Postal Realty Trust Inc
For the period ended Mar 31, 2025. Filed May 1, 2025.
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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.
Mar 31, 2025 · Filed May 1, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-09-30; filed 2024-11-04.
0001628280-24-045039
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-03-31; filed 2025-05-01.
0001628280-25-021292
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 139 previous paragraphs and 123 current paragraphs.
82 unchanged; 34 reworded; 5 added; 17 removed; 6 previous and 2 current paragraphs rearranged.
Tables are not compared: 3 previous and 2 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (5)
Current report
Registrant Elections
Current report
Revenues
Current report
Revenues
Current report
Share Repurchase Program
Current report
On February 25, 2025 (the "SRP Date"), the Board of Directors authorized the creation of a share repurchase program (the “Share Repurchase Program”) pursuant to which we may repurchase up to $25.0 million of our Class A common stock. Repurchases of our Class A common stock conducted under the Share Repurchase Program may be made through open market transactions, block trades or other methods designed to comply with Rule 10b-18 of the Exchange Act. No shares of our Class A common stock were repurchased pursuant to the Share Repurchase Program from the SRP Date to the period ended March 31, 2025 and the dollar value of Class A common stock shares that remains available to be repurchased under the Share Repurchase Program is $25.0 million. The Share Repurchase Program does not obligate us to repurchase any specific dollar amount, or to acquire any specific number, of shares of our Class A common stock and may be suspended or discontinued at any time at the discretion of the Board of Directors.
Removed paragraphs (17)
Previous report
•fluctuations in interest rates;
Previous report
Emerging Growth Company
Previous report
We are an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act"), and we are eligible to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies,” including not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.
Previous report
In addition, the JOBS Act also provides that an “emerging growth company” can take advantage of the extended transition period provided in the Securities Act of 1933, as amended (the “Securities Act”), for complying with new or revised accounting standards. We have availed ourselves of these exemptions; although, subject to certain restrictions, we may elect to stop availing ourselves of these exemptions in the future even while we remain an “emerging growth company.”
Previous report
We will remain an “emerging growth company” until the earliest to occur of (i) the last day of the fiscal year during which our total annual revenue equals or exceeds $1.235 billion (subject to periodic adjustment for inflation), (ii) the last day of the fiscal year following the fifth anniversary of our IPO, (iii) the date on which we have, during the previous three-year period, issued more than $1.0 billion in non-convertible debt or (iv) the date on which we are deemed to be a “large accelerated filer” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Previous report
Fee and other– Fee and other revenue increased by $0.2 million to $0.9 million for the three months ended September 30, 2024 from $0.7 million for the three months ended September 30, 2023, primarily due to an increase in income received from advisory services and an increase in management fees.
Previous report
Comparison of the Nine Months Ended September 30, 2024 and Nine Months Ended September 30, 2023
Previous report
Fee and other– Fee and other revenue increased by $0.3 million to $2.3 million for the nine months ended September 30, 2024 from $2.0 million for the nine months ended September 30, 2024, primarily due to an increase in income received from advisory services and an increase in management fees.
Previous report
Operating Expense
Previous report
Real estate taxes – Real estate taxes increased by $1.1 million to $7.2 million for the nine months ended September 30, 2024 from $6.1 million for the nine months ended September 30, 2023, primarily due to the volume of our acquisitions.
Previous report
Property operating expenses – Property operating expenses increased by $2.0 million to $7.0 million for the nine months ended September 30, 2024 from $5.0 million for the nine months ended September 30, 2023. Property management expenses are included within property operating expenses and increased by $0.4 million to $2.3 million for the nine months ended September 30, 2024 from $1.9 million for the nine months ended September 30, 2023. The remainder of the increase of $1.7 million is related to expenses for repairs and maintenance and insurance, which increase is due to the volume of our acquisitions.
Previous report
Depreciation and amortization – Depreciation and amortization expense increased by $2.1 million to $16.6 million for the nine months ended September 30, 2024 from $14.5 million for the nine months ended September 30, 2023, primarily due to the volume of our acquisitions.
Previous report
Other Income
Previous report
Total Interest Expense, Net
Previous report
Comparison of the Nine Months Ended September 30, 2024 and the Nine Months Ended September 30, 2023
Previous report
On October 25, 2024, in connection with the exercise of $40.0 million term loan accordion under the 2022 Term Loan, we further entered into an interest rate swap that effectively fixed the interest rate on the additional $40.0 million of the 2022 Term Loan through February 2028 at 5.3705%.
