Lineage, Inc.
For the period ended Mar 31, 2026. Filed May 6, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-05.
0001868159-25-000110
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-06.
0001868159-26-000028
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 231 previous paragraphs and 174 current paragraphs.
110 unchanged; 49 reworded; 14 added; 63 removed; 9 previous and 1 current paragraphs rearranged.
Tables are not compared: 24 previous and 18 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 (14)
Current report
Global warehousing segment revenues were $985 million for the three months ended March 31, 2026, an increase of $41 million, or 4.3%, compared to $944 million for the three months ended March 31, 2025. The net increase was driven by a $41 million net increase in our non-same warehouse pool, while our same warehouse pool revenue remained consistent, further discussed below. The foreign currency translation of revenues earned by our foreign operations had a $26 million favorable impact compared to the three months ended March 31, 2025.
Current report
Global warehousing segment cost of operations was $621 million for the three months ended March 31, 2026, an increase of $37 million, or 6.3%, compared to $584 million for the three months ended March 31, 2025. The net increase included a $34 million net increase in our non-same warehouse pool, in addition to a $3 million increase in our same warehouse pool, further discussed below. The foreign currency translation of cost of operations from our foreign operations had a $17 million unfavorable impact compared to the three months ended March 31, 2025.
Current report
Same warehouse storage revenues increased $8 million, or 1.7%, compared to the three months ended March 31, 2025, primarily driven by increased rates and favorable net foreign currency impact. Same warehouse storage revenues per economic occupied pallet increased by 2.1% compared to the prior year.
Current report
Same warehouse cost of operations increased $3 million, or 0.5%, compared to the three months ended March 31, 2025, resulting from inflationary pressures and unfavorable net foreign currency impact.
Current report
Non-same warehouse cost of operations increased $34 million, or 130.8%, compared to the three months ended March 31, 2025, including approximately $27 million from acquisitions and $9 million from recently completed greenfield and expansion projects, partially offset by a $2 million net decrease from other non-same warehouse sites.
Current report
Global integrated solutions segment NOI was $57 million for both the three months ended March 31, 2026, and 2025, due to the factors discussed above. NOI margin was positively impacted by the sale of the Spain Transportation business.
Current report
General and administrative expense. General and administrative expenses were $141 million for the three months ended March 31, 2026, a decrease of $13 million, or 8.4%, compared to $154 million for the three months ended March 31, 2025. The decