant factors, however, is the adverse effect of macroeconomic conditions, including inflation and the potential impacts of pandemics, epidemics or other public health emergencies or fear of such events on the financial condition, results of operations, cash flows and performance of the Company and its tenants, the real estate market and the global economy and financial markets. The extent to which macroeconomic trends may impact the Company and its tenants will depend on future developments, which are highly uncertain and cannot be predicted with confidence. Moreover, you should interpret many of the risks identified in this report, as well as the risks set forth below, as being heightened as a result of the ongoing and numerous adverse impacts of macroeconomic conditions. Additional factors which may cause actual results to differ materially from current expectations include, but are not limited to: the factors included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, including those set forth under the headings “Business,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”; global and national economic conditions and changes in general economic, financial and real estate market conditions; the financial failure of, or other default in payment by, tenants under their leases and the potential resulting vacancies; the Company’s concentration with certain tenants and in certain markets, which may make the Company more susceptible to adverse events; changes in the Company’s business strategy; risks that the Company’s acquisition and development projects will fail to perform as expected; adverse changes and disruption in the retail sector and the financing stability of the Company’s ten…

Excerpt shortened here; the source contains the full paragraph.

Current wording

This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, are generally identifiable by use of the words “anticipate,” “estimate,” “should,” “expect,” “believe,” “intend,” “may,” “will,” “seek,” “could,” “project” or similar expressions. You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond the Company’s control and which could materially affect the Company’s results of operations, financial condition, cash flows, performance or future achievements or events. Currently, one of the most significant factors, however, is the adverse effect of macroeconomic conditions, including inflation and the potential impacts of pandemics, epidemics or other public health emergencies or fear of such events on the financial condition, results of operations, cash flows and performance of the Company and its tenants, the real estate market and the global economy and financial markets. The extent to which macroeconomic trends may impact the Company and its tenants will depend on future developments, which are highly uncertain and cannot be predicted with confidence. Moreover, you should interpret many of the risks identified in this report, as well as the risks set forth below, as being heightened as a result of the ongoing and numerous adverse impacts of macroeconomic conditions. Additional factors which may cause actual results to differ materially from current expectations include, but are not limited to: the factors included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, including those set forth under the headings “Business,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”; changes in general economic, financial and real estate market conditions; the financial failure of, or other default in payment by, tenants under their leases and the potential resulting vacancies; the Company’s concentration with certain tenants and in certain markets, which may make the Company more susceptible to adverse events; changes in the Company’s business strategy; risks that the Company’s acquisition and development projects will fail to perform as expected; adverse changes and disruption in the retail sector, including due to the adverse impacts of tariffs, and the financing stability of the Company…

Excerpt shortened here; the source contains the full paragraph.

Previous wording

As of September 30, 2024, the Company’s portfolio consisted of 2,271 properties located in 49 states and totaling approximately 47.2 million square feet of GLA. The portfolio was approximately 99.6% leased and had a weighted average remaining lease term of approximately 7.9 years. A significant majority of the Company’s properties are leased to national tenants and approximately 67.5% of our annualized base rent was derived from tenants, or parent entities thereof, with an investment grade credit rating from S&P Global Ratings, Moody’s Investors Service, Fitch Ratings or the National Association of Insurance Commissioners. Substantially all of our tenants are subject to net lease agreements. A net lease typically requires the tenant to be responsible for minimum monthly rent and property operating expenses including property taxes, insurance and maintenance.

Current wording

As of March 31, 2025, the Company’s portfolio consisted of 2,422 properties located in all 50 states and totaling approximately 50.3 million square feet of gross leasable area (“GLA”). The portfolio was approximately 99.2% leased and had a weighted average remaining lease term of approximately 8.0 years. A significant majority of the Company’s properties are leased to national tenants and approximately 68.3% of our annualized base rent was derived from tenants, or parent entities thereof, with an investment grade credit rating from S&P Global Ratings, Moody’s Investors Service, Fitch Ratings or the National Association of Insurance Commissioners. Substantially all of our tenants are subject to net lease agreements. A net lease typically requires the tenant to be responsible for minimum monthly rent and property operating expenses including property taxes, insurance and maintenance.