Previous report
(6)In connection with the acquisition of a property, we obtained seller financing secured by the property in the amount of $0.4 million requiring five annual payments of principal and interest of $0.1 million with the first installment due on January 2, 2021 based on a 6.0% interest rate per annum through January 2, 2025.
Reworded paragraphs (34)
Previous wording
•increased operating costs, repair and maintenance expenses and capital expenditures for our properties;
Current wording
•fluctuations in interest rates and increased operating costs, repair and maintenance expenses and capital expenditures for our properties;
Previous wording
We were formed as a Maryland corporation on November 19, 2018 and commenced operations upon completion of our initial public offering and the related formation transactions. We conduct our business through a traditional UPREIT structure in which our properties are owned by our Operating Partnership directly or through limited partnerships, limited liability companies or other subsidiaries. During the nine months ended September 30, 2024, we acquired 134 properties leased to the USPS for approximately $61.4 million, including closing costs. As of September 30, 2024, our portfolio consists of 1,642 owned properties, located in 49 states and one territory and comprising approximately 6.3 million net leasable interior square feet.
Current wording
We were formed as a Maryland corporation on November 19, 2018 and commenced operations upon completion of our initial public offering and the related formation transactions. We conduct our business through a traditional UPREIT structure in which our properties are owned by our Operating Partnership directly or through limited partnerships, limited liability companies or other subsidiaries. During the three months ended March 31, 2025, we acquired 36 properties leased to the USPS for approximately $16.3 million, including closing costs. As of March 31, 2025, our portfolio consists of 1,738 owned properties, located in 49 states and one territory and comprising approximately 6.5 million net leasable interior square feet.
Previous wording
We are the sole general partner of our Operating Partnership through which our properties are directly or indirectly owned. As of November 4, 2024, we owned approximately 79.1% of outstanding common units of limited partnership interest in our Operating Partnership (the “OP Units”), including long term incentive units of our Operating Partnership (the “LTIP Units”). Our Board of Directors oversees our business and affairs.
Current wording
We are the sole general partner of our Operating Partnership through which our properties are directly or indirectly owned. As of April 30, 2025, we owned approximately 78.0% of outstanding common units of limited partnership interest in our Operating Partnership (the “OP Units”), including long term incentive units of our Operating Partnership (the “LTIP Units”). Our Board of Directors oversees our business and affairs.
Previous wording
On November 4, 2022, we entered into separate open market sale agreements for our at-the-market offering program (the "ATM Program") with each of Jefferies LLC, BMO Capital Markets Corp., Stifel, Nicolaus & Company, Incorporated and Truist Securities, Inc., as agents, pursuant to which we may offer and sell, from time to time, shares of our Class A common stock having an aggregate sales price of up to $50.0 million. The agreements also provide that we may enter into one or more forward sale agreements under separate master forward confirmations and related supplemental confirmations with affiliates of certain agents. On August 8, 2023, we amended the ATM Program to increase the aggregate offering amount under the program from up to $50.0 million to up to $150.0 million. During the nine months ended September 30, 2024, 1,235,346 shares were issued under the ATM Program for approximately $17.7 million in gross proceeds. As of September 30, 2024, we had approximately $96.4 million of availability remaining under the ATM Program.
Current wording
On November 4, 2022, the Company entered into separate open market sale agreements for its at-the-market offering programs with each of Jefferies LLC, BMO Capital Markets Corp., Janney Montgomery Scott LLC, Stifel, Nicolaus & Company, Incorporated and Truist Securities, Inc., as agents (the "ATM Program"), pursuant to which the Company may offer and sell shares of its Class A common stock having an aggregate sales price of up to $50.0 million. The agreements also provide that the Company may enter into one or more forward sale agreements under separate master forward confirmations and related supplemental confirmations with affiliates of certain agents. On August 8, 2023, the Company amended the ATM Program to increase the aggregate offering amount under the program to $150.0 million. On November 4, 2024, the Company entered into separate open market sale agreements for the ATM Program with each of Mizuho Securities USA LLC (“Mizuho”) and M&T Securities, Inc. (“M&T”), as additional sales agents, and affiliates of Mizuho, as forward sellers. During the three months ended March 31, 2025, 139,626 shares were issued under the ATM Program for approximately $2.0 million in gross proceeds. As of March 31, 2025, we had approximately $91.7 million of availability remaining under the ATM Program.
