NewLake Capital Partners, Inc.
For the period ended Mar 31, 2026. Filed May 8, 2026.
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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, 2026 · Filed May 8, 2026
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Item 2. Results of Operations
General
During the three months ended March 31, 2026, we derived substantially all of our revenue from rental income generated by 31 leased properties, each of which is leased to a single tenant under a triple‑net lease. We continue to actively work to re‑tenant our three vacant cultivation facilities located in Pottsville, Pennsylvania; Sparks, Nevada; and Fitchburg, Massachusetts. As of March 31, 2026, our portfolio remains conservatively leveraged, with only $7.6 million outstanding under our Revolving Credit Facility. Additionally, we maintained low general and administrative expenses with an annualized ratio of 1.5% of total assets.
Comparison of the three months ended March 31, 2026 and 2025 (in thousands):
| Three Months Ended March 31, · Increase/(Decrease) | |||
|---|---|---|---|
| 2026 | 2025 | Q1'26 vs Q1'25 | |
| Revenue: | |||
| Rental Income | $11,763 | $12,586 | $(823) |
| Interest Income from Loans | 137 | 134 | 3 |
| Fees and Reimbursables | 409 | 489 | (80) |
| Total Revenue | 12,309 | 13,209 | (900) |
| Expenses: | |||
| Reimbursable Property Expenses | 335 | 626 | (291) |
| Property Carrying Costs | 232 | — | 232 |
| Depreciation and Amortization Expense | 3,867 | 3,883 | (16) |
| General and Administrative Expenses: | |||
| Compensation Expense | 982 | 1,205 | (223) |
| Professional Fees | 514 | 605 | (91) |
| Other General and Administrative Expenses | 376 | 410 | (34) |
| Total General and Administrative Expenses | 1,872 | 2,220 | (348) |
| Total Expenses | 6,306 | 6,729 | (423) |
| Provision for Current Expected Credit Loss | 11 | 13 | (2) |
| Income From Operations | 6,014 | 6,493 | (479) |
| Other Income (Expense): | |||
| Other Income | 74 | 86 | (12) |
| Interest Expense | (214) | (175) | (39) |
| Total Other Income (Expense) | (140) | (89) | (51) |
| Net Income | 5,874 | 6,404 | (530) |
| Net Income Attributable to Noncontrolling Interests | (99) | (107) | 8 |
| Net Income Attributable to Common Stockholders | $5,775 | $6,297 | $(522) |
Revenues
Rental Income
Rental income for the three months ended March 31, 2026 decreased by approximately $0.8 million, to approximately $11.8 million, compared to approximately $12.6 million for the three months ended March 31, 2025. The decrease in rental income was primarily attributable to:
Approximately $0.4 million related to our Fitchburg, Massachusetts property, which was vacant during the three months ended March 31, 2026. Revolutionary Clinics vacated the property in July 2025, and we are actively marketing the property for lease.
Approximately $0.7 million related to two cultivation facilities located in Sparks, Nevada and Pottsville, Pennsylvania, which were vacant during the three months ended March 31, 2026. AYR Wellness, Inc. vacated these properties in August 2025 and are actively marketing both facilities for lease.
The decreases in rental income described above were partially offset by increases in rental income primarily attributable to:
A full quarter of rental income from the from two dispensaries acquired in Ohio during 2025 and from the related deployment of tenant improvement allowances at one of the Ohio dispensaries, which generated an increase of approximately $40 thousand of rental income during the three months ended March 31, 2026.
Annual rent escalations on our portfolio, which generated an increase of approximately $0.3 million of rental income during the three months ended March 31, 2026.
Interest Income from Loans
Interest income from loans increased slightly due to the annual rate adjustment on our one $5.0 million loan receivable.
Fees and Reimbursables
Fees and reimbursables decreased slightly due to timing of revenue reimbursements during the three months ended March 31, 2026, compared to the three months ended March 31, 2025.
Expenses
Reimbursable Property Expenses
Reimbursable property expenses for the three months ended March 31, 2026 decreased by approximately $0.3 million, to approximately $0.3 million, compared to approximately $0.6 million for the three months ended March 31, 2025. Reimbursable property expenses are primarily related to real estate taxes, insurance and utility payments made on behalf of certain tenants with the tenant being obligated to reimburse us. However, timing differences may cause the recognition of expenses and corresponding reimbursement income to vary between periods.