Previous wording

The Company’s real estate investment portfolio grew from approximately $6.61 billion in net investment amount representing 2,084 properties with 43.2 million square feet of GLA as of September 30, 2023 to approximately $7.13 billion in net investment amount representing 2,271 properties with 47.2 million square feet of GLA at September 30, 2024. The Company’s real estate investments were made throughout and between the periods presented and were not all outstanding for the entire period; accordingly, a portion of the increase in rental income between periods is related to recognizing revenue in 2024 on acquisitions that were made during 2023. Similarly, the full rental income impact of acquisitions made during 2024 to date will not be seen until the remainder of 2024.

Current wording

The Company’s real estate investment portfolio grew from approximately $6.82 billion in net investment amount representing 2,161 properties with 44.9 million square feet of GLAas of March 31, 2024 to approximately $7.70 billion in net investment amount representing 2,422 properties with 50.3 million square feet of GLA at March 31, 2025. The Company’s real estate investments were made throughout and between the periods presented and were not all outstanding for the entire period; accordingly, a portion of the increase in rental income between periods is related to recognizing revenue in 2025 on acquisitions that were made during 2024. Similarly, the full rental income impact of acquisitions made during 2025 to date will not be seen until the remainder of 2025.

Previous wording

During the three months ended September 30, 2024, the Company acquired 66 retail net lease assets for approximately $216.0 million, which includes acquisition and closing costs. These properties are located in 24 states and are leased to tenants operating in 17 diverse retail sectors for a weighted average lease term of approximately 9.8 years. The underwritten weighted-average capitalization rate on the Company’s acquisitions during the three months ended September 30, 2024 was 7.5%.1

Current wording

During the three months ended March 31, 2025, the Company acquired 46 retail net lease assets for approximately $358.2 million, which include acquisition and closing costs. These properties are located in 23 states and are leased to tenants operating in 19 diverse retail sectors for a weighted average lease term of approximately 13.4 years. The underwritten weighted-average capitalization rate on the Company’s acquisitions during the three months ended March 31, 2025 was 7.3%.1

Previous wording

During the three months ended September 30, 2024, the Company commenced eight and completed six development or Developer Funding Platform (“DFP”) projects. During the nine months ended September 30, 2024, the Company commenced 17 and completed 12 development or DFP projects. At September 30, 2024, the Company had 21 development or DFP projects under construction.

Current wording

During the three months ended March 31, 2025, the Company commenced four and completed six development or Developer Funding Platform (“DFP”) projects. At March 31, 2025, the Company had 18 development or DFP projects under construction.

Previous wording

During the three months ended September 30, 2024, the Company disposed of two assets for net proceeds of $6.9 million and recognized a net gain of $1.9 million.

Current wording

During the three months ended March 31, 2025, the Company disposed of one asset for net proceeds of $2.4 million and recognized a net gain of $0.8 million.

Previous wording

General and administrative expenses increased $0.3 million, or 3%, to $9.1 million for the three months ended September 30, 2024, compared to $8.8 million for the three months ended September 30, 2023. The increase was primarily the result of growth in compensation costs due to inflationary increases and higher stock-based compensation expense as a result of changing the vesting period for awards granted in 2023 and 2024. General and administrative expenses as a percentage of total revenue decreased to 5.9% for the three months ended September 30, 2024 down from 6.5% for the three months ended September 30, 2023.

Current wording

General and administrative expenses increased $1.3 million, or 13%, to $10.8 million for the three months ended March 31, 2025, compared to $9.5 million for the three months ended March 31, 2024. The increase was primarily the result of growth in compensation costs due to inflationary increases and higher stock-based compensation expense as a result of shortened vesting periods for equity awards. General and administrative expenses as a percentage of total revenue of 6.4% was consistent for the three months ended March 31, 2025 and 2024.