Previous wording
As of September 30, 2024, we owned a portfolio of 1,642 properties located in 49 states and one territory and leased primarily to the USPS. For the nine months ended September 30, 2024, approximately 12.2% of our total rental income was concentrated in Pennsylvania.
Current wording
As of March 31, 2025, we owned a portfolio of 1,738 properties located in 49 states and one territory and leased primarily to the USPS. For the three months ended March 31, 2025, approximately 11.0% of our total rental income was concentrated in Pennsylvania.
Previous wording
We are also a “smaller reporting company” as defined in Regulation S-K under the Securities Act and have elected to take advantage of certain scaled disclosures available to smaller reporting companies. We may continue to be a smaller reporting company even after we are no longer an “emerging growth company.”
Current wording
We are a “smaller reporting company” as defined in Regulation S-K under the Securities Act and have elected to take advantage of certain scaled disclosures available to smaller reporting companies.
Previous wording
We elected to be treated as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”), beginning with our short taxable year ended December 31, 2019 and intend to continue to qualify as a REIT. As long as we qualify as a REIT, we generally will not be subject to federal income tax to the extent that we distribute our taxable income for each tax year to our stockholders.
Current wording
We have also elected to be treated as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”), beginning with our short taxable year ended December 31, 2019 and intend to continue to qualify as a REIT. As long as we qualify as a REIT, we generally will not be subject to federal income tax to the extent that we distribute our taxable income for each tax year to our stockholders.
Previous wording
We derive revenues primarily from rent and tenant reimbursements under leases with the USPS for our properties and fee and other from the management of postal properties owned by Andrew Spodek, our chief executive officer, and his affiliates managed by our taxable REIT subsidiary (“TRS”), income recognized from properties accounted for as financing leases and revenue from providing certain advisory services. Rental income represents the lease revenue recognized under the leases primarily with the USPS which includes the impact of above and below market lease intangibles as well as reimbursements to us made by our tenants for the real estate taxes paid at each property where tenants are responsible for such taxes under the leases. Certain of our leases include annual rent escalators. Fee and other principally represents (i) revenue our TRS received from postal properties owned by Mr. Spodek and his affiliates pursuant to the management agreements and is a percentage of the lease revenue for the managed properties, (ii) revenue our TRS received from providing advisory services to third-party owners of postal properties and (iii) income recognized from properties accounted for as financing leases. As of September 30, 2024, properties leased to our tenants had an average remaining lease term of approximately three years. Factors that could affect our rental income and fee and other in the future include, but are not limited to: (i) our ability to renew or replace expiring leases and management agreements; (ii) local, regional or national economic conditions; (iii) an oversupply of, or a reduction in demand for, postal space; (iv) changes in market rental rates; (v) changes to the USPS’ current property leasing program or form of lease; and (vi) our ability to provide adequate services and maintenance at our properties and managed properties.
Current wording
We derive revenues primarily from rent and tenant reimbursements under leases with the USPS for our properties and fee and other from the management of postal properties owned by Andrew Spodek, our chief executive officer, and his affiliates managed by our taxable REIT subsidiary (“TRS”), income recognized from properties accounted for as financing leases and revenue from providing certain advisory services. Rental income represents the lease revenue recognized under the leases primarily with the USPS which includes the impact of above and below market lease intangibles as well as reimbursements to us made by our tenants for the real estate taxes paid at each property where tenants are responsible for such taxes under the leases. Certain of our leases include annual rent escalators. Fee and other principally represents (i) revenue our TRS received from postal properties owned by Mr. Spodek and his affiliates pursuant to the management agreements and is a percentage of the lease revenue for the managed properties, (ii) revenue our TRS received from providing advisory services to third-party owners of postal properties and (iii) income recognized from properties accounted for as financing leases. As of March 31, 2025, properties leased to our tenants had an average remaining lease term of approximately 4.0 years. Factors that could affect our rental income and fee and other in the future include, but are not limited to: (i) our ability to renew or replace expiring leases and management agreements; (ii) local, regional or national economic conditions; (iii) an oversupply of, or a reduction in demand for, postal space; (iv) changes in market rental rates; (v) changes to the USPS’ current property leasing program or form of lease; and (vi) our ability to provide adequate services and maintenance at our properties and managed properties.
Previous wording
Our credit facilities (the "Credit Facilities") consist of a $150.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility"), a $75.0 million senior unsecured term loan facility (the "2021 Term Loan") and a $125.0 million senior unsecured term loan facility (the "2022 Term Loan"). On October 25, 2024, we amended the Credit Facilities (the "Third Amendment") to, among other things, replaces the Bank of Montreal with Truist Bank as the administrative agent, letter of credit issuer and swingline lender. In addition, the third amendment increases the 2022 Term Loan commitments in an aggregate principal amount of up to $50.0 million in which we further exercised $40.0 million under the 2022 Term Loan, and on a delayed-draw basis, $10.0 million. We intend to use the Credit Facilities for working capital purposes, which may include repayment of mortgage indebtedness, property acquisitions and other general corporate purposes. We amortize on a non-cash basis the deferred financing costs associated with our debt to interest expense using the straight-line method, which approximates the effective interest rate method over the terms of the related loans. Debt discounts represent fair value adjustments to account for the difference between the stated rates and market rates of debt assumed or entered in connection with our property acquisitions. The debt premiums discounts are amortized to interest expense over the term of the related loans using the straight-line method, which approximates the effective-interest rate method. Any changes to the debt structure, including debt financing associated with property acquisitions, could materially influence the operating results depending on the terms of any such indebtedness.
Current wording
We intend to use the Credit Facilities for working capital purposes, which may include repayment of mortgage indebtedness, property acquisitions and other general corporate purposes. We amortize on a non-cash basis the deferred financing costs associated with our debt to interest expense using the straight-line method, which approximates the effective interest rate method over the terms of the related loans. Debt discounts represent fair value adjustments to account for the difference between the stated rates and market rates of debt assumed or entered in connection with our property acquisitions. The debt premiums discounts are amortized to interest expense over the term of the related loans using the straight-line method, which approximates the effective-interest rate method. Any changes to the debt structure, including debt financing associated with property acquisitions, could materially influence the operating results depending on the terms of any such indebtedness.
Previous wording
As of November 4, 2024, the leases at 17 of our properties, representing approximately 500,000 net leasable interior square feet, had expired and the USPS was occupying such properties as a holdover tenant. As of the date of this report, the USPS had not vacated or notified us of its intention to vacate any of these properties. When a lease expires, the USPS becomes a holdover tenant on a month-to-month basis typically paying the greater of estimated market rent or the rent amount under the expired lease.
Current wording
As of April 30, 2025, the leases at seven of our properties, representing approximately 29,000 net leasable interior square feet, had expired and the USPS was occupying such properties as a holdover tenant. As of the date of this report, the USPS had not vacated or notified us of its intention to vacate any of these properties. When a lease expires, the USPS becomes a holdover tenant on a month-to-month basis typically paying the greater of estimated market rent or the rent amount under the expired lease.
Previous wording
Rental income – Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants. Rental income increased by $3.4 million to $18.8 million for the three months ended September 30, 2024 from $15.4 million for the three months ended September 30, 2023, primarily due to the volume of our acquisitions.
Current wording
Rental income – Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants. Rental income increased by $4.9 million to $21.5 million for the three months ended March 31, 2025 from $16.6 million for the three months ended March 31, 2024, primarily due to the volume of our acquisitions and the execution of new leases with annual escalations.
Previous wording
Real estate taxes – Real estate taxes increased by $0.4 million to $2.5 million for the three months ended September 30, 2024 from $2.1 million for the three months ended September 30, 2023, primarily due to the volume of our acquisitions.
Current wording
Real estate taxes – Real estate taxes increased by $0.3 million to $2.6 million for the three months ended March 31, 2025 from $2.3 million for the three months ended March 31, 2024, primarily due to the volume of our acquisitions.
Previous wording
Property operating expenses – Property operating expenses increased by $0.6 million to $2.5 million for the three months ended September 30, 2024 from $1.9 million for the three months ended September 30, 2023. Property management expenses are included within property operating expenses and increased by $0.1 million to $0.7 million for the three months ended September 30, 2024 from $0.6 million for the three months ended September 30, 2023. The remainder of the increase in property operating expenses of $0.5 million was related to an increase in insurance and repair and maintenance expenses.
Current wording
Property operating expenses – Property operating expenses increased by $0.1 million to $2.5 million for the three months ended March 31, 2025 from $2.4 million for the three months ended March 31, 2024. Property management expenses are included within property operating expenses and increased by $0.1 million to $1.0 million for the three months ended March 31, 2025 from $0.9 million for the three months ended March 31, 2024.
Previous wording
General and administrative– General and administrative expenses increased by $0.5 million to $3.9 million for the three months ended September 30, 2024 from $3.4 million for the three months ended September 30, 2023, primarily due to an increase in net compensation costs, partially offset by a decrease in public company-related expenses.
Current wording
General and administrative– General and administrative expenses increased by $0.6 million to $4.9 million for the three months ended March 31, 2025 from $4.3 million for the three months ended March 31, 2024, primarily due to an increase in net compensation costs, partially offset by a decrease in public company-related expenses.
Previous wording
Casualty and impairment losses -Casualty and impairment losses for the three months ended September 30, 2024 was $0.2 million which reflects a casualty loss of $0.2 million for an asset damaged as a result of vandalism. No casualty and impairment losses occurred for the three months ended September 30, 2023.
Current wording
Casualty and impairment losses, net -Casualty and impairment losses for the three months ended March 31, 2025 was $0.2 million which reflects $0.5 million in gross charges primarily related to the net book value of two properties damaged as a result of natural disasters and related repairs, partially offset by $0.4 million of related insurance claims that the Company believes is probable it will recover resulting in a net charge of $0.1 million and $0.1 million for an impairment on an asset. No casualty and impairment losses occurred for the three months ended March 31, 2024.
Previous wording
Depreciation and amortization – Depreciation and amortization expense increased by $0.9 million to $5.8 million for the three months ended September 30, 2024 from $4.9 million for three months ended September 30, 2023, primarily due to the volume of our acquisitions.
Current wording
Depreciation and amortization – Depreciation and amortization expense increased by $0.3 million to $5.6 million for the three months ended March 31, 2025 from $5.3 million for three months ended March 31, 2024, primarily due to the volume of our acquisitions.
Previous wording
Other income primarily includes insurance recoveries related to property damage claims. Other income decreased by $0.2 million to $0.01 million for the three months ended September 30, 2024 from $0.2 million for the three months ended September 30, 2023, primarily due to a decrease in property related insurance recoveries from claims.
Current wording
Other income primarily includes insurance recoveries related to property damage claims. Other income decreased by $0.02 million to $0.03 million for the three months ended March 31, 2025 from $0.05 million for the three months ended March 31, 2024, primarily due to a decrease in property related insurance recoveries from claims.
Previous wording
During the three months ended September 30, 2024, we incurred total interest expense, net of $3.4 million compared to $2.6 million for the three months ended September 30, 2023. The increase in interest expense was primarily due to additional borrowings under the Credit Facilities and increased interest rates.
Current wording
During the three months ended March 31, 2025, we incurred total interest expense, net of $3.6 million compared to $2.8 million for the three months ended March 31, 2024. The increase in interest expense was primarily due to additional borrowings under the Credit Facilities and increased interest rates.
Previous wording
We had $1.0 million of cash and $0.5 million of escrows and reserves as of September 30, 2024 compared to $2.5 million of cash and $0.4 million of escrows and reserves as of September 30, 2023.
Current wording
We had $0.6 million of cash and $0.9 million of escrows and reserves as of March 31, 2025 compared to $1.9 million of cash and $0.8 million of escrows and reserves as of March 31, 2024.
Previous wording
Cash flows from operating activities – Net cash provided by operating activities increased by $3.0 million to $24.3 million for the nine months ended September 30, 2024 compared to $21.3 million for the same period in 2023. The increase is primarily due to the volume our acquisitions, all of which have generated additional rental income and related changes in working capital, as well as the timing of certain receivables and payables.
Current wording
Cash flows from operating activities – Net cash provided by operating activities increased by $4.4 million to $10.8 million for the three months ended March 31, 2025 compared to $6.4 million for the same period in 2024. The increase is primarily due to the volume of our acquisitions and the execution of new leases with annual rent escalations all of which have generated additional rental income and related changes in working capital, as well as the timing of certain receivables and payables.
Previous wording
Cash flows used in investing activities – Net cash used in investing activities for the nine months ended September 30, 2024 primarily consisted of $53.2 million of acquisitions and $2.7 million of escrow deposits for acquisitions, capital improvements and other investing activities. Net cash used in investing activities for the nine months ended September 30, 2023 primarily consisted of $54.9 million of acquisitions and $2.4 million of escrow deposits for acquisitions, capital improvements and other investing activities.