Property Carrying Costs
Property carrying costs represent expenses incurred to maintain vacant or partially vacant properties in a condition suitable for re-leasing. These costs generally include real estate taxes, utilities, property management fees, security, and other expenses necessary to keep the properties functional and marketable. We did not incur any property carrying costs during the three months ended March 31, 2025, as all properties were fully leased during that period. During the three months ended March 31, 2026, we incurred approximately $0.2 million of property carrying costs related to three vacant cultivation facilities located in Fitchburg, MA, Pottsville, PA and Sparks, NV.
Depreciation and Amortization
Depreciation and amortization remained relatively flat quarter over quarter.
General and Administrative Expenses
Total general and administrative expenses for the three months ended March 31, 2026 decreased by approximately $0.3 million to approximately $1.9 million, compared to $2.2 million for the three months ended March 31, 2025. The decrease in total general and administrative expense is described below by category.
Compensation expense includes salaries and benefits for directors, employees and officers, as well as stock-based compensation. For the three months ended March 31, 2026 compensation expense decreased by approximately $0.2 million to $1.0 million, compared to $1.2 million for the three months ended March 31, 2025. The decrease was primarily driven by an employee resignation, resulting in a reduction in salary, bonus accruals and stock-based compensation.
Professional Fees
Professional fees generally include fees paid for audit, tax, legal and consulting services. Professional fees for the three months ended March 31, 2026 decreased by approximately $0.1 million, to approximately $0.5 million compared to approximately $0.6 million for the three months ended March 31, 2025. The decrease was primarily attributable to timing of audit fees incurred during the first quarter of 2026, as well as the absence of fees incurred in the prior period related to a former auditors' consent in connection with our 2024 Form 10-K, filed during the first quarter of 2025.
Other General and Administrative Expenses
Other general and administrative expenses remained relatively flat quarter over quarter. Other general and administrative expenses are primarily comprised of director and officer insurance, information technology fees, public relations fees, filing and regulatory fees, public reporting fees, corporate rent and various other expenses.
Provision for Current Expected Credit Loss
Provision for current expected credit loss remained relatively flat quarter over quarter.
Other Income (Expense)
Other Income
Other income, which is mainly comprised of interest income remained relatively flat quarter over quarter.
Interest Expense
Interest expense increased minimally related to the change in borrowing costs under our Revolving Credit Facility, which transitioned to a variable interest rate of Prime plus 1% compared to a fixed rate of 5.65%, effective May 6, 2025. The interest rate under our Revolving Credit Facility at March 31, 2026 was 7.75%.
Non-GAAP Financial Information and Other Metrics
Funds from Operations and Adjusted Funds from Operations
Funds from Operations (“FFO”) and Adjusted Funds from Operations (“AFFO”) are non-GAAP financial measures and should not be viewed as alternatives to net income calculated in accordance with GAAP as a measurement of our operating performance. We believe that FFO and AFFO are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs.
We calculate FFO in accordance with the current National Association of Real Estate Investment Trusts (“NAREIT”) definition. NAREIT currently defines FFO as follows: net income (loss) (computed in accordance with GAAP) excluding depreciation and amortization related to real estate, gains and losses from the sale of certain real estate assets, and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by an entity. Other REITs may not define FFO in accordance with the NAREIT definition or may interpret the current NAREIT definition differently than we do and therefore our computation of FFO may not be comparable to such other REITs.
We calculate AFFO by starting with FFO and adjusting for non-cash and certain non-recurring transactions, including non-cash components of compensation expense and the effect of provisions for credit losses. Other REITs may not define AFFO in the same manner as we do and therefore our calculation of AFFO may not be comparable to such other REITs. You should not consider FFO and AFFO to be alternatives to net income as a reliable measure of our operating performance; nor should you consider FFO and AFFO to be alternatives to cash flows from operating, investing or financing activities (as defined by GAAP) as measures of liquidity.