Previous wording

Interest expense increased $8.1 million, or 39%, to $28.9 million for the three months ended September 30, 2024, compared to $20.8 million for the three months ended September 30, 2023. The increase in interest expense was primarily a result of higher levels of borrowings during the three months ended September 30, 2024 compared to the three months ended September 30, 2023 in order to finance the acquisition and development of additional properties. Borrowings increased primarily from the $450.0 million 2034 Senior Unsecured Public Notes that were issued in May 2024 and the $350.0 million 2029 Unsecured Term Loan that closed in July 2023. Interest related to the $450.0 million 2034 Senior Unsecured Public Notes and related amortization of the original issuance discount and deferred financing costs resulted in an increase of $6.7 million in interest expense during the three months ended September 30, 2024. No such costs were incurred during the same period in 2023. The 2029 Unsecured Term Loan borrowing and related amortization of deferred financing costs resulted in an increase of $1.3 million in interest expense during the three months ended September 30, 2024 as compared to the same period in 2023.

Current wording

Interest expense increased $6.3 million, or 26%, to $30.8 million for the three months ended March 31, 2025, compared to $24.5 million for the three months ended March 31, 2024. The increase in interest expense was primarily a result of higher levels of borrowings during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 in order to finance the acquisition and development of additional properties. Interest expense increased approximately $6.5 million related to the $450.0 million 2034 Senior Unsecured Public Notes that were issued in May 2024, partially offset by a decrease in interest expense on the Revolving Credit Facility (defined below) as a result of a lower average interest rate incurred during the first quarter of 2025 compared to the same period in 2024.

Previous wording

The Company recognized a $7.2 million provision for impairment during the nine months ended September 30, 2024, while $4.5 million was recognized during the nine months ended September 30, 2023. Provisions for impairment are recorded when events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through operations plus estimated disposition proceeds and are not necessarily comparable period-to-period.

Current wording

The Company recognized a $4.3 million provision for impairment during the three months ended March 31, 2025, while $4.5 million was recognized during the three months ended March 31, 2024. Provisions for impairment are recorded when events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through operations plus estimated disposition proceeds and are not necessarily comparable period-to-period.

Previous wording

A net gain on the sale of assets of $1.9 million was recognized on the sale of two assets during the three months ended September 30, 2024 as compared to a loss of less than $0.1 million on the sale of one asset during the three months ended September 30, 2023. Gains and losses on sales of assets are dependent on levels of disposition activity and the carrying value of the assets relative to their sales prices. As a result, such gains and losses on sales are not necessarily comparable period-to-period.

Current wording

A net gain on the sale of assets of $0.8 million was recognized on the disposition of one asset during the three months ended March 31, 2025 as compared to a net gain on the sale of assets of $2.1 million on the disposition of six assets during the three months ended March 31, 2024. Gains and losses on sales of assets are dependent on levels of disposition activity and the carrying value of the assets relative to their sales prices. As a result, such gains on sales, net are not necessarily comparable period-to-period.

Previous wording

Net income increased $2.8 million, or 7%, to $44.5 million for the three months ended September 30, 2024, compared to $41.7 million for the three months ended September 30, 2023. The change was the result of the growth in the portfolio offset by the items discussed above. After allocation of income to non-controlling interest and preferred stockholders, net income attributable to common stockholders increased $2.8 million, or 7%, to $42.5 million for the three months ended September 30, 2024, compared to $39.7 million for the three months ended September 30, 2023.

Current wording

Net income increased $2.1 million, or 5%, to $47.1 million for the three months ended March 31, 2025, compared to $45.0 million for the three months ended March 31, 2024. The change was the result of the growth in the portfolio offset by the items discussed above. After allocation of income to non-controlling interest and preferred stockholders, net income attributable to common stockholders increased $2.1 million, or 5%, to $45.1 million for the three months ended March 31, 2025, compared to $43.0 million for the three months ended March 31, 2024.

Previous wording

The Company expects to meet its short-term liquidity requirements through cash and cash equivalents held as of September 30, 2024, cash provided from operations, and borrowings under its revolving credit facility. As of September 30, 2024, available cash and cash equivalents, including cash held in escrow, was $13.2 million. As of September 30, 2024, the Company had $49.0 million outstanding on its revolving credit facility and $1.20 billion available for future borrowings, subject to its compliance with covenants.

Current wording

The Company expects to meet its short-term liquidity requirements through cash and cash equivalents held as of March 31, 2025, cash provided from operations, settlement of outstanding forward equity and borrowings under its Revolving Credit Facility or Commercial Paper Program (defined below). As of March 31, 2025, we had over $1.86 billion of liquidity, which consists of cash and cash equivalents, including cash held in escrow, of $11.2 million, unsettled forward equity of $917.1 million and $928.0 million of availability under our Revolving Credit Facility (defined below), subject to compliance with covenants.

Previous wording

advantageous to us. Our ability to access capital on favorable terms as well as to use cash from operations to continue to meet our liquidity needs is uncertain and cannot be predicted and could be affected by various risks and uncertainties, including, but not limited to the risks detailed in Part I, Item 1A titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and in the other reports the Company has filed with the Securities and Exchange Commission (“SEC”).

Current wording

We continually evaluate alternative financing and believe that we can obtain financing on reasonable terms. However, there can be no assurance that additional financing or capital will be available, or that the terms will be acceptable or advantageous to us. Our ability to access capital on favorable terms as well as to use cash from operations to continue to meet our liquidity needs is uncertain and cannot be predicted and could be affected by various risks and uncertainties, including, but not limited to the risks detailed in Part I, Item 1A titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 and in the other reports the Company has filed with the Securities and Exchange Commission (“SEC”).

Previous wording

As of September 30, 2024, the Company’s total enterprise value was approximately $10.69 billion. Total enterprise value consisted of $7.82 billion of common equity (based on the September 30, 2024 closing price of the Company’s common stock on the NYSE of $75.33 per common share and assuming the conversion of Operating Partnership Common Units), $175.0 million of preferred equity (stated at liquidation value) and $2.70 billion of total debt principal including (i) $49.0 million of borrowings under its Revolving Credit Facility; (ii) $2.26 billion of senior unsecured notes; (iii) $350.0 million under its unsecured term loan; (iv) $44.2 million of mortgage notes payable; less $13.2 million cash, cash equivalents and cash held in escrow. The Company’s total debt principal to total enterprise value was 25.3% as of September 30, 2024.

Current wording

As of March 31, 2025, the Company’s total enterprise value was approximately $11.66 billion. Total enterprise value consisted of $8.52 billion of common equity (based on the March 31, 2025 closing price of the Company’s common stock on the NYSE of $77.19 per share and assuming the conversion of Operating Partnership Common Units), $175.0 million of preferred equity (stated at liquidation value) and $2.98 billion of total debt principal including (i) $322.0 million of borrowings under its Revolving Credit Facility; (ii) $2.26 billion of senior unsecured notes; (iii) $350.0 million under its unsecured term loan; (iv) $43.7 million of mortgage notes payable; less $11.2 million cash, cash equivalents and cash held in escrow. The Company’s total debt principal to total enterprise value was 25.5% as of March 31, 2025.

Previous wording

At September 30, 2024, the non-controlling interest in the Operating Partnership consisted of a 0.3% common ownership interest in the Operating Partnership. The Operating Partnership Common Units may, under certain circumstances, be exchanged for shares of Company common stock on a one-for-one basis. The Company, as sole general partner of the Operating Partnership, has the option to settle exchanged Operating Partnership Common Units held by others for cash based on the current trading price of our shares. Assuming the exchange of all Operating Partnership Common Units, there would have been 103,870,296 shares of common stock outstanding as of September 30, 2024.