Current wording
Cash flows used in investing activities – Net cash used in investing activities for the three months ended March 31, 2025 primarily consisted of $15.1 million of acquisitions and $1.4 million of escrow deposits for acquisitions, capital improvements and other investing activities offset by $0.8 million in proceeds received from the sale of real estate assets. Net cash used in investing activities for the three months ended March 31, 2024 primarily consisted of $13.0 million of acquisitions and $0.9 million of escrow deposits for acquisitions, capital improvements and other investing activities.
Previous wording
Cash flows from financing activities – Net cash provided by financing activities decreased by $6.2 million to $30.2 million for the nine months ended September 30, 2024 compared to $36.4 million for the nine months ended September 30, 2023. The decrease was primarily related to a decrease in net proceeds received from issuance of shares during the same period partially offset by an increase in the payment of dividends and distributions during the nine months ended September 30, 2024.
Current wording
Cash flows from financing activities – Net cash provided by financing activities decreased by $3.3 million to $4.0 million for the three months ended March 31, 2025 compared to $7.3 million for the three months ended March 31, 2024. The decrease was primarily related to a decrease in net proceeds received from issuance of shares and an increase in the payment of dividends and distributions partially offset by an increase in borrowings from the Revolving Credit Facility.
Previous wording
We had approximately $1.0 million of cash and $0.5 million of escrows and reserves as of September 30, 2024.
Current wording
We had approximately $0.6 million of cash and $0.9 million of escrows and reserves as of March 31, 2025.
Previous wording
We have entered into the Credit Facilities, which include the $150.0 million Revolving Credit Facility. the 2021 Term Loan and the 2022 Term Loan(and, together with the 2021 Term Loan, the "Term Loans"), with Bank of Montreal, as administrative agent, and BMO Capital Markets Corp., M&T Bank, JPMorgan Chase Bank, N.A. and Truist Securities, Inc. as joint lead arrangers and joint book runners. Additional participants in the Credit Facilities include Stifel Bank & Trust and TriState Capital Bank. On October 25, 2024, we entered into the Third Amendment, replacing Bank of Montreal as the administrative agent with Truist Bank and further exercised $40.0 million of term loan accordion under the 2022 Term Loan and, on a delayed-draw basis, $10.0 million of 2022 Term Loan.
Current wording
On August 9, 2021, we entered into the Credit Facilities, which initially included the $150.0 million Revolving Credit Facility and the $50.0 million 2021 Term Loan, with Bank of Montreal, as administrative agent, and BMO Capital Markets Corp., M&T Bank, JPMorgan Chase Bank, N.A. and Truist Securities, Inc. as joint lead arrangers and joint book runners. Additional participants in the Credit Facilities include Stifel Bank & Trust and TriState Capital Bank. On May 11, 2022, we entered into the First Amendment to, among other things, add the 2022 Term Loan (and, together with the 2021 Term Loan, the "Term Loans"). On December 6, 2022, we exercised $40.0 million of accordion feature under the 2022 Term Loan. On July 24, 2023, we entered into the Second Amendment and further exercised $35.0 million of accordion under the Term Loans. On October 25, 2024, we entered into the Third Amendment and increased our commitments on the 2022 Term Loan and further exercised $50.0 million. As of March 31, 2025, we had $274.0 million of aggregate principal amount outstanding under our Credit Facilities, with $75.0 million drawn on the 2021 Term Loan, $175.0 million drawn on the 2022 Term Loan and $24.0 million drawn on the Revolving Credit Facility.
Previous wording
The Credit Facilities include an accordion feature which permit us to borrow up to an additional $150.0 million under the Revolving Credit Facility subject to customary terms and conditions. The Revolving Credit Facility matures in January 2026, which may be extended for two six-month periods subject to customary conditions, the 2021 Term Loan matures in January 2027 and the 2022 Term Loan matures in February 2028. Borrowings under the Credit Facilities carry an interest rate of, (i) in the case of the Revolving Credit Facility, either a base rate plusa margin ranging from 0.5% to 1.0% per annum or Adjusted Term SOFR (as defined below)plus a margin ranging from 1.5% to 2.0% per annum, or (ii) in the case of the Term Loans, either a base rate plus a margin ranging from 0.45% to 0.95% per annum or Adjusted Term SOFR plus a margin ranging from 1.45% to 1.95% per annum, in each case depending on a consolidated leverage ratio. With respect to the Revolving Credit Facility, we will pay, if the usage is equal to or less than 50%, an unused facility fee of 0.20% per annum, or if the usage is greater than 50%, an unused facility fee of 0.15% per annum, in each case on the average daily unused commitments under the Revolving Credit Facility.