The table below is a reconciliation of net income attributable to common stockholders to FFO and AFFO for the three months ended March 31, 2026 and 2025 (in thousands):
| For the Three Months Ended March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Net Income Attributable to Common Stockholders | $5,775 | $6,297 |
| Net Income Attributable to Noncontrolling Interests | 99 | 107 |
| Net Income | 5,874 | 6,404 |
| Adjustments: | ||
| Real Estate Depreciation and Amortization | 3,863 | 3,879 |
| FFO Attributable to Common Stockholders - Diluted | 9,737 | 10,283 |
| Provision for Current Expected Credit Loss | (11) | (13) |
| Stock-Based Compensation | 299 | 388 |
| Non-cash Interest Expense | 67 | 67 |
| Amortization of Straight-line Rent Expense | (1) | (1) |
| AFFO Attributable to Common Stockholders - Diluted | $10,091 | $10,724 |
Liquidity and Capital Resources
Our primary liquidity requirements include the payment of dividends to our shareholders, distributions to holders of LPI Units ("LPI Unitholders"), general and administrative expenses, debt service obligations, capital expenditures related to our existing portfolio, and funding for acquisitions and unfunded improvement commitments. We expect to meet these obligations through a combination of cash flows generated from operations, borrowings under our Revolving Credit Facility, and access to capital markets, including issuance under our at-the-market equity program ("ATM Program"), subject to availability and markets conditions. Where appropriate, we also may issue LPI Units as consideration for property acquisitions to facilitate tax-deferred transaction for sellers.
As of March 31, 2026, our liquidity total included $24.8 million of cash and cash equivalents along with $82.4 million available on our Revolving Credit Facility, subject to sufficient collateral in the borrowing base. Additionally, the ATM Program allows us to raise capital up to $50.0 million. While we believe these sources of liquidity are adequate to support our near-term needs, there can be no assurance that such sources will remain available to us on terms acceptable or in amounts sufficient to meet our future requirements.
In May 2025, the interest rate on our Revolving Credit Facility transitioned from a fixed rate of 5.65% to a variable rate of prime plus 1.00%. As of March 31, 2026, we had $7.6 million outstanding under the facility. Given the relatively low outstanding balance, the impact of the rate change on our interest expense and liquidity has not been significant. Based on our current level of borrowings and the absence of any near‑term debt maturities, we do not expect changes in market interest rates to materially affect our liquidity position in the near term.
Based on our current projections, we believe that cash flows from continuing operations over the next twelve months, together with existing cash on hand and available borrowing capacity, will be sufficient to fund our operating activities, pay dividends to shareholders, make required distributions to LPI Unitholders, and service our debt obligations. Acquisitions and unfunded improvement allowance costs may require funding from borrowings, equity issuance and/or issuances of LPI Units. We may utilize a combination of these sources depending on market conditions and capital availability.
Summary of Cash Flows
The following summary discussion of our cash flows is based on the consolidated statements of cash flows in our consolidated financial statements and is not meant to be an all-inclusive discussion of the changes in our cash flows for the periods presented below (in thousands):
| For the Three Months Ended March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Net Cash Provided by Operating Activities | $10,394 | $10,162 |
| Cash Used in Investing Activities | $— | $(285) |
| Cash Used in Financing Activities | $(9,565) | $(10,147) |
| Cash and Cash Equivalents - End of Period | $24,766 | $19,943 |
Net Cash Provided by Operating Activities:
Net cash provided by operating activities for the three months ended March 31, 2026 and 2025 were approximately $10.4 million and $10.2 million, respectively. Net cash flows provided by operating activities for the three months ended March 31, 2026 and 2025 were primarily related to contractual rent received from our properties, partially offset by our general and administrative expenses and property carrying costs.
Cash Used in Investing Activities:
There was no cash used for investing activities during the three months ended March 31, 2026. Net cash used in investing activity for the three months ended March 31, 2025 was approximately $0.3 million which was used to purchase a dispensary in Ohio.
Cash Used in Financing Activities:
Cash used in financing activities for the three months ended March 31, 2026 and 2025 were approximately $9.6 million and $10.1 million, respectively. Cash used in financing activities for the three months ended March 31, 2026, related to approximately $9.1 million in dividend payments to holders of our common stock and vested RSUs and PSUs, approximately $0.2 million in distributions on our LPI Units and approximately $0.3 million of cash paid for taxes in lieu of issuance of common stock on vested RSUs and PSUs. Cash used in financing activities for the three months ended March 31, 2025, related to approximately $9.1 million in dividend payments to holders of our common stock and vested RSUs and PSUs, approximately $0.2 million in distributions on our LPI Units, approximately $0.4 million of cash paid for taxes in lieu of issuance of common stock on vested RSUs and PSUs, approximately $0.3 million paid to redeem 15,198 LPI units in cash and approximately $0.3 million to issue PSUs in cash.