Current wording

At March 31, 2025, the non-controlling interest in the Operating Partnership consisted of a 0.3% common ownership interest in the Operating Partnership. The Operating Partnership Common Units may, under certain circumstances, be exchanged for shares of Company common stock on a one-for-one basis. The Company, as sole general partner of the Operating Partnership, has the option to settle exchanged Operating Partnership Common Units held by others for cash based on the current trading price of our shares. Assuming the exchange of all Operating Partnership Common Units, there would have been 110,366,209 shares of common stock outstanding as of March 31, 2025.

Previous wording

The Company has filed with the SEC an automatic shelf registration statement on Form S-3ASR, registering an unspecified amount of common stock, preferred stock, depositary shares, warrants of the Company and guarantees of debt securities of the Operating Partnership, as well as an unspecified amount of debt securities of the Operating Partnership, at an indeterminate aggregate initial offering price. The Company may periodically offer one or more of these securities in amounts, prices and on terms to be announced when and if these securities are offered. The specifics of any future offerings, along with the use of proceeds of any securities offered, will be described in detail in a prospectus supplement, or other offering materials, at the time of any offering.

Current wording

On May 5, 2023, the Company filed with the SEC an automatic shelf registration statement on Form S-3ASR, registering an unspecified amount of common stock, preferred stock, depositary shares, warrants of the Company and guarantees of debt securities of the Operating Partnership, as well as an unspecified amount of debt securities of the Operating Partnership, at an indeterminate aggregate initial offering price. The Company may periodically offer one or more of these securities in amounts, prices and on terms to be announced when and if these securities are offered. The specifics of any future offerings, along with the use of proceeds of any securities offered, will be described in detail in a prospectus supplement, or other offering materials, at the time of any offering.

Previous wording

Dividends on the Series A Preferred Shares are payable monthly in arrears on the first day of each month (or, if not on a business day, on the next succeeding business day). The dividend rate is 4.25% per annum of the $25,000 (equivalent to $25.00 per Depositary Share) liquidation preference. Dividends on the Series A Preferred Shares are in the amount of $0.08854 per Depositary Share, equivalent to $1.0625 per annum.

Current wording

Dividends on the Series A Preferred Shares are payable monthly in arrears on the first day of each month (or, if not on a business day, on the next succeeding business day). The dividend rate is 4.25% per annum of the $25,000 (equivalent to $25.00 per Depositary Share) liquidation preference. Monthly dividends on the Series A Preferred Shares are $0.08854 per Depositary Share, equivalent to $1.0625 per annum.

Previous wording

The table below summarizes the Company’s outstanding debt as of September 30, 2024 and December 31, 2023 (presented in thousands):

Current wording

The table below summarizes the Company’s outstanding debt as of the dates presented (in thousands):

Previous wording

(1) The interest rate of the Revolving Credit Facility assumes SOFR as of September 30, 2024 of 4.83%.

Current wording

(1) The interest rate of the Revolving Credit Facility assumes the SOFR borrowing rate of 4.36% as of period end.

Previous wording

(2) The interest rate of the Unsecured Term Loan reflects the credit spread of 85 basis points, plus a 10 basis point SOFR adjustment and the impact of the interest rate swaps which convert $350.0 million of SOFR based interest to a fixed weighted average interest rate of 3.57%.

Current wording

(2) The interest rate of the 2029 Unsecured Term Loan reflects the credit spread of 85 basis points, plus a 10 basis point SOFR adjustment and the impact of the interest rate swaps which convert $350.0 million of SOFR based interest to a fixed weighted average interest rate of 3.57%.

Previous wording

As of September 30, 2024 the Revolving Credit Facility had a $49.0 million outstanding balance and bore interest of 5.66%, which is comprised of SOFR of 4.83%, the pricing grid spread of 72.5 basis points plus the 10 basis point SOFR adjustment.

Current wording

As of March 31, 2025, the Revolving Credit Facility had a$322.0 million outstanding balanceand bore interest of 5.19%, which is comprised of SOFR of 4.36%, the pricing grid spread of 72.5 basis points, and the 10 basis point SOFR adjustment.