Current wording
The Credit Facilities include an accordion feature which permit us to borrow up to an additional (i) $150.0 million under the Revolving Credit Facility and (ii) $50.0 million under the Term Loans, subject to customary terms and conditions. The Revolving Credit Facility matures in January 2026, which may be extended for two six-month periods subject to customary conditions, the 2021 Term Loan matures in January 2027 and the 2022 Term Loan matures in February 2028. Borrowings under the Credit Facilities carry an interest rate of, (i) in the case of the Revolving Credit Facility, either a base rate plusa margin ranging from 0.5% to 1.0% per annum or Adjusted Term SOFR (as defined below)plus a margin ranging from 1.5% to 2.0% per annum, or (ii) in the case of the Term Loans, either a base rate plus a margin ranging from 0.45% to 0.95% per annum or Adjusted Term SOFR plus a margin ranging from 1.45% to 1.95% per annum, in each case depending on a consolidated leverage ratio. With respect to the Revolving Credit Facility, we will pay, if the usage is equal to or less than 50%, an unused facility fee of 0.20% per annum, or if the usage is greater than 50%, an unused facility fee of 0.15% per annum, in each case on the average daily unused commitments under the Revolving Credit Facility.
Previous wording
As of September 30, 2024, we had seven interest rate swaps with a total notional amount of $200.0 million that are used to manage our interest rate risk and fix the SOFR component on the Term Loans of the Credit Facilities (together, the "Interest Rate Swaps"). See Note 6. Derivatives and Hedging Activities in the Notes to our unaudited Consolidated Financial Statements included under Item 1 herein for further details regarding the Interest Rate Swaps.
Current wording
As of March 31, 2025, we had nine interest rate swaps with a total notional amount of $250.0 million that are used to manage our interest rate risk and fix the SOFR component on the Term Loans of the Credit Facilities (together, the "Interest Rate Swaps"). See Note 6. Derivatives and Hedging Activities in the Notes to our unaudited Consolidated Financial Statements included under Item 1 herein for further details regarding the Interest Rate Swaps.
Previous wording
As of September 30, 2024, we had approximately $278.3 million of outstanding consolidated principal indebtedness. The following table sets forth information as of September 30, 2024 with respect to our outstanding indebtedness (in thousands):
Current wording
As of March 31, 2025, we had approximately $308.2 million of outstanding consolidated principal indebtedness. The following table sets forth information as of March 31, 2025 with respect to our outstanding indebtedness (in thousands):
Previous wording
(1)See above under "—Revolving Credit Facility and Term Loans" for details regarding the Credit Facilities. During the three and nine months ended September 30, 2024, we incurred $0.05 million and $0.2 million of unused facility fees related to the Revolving Credit Facility, respectively.
Current wording
(1)See above under "—Revolving Credit Facility and Term Loans" for details regarding the Credit Facilities. During the three months ended March 31, 2025, we incurred $0.06 million of unused facility fees related to the Revolving Credit Facility, respectively.
Previous wording
(2)Based upon the one-month Adjusted Term SOFR, which is the applicable Term Secured Overnight Financing Rate plus an adjustment of 0.10%, subject to a 0% floor (the “Adjusted Term SOFR”). Upon our achievement of certain sustainability targets for 2023, the applicable margins for the Credit Facilities were reducedby 0.02% for the year ending December 31, 2024, which is reflected in the margins noted in the table above.
Current wording
(2)Based upon the applicable SOFR rate plus a SOFR adjustment of 0.10%, subject to a 0% floor (the “Adjusted Term SOFR”).
Previous wording
(7)The loan is secured by a first mortgage lien on an industrial property located in Warrendale, Pennsylvania. The loan has a fixed interest rate of 2.80% with interest-only payments for the first five years (ending in January 2026) and fixed payments of principal and interest thereafter based on a 30-year amortization schedule.
Current wording
(6)The loan is secured by a first mortgage lien on an industrial property located in Warrendale, Pennsylvania. The loan has a fixed interest rate of 2.80% with interest-only payments for the first five years (ending in January 2026) and fixed payments of principal and interest thereafter based on a 30-year amortization schedule.