To maintain our qualification as a REIT, U.S. federal income tax law generally requires that we distribute at least 90% of our REIT taxable income annually, determined without regard to the deduction for dividends paid and excluding capital gains. We must pay tax at regular corporate rates to the extent that we annually distribute less than 100% of our taxable income. We evaluate each quarter to determine our ability to pay dividends to our stockholders based on our net taxable income if and to the extent authorized by our board of directors. Before we pay any dividend, whether for U.S. federal income tax purposes or otherwise, we must first meet both our operating requirements and debt service payments. If our cash available for distribution is less than our net taxable income, we could be required to sell assets or borrow funds to make cash distributions or we may make a portion of the required distribution in the form of a taxable stock distribution.
As a result of this distribution requirement, our Operating Partnership cannot rely on retained earnings to fund its ongoing operations to the same extent that other companies whose parent companies are not REITs can. During the three months ended March 31, 2026, we declared and our board of directors approved, cash dividends on our common stock and restricted stock units and in our capacity as general partner of our Operating Partnership, we authorized distributions on our LPI Units of $0.43 per share.
During the three months ended March 31, 2025, we declared and our board of directors approved, cash dividends on our common stock and restricted stock units and in our capacity as general partner of the Operating Partnership, we authorized distributions on our LPI Units of $0.43 per share.
Contractual Obligations and Commitments
Unfunded Commitments
As of March 31, 2026, we had aggregate unfunded commitments of $0.4 million to develop and improve our dispensary in Ohio.
Corporate Office Lease
As of March 31, 2026, we were the lessee under one office lease which had an initial term of four years and was amended on November 20, 2025, to extend the initial term for one year ending August 31, 2027. The lease is subject to annual escalations and the annual rent payments range from approximately $72 thousand in year one to approximately $85 thousand in year five. The office lease has a remaining weighted average term of approximately 1.42 years.
Revolving Credit Facility
Effective May 6, 2025, the Revolving Credit Facility transitioned from a fixed rate of 5.65% to a variable rate structure, bearing interest at a variable rate based upon the greater of (a) the Prime Rate published in the Wall Street Journal (Western Edition) plus a margin of 1.0%, or (b) 4.75%. As of March 31, 2026, the interest rate on our Revolving Credit Facility was 7.75% and we had $7.6 million outstanding under the facility. Refer to Note 6 - "Financings" for additional details.
Adoption of New or Revised Accounting Standards
We are an emerging growth company, as defined in the JOBS Act. Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. We elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that we: (i) are no longer an emerging growth company; or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, our consolidated financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates.
Interest Rate Risk
Interest rates are influenced by a range of factors, including fiscal and monetary policy, global economic conditions, and other variables beyond our control. We are exposed to interest rate risk through our Revolving Credit Facility, which bears a floating interest rate indexed to the Prime Rate published in the Wall Street Journal (Western Edition). As of March 31, 2026, we had $7.6 million in principal outstanding under the facility, bearing interest at 7.75%, which reflects a 100 basis point spread over the prevailing Prime Rate of 6.75%. Our cost of financing increased following the transition from a fixed rate of 5.65% through May 2025 to a variable structure thereafter. Although the Prime Rate remained relatively stable during the third quarter, including a modest decline in September, our effective interest rate remains subject to future fluctuations in benchmark rates. To manage this exposure, we may evaluate the use of interest rate derivative instruments or other hedging strategies.
Impact of Inflation
During the three months ended March 31, 2026, inflation showed signs of easing but remained elevated with the CPI rising approximately 3.3% over the previous twelve months period. This reflects a modest increase compared to the 2.4% inflation rate recorded during the twelve months period ended March 31, 2025. While inflation continues to trend downward from the peaks of 2022, it remains above the Federal Reserve's long-term 2% target.
We enter into leases that generally provide for annual fixed increases in rent at a predetermined rate. In some instances, leases provide for annual increases in rent based on the increase in the CPI. We expect these lease provisions to result in rent increases over time. During periods when inflation exceeds the rent increases stipulated in the leases, rent increases may not keep pace with the rate of inflation.
Seasonality
Our business is not, and we do not expect our business to be, subject to material seasonal fluctuations.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.