Previous wording

The Company and Richard Agree, the Executive Chairman of the Company, were parties to a Reimbursement Agreement dated November 18, 2014 (the “Reimbursement Agreement”). Pursuant to the Reimbursement Agreement, Mr. Agree had agreed to reimburse the Company for any loss incurred under the Revolving Credit Facility in an amount not to exceed $14.0 million to the extent that the value of the Operating Partnership’s assets available to satisfy the Operating Partnership’s obligations under the Revolving Credit Facility is less than $14.0 million. The parties terminated the Reimbursement Agreement and entered into a new reimbursement agreement dated October 3, 2023 (the “New Reimbursement Agreement”). Pursuant to the New Reimbursement Agreement, Mr. Agree has agreed to reimburse the Company for his proportionate share of loss incurred under the Revolving Credit Facility in an amount to be determined by facts and circumstances at the time of loss.

Current wording

The Company and Richard Agree, the Executive Chairman of the Company, are parties to a Reimbursement Agreement dated October 3, 2023 (the “Reimbursement Agreement”). Pursuant to the Reimbursement Agreement, Mr. Agree has agreed to reimburse the Company for his proportionate share of loss incurred under the Revolving Credit Facility and/or certain other indebtedness in an amount to be determined by facts and circumstances at the time of loss.

Previous wording

As of September 30, 2024, the Company had total gross mortgage indebtedness of $44.2 million which was collateralized by related real estate and tenants’ leases with an aggregate net book value of $77.0 million. The weighted average interest rate on the Company’s mortgage notes payable was 3.74% as of September 30, 2024.

Current wording

As of March 31, 2025, the Company had total gross mortgage indebtedness of $43.7 million, which was collateralized by related real estate and tenants’ leases with an aggregate net book value of $75.5 million. The weighted average interest rate on the Company’s mortgage notes payable was 3.71% as of March 31, 2025.

Previous wording

The Company has entered into mortgage loans which are secured by multiple properties and contain cross-default and cross-collateralization provisions. Cross-collateralization provisions allow a lender to foreclose on multiple properties in the event that the Company defaults under the loan. Cross-default provisions allow a lender to foreclose on the related

Current wording

The Company has entered into mortgage loans which are secured by multiple properties and contain cross-default and cross-collateralization provisions. Cross-collateralization provisions allow a lender to foreclose on multiple properties in the event that the Company defaults under the loan. Cross-default provisions allow a lender to foreclose on the related property in the event a default is declared under another loan.

Previous wording

Certain loan agreements contain various restrictive covenants, including the following financial covenants: maximum leverage ratio, maximum secured leverage ratios, consolidated net worth requirements, a minimum fixed charge coverage ratio, a maximum unencumbered leverage ratio, a minimum unsecured interest expense ratio, a minimum interest coverage ratio, a minimum unsecured debt yield and a minimum unencumbered interest expense ratio. As of September 30, 2024, the most restrictive covenant was the minimum unencumbered interest expense ratio. The Company was in compliance with all of its loan covenants and obligations as of September 30, 2024.

Current wording

Certain loan agreements contain various restrictive covenants, including the following financial covenants: maximum leverage ratio, maximum secured leverage ratios, consolidated net worth requirements, a minimum fixed charge coverage ratio, a maximum unencumbered leverage ratio, a minimum unsecured interest expense ratio, a minimum interest coverage ratio, a minimum unsecured debt yield and a minimum unencumbered interest expense ratio. As of March 31, 2025, the most restrictive covenant was the minimum unencumbered interest expense ratio. The Company was in compliance with all of its material loan covenants and obligations as of March 31, 2025.

Previous wording

Operating - Most of the Company’s cash from operations is generated by rental income from its investment portfolio. Net cash provided by operating activities for the nine months ended September 30, 2024 increased by $47.0 million over the same period in 2023, primarily due to the increase in the size of the Company’s real estate investment portfolio.