Previous wording
(8)In connection with the acquisition of two properties, we obtained seller financing secured by the properties in the amount of $1.4 million based on a fixed interest rate of 5.00% with interest-only payments through September 1, 2039.
Current wording
(7)In connection with the acquisition of two properties, the Company obtained seller financing secured by the properties in the amount of $1.4 million based on a fixed interest rate of 5.00% with interest-only payments through September 1, 2039.
Previous wording
As of September 30, 2024, we had approximately $34.3 million of secured borrowings outstanding, all of which are currently fixed-rate debt with a weighted average interest rate of 2.96% per annum.
Current wording
As of March 31, 2025, we had approximately $34.2 million of secured borrowings outstanding, all of which are currently fixed-rate debt with a weighted average interest rate of 2.96% per annum.
Previous wording
To maintain our qualification as a REIT, we are required to pay dividends to stockholders at least equal to 90% of our REIT taxable income determined without regard to the deduction for dividends paid and excluding net capital gains. During the three and nine months ended September 30, 2024, we paid cash dividends of $0.24 and$0.72 per share, respectively. Our Board of Directors approved, and on October 22, 2024, we declared athird quarter 2024 common stock dividend of $0.24 per share, which will be paid on November 29, 2024 to stockholders of record as of November 4, 2024.
Current wording
To maintain our qualification as a REIT, we are required to pay dividends to stockholders at least equal to 90% of our REIT taxable income determined without regard to the deduction for dividends paid and excluding net capital gains. During the three months ended March 31, 2025, we paid cash dividends of $0.2425 per share. Our Board of Directors approved, and on April 21, 2025, we declared afirst quarter 2025 common stock dividend of $0.2425 per share, which will be paid on May 30, 2025 to stockholders of record as of May 1, 2025.
Previous wording
As of November 4, 2024 and during the periods ubsequent to September 30, 2024, we have acquired 13 properties in individual or portfolio transactions for an aggregate of approximately $4.2 million, excluding closing costs.
Current wording
As of April 30, 2025 and during the periods ubsequent to March 31, 2025, we have acquired 25 properties in individual or portfolio transactions for an aggregate of approximately $12.7 million, excluding closing costs.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Our credit facilities (the "Credit Facilities"), including the Third Amendment to the Credit Facilities (the "Third Amendment") consist of a $150.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility"), a $75.0 million senior unsecured term loan facility (the "2021 Term Loan") and a $175.0 million senior unsecured term loan facility (the "2022 Term Loan"). In addition, the Third Amendment increases the 2022 Term Loan commitments in an aggregate principal amount of up to $50.0 million.
Current report — wording carried from elsewhere
Comparison of the Three Months Ended March 31, 2025 and the Three Months Ended March 31, 2024
Rearranged previous paragraphs (6)
Previous report — wording carried elsewhere
Rental income– Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants. Rental income increased by $8.0 million to $52.7 million for the nine months ended September 30, 2024 from $44.7 million for the nine months ended September 30, 2023, primarily due to the volume of our acquisitions.
Previous report — wording carried elsewhere
General and administrative– General and administrative expenses increased by $1.0 million to $12.1 million for the nine months ended September 30, 2024 from $11.1 million for the nine months ended September 30, 2023 primarily due to an increase in net compensation costs, partially offset by a decrease in public company-related expenses.
Previous report — wording carried elsewhere
Casualty and impairment losses -Casualty and impairment losses for the nine months ended September 30, 2024 was $0.2 million which reflects a casualty loss of $0.2 million for an asset damaged as a result of vandalism. No casualty and impairment losses occurred for the nine months ended September 30, 2023.
Previous report — wording carried elsewhere
Other income primarily includes insurance recoveries related to property damage claims. Other income decreased by $0.4 million to $0.1 million for the nine months ended September 30, 2024 from $0.5 million for the nine months ended September 30, 2023, primarily due to lower insurance recoveries.
Previous report — wording carried elsewhere
During the nine months ended September 30, 2024, we incurred total interest expense, net of $9.3 million compared to $7.3 million for the nine months ended September 30, 2023. The increase in interest expense is primarily related due to additional borrowings under the Credit Facilities and increased interest rates.
Previous report — wording carried elsewhere
As of September 30, 2024, we had $244.0 million of aggregate principal amount outstanding under our Credit Facilities, with $75.0 million drawn on the 2021 Term Loan, $125.0 million drawn on the 2022 Term Loan and $44.0 million drawn on the Revolving Credit Facility.