Current wording

Operating - Most of the Company’s cash from operations is generated by rental income from its investment portfolio. Net cash provided by operating activities for the three months ended March 31, 2025 increased by $27.5 million over the same period in 2024, primarily due to the increase in the size of the Company’s real estate investment portfolio.

Previous wording

Investing - Net cash used in investing activities was $546.6 million lower during the nine months ended September 30, 2024, compared to the same period in 2023 primarily due to:

Current wording

Investing - Net cash used in investing activities was $258.9 million greater during the three months ended March 31, 2025, compared to the same period in 2024 primarily due to:

Previous wording

Financing - Net cash provided by financing activities decreased by $572.4 million during the nine months ended September 30, 2024, compared to the same period in 2023 primarily due to:

Current wording

Financing - Net cash provided by financing activities increased by $235.3 million during the three months ended March 31, 2025, compared to the same period in 2024 primarily due to:

Previous wording

Details on these obligations as of September 30, 2024, including expected settlement periods, is contained below (presented in thousands):

Current wording

Details on these obligations as of March 31, 2025, including expected settlement periods, is presented below (in thousands):

Previous wording

During the nine months ended September 30, 2024 the Company had 33 development or DFP projects completed or under construction, for which 21 remain under construction as of September 30, 2024. Anticipated total costs for the 21 projects are approximately $92.7 million. These construction commitments will be funded using cash provided from operations, current capital resources on hand, and/or other sources of funding available to the Company.

Current wording

During the three months ended March 31, 2025, the Company had 24 development or DFP projects completed or under construction, for which 18 remain under construction as of March 31, 2025. Anticipated total costs for the 18 projects are approximately $103.8 million. These construction commitments will be funded using cash provided from operations, current capital resources on hand, or other sources of funding available to the Company.

Previous wording

The Company’s recurring obligations under its tenant leases for maintenance, taxes, and/or insurance will also be funded through the cash sources available to the Company described earlier.

Current wording

The Company’s recurring obligations under its tenant leases for maintenance, taxes, or insurance will also be funded through the cash sources available to the Company described earlier.

Previous wording

During the quarter ended September 30, 2024, the Company declared monthly dividends of $0.250 per common share for July, August and September 2024. The holder of the Operating Partnership Common Units is entitled to an equal distribution per Operating Partnership Common Unit held. The dividends and distributions payable for July and August were paid during the three months ended September 30, 2024, while September dividends and distributions were recorded as a liability on the condensed consolidated balance sheet at September 30, 2024 and were paid on October 15, 2024.

Current wording

During the quarter ended March 31, 2025, the Company declared monthly dividends of $0.253 per common share. Holders of the Operating Partnership Common Units are entitled to an equal distribution per Operating Partnership Common Unit held. The dividends and distributions payable for January and February were paid during the three months ended March 31, 2025, while March dividends and distributions were recorded as a liability on the condensed consolidated balance sheets at March 31, 2025 and were paid on April 14, 2025.

Previous wording

During the quarter ended September 30, 2024, the Company declared monthly dividends on the Series A Preferred Shares for July, August and September 2024. The dividends payable for July and August were paid during the quarter. The September dividend was recorded as a liability on the condensed consolidated balance sheet at September 30, 2024 and was paid on October 1, 2024.

Current wording

During the quarter ended March 31, 2025, the Company declared monthly dividends on the Series A Preferred Shares in the amount of $0.08854, per Depositary Share. The dividends payable for January and February were paid during the quarter. The March dividends were recorded as a liability on the condensed consolidated balance sheets at March 31, 2025 and were paid on April 1, 2025.

Previous wording

The following table provides a reconciliation of net income to FFO, Core FFO and AFFO for the three and nine months ended September 30, 2024 and 2023 (presented in thousands):

Current wording

The following table provides a reconciliation of net income to FFO, Core FFO and AFFO for the periods presented (dollars *in thousands,*except for per common share and partnership unit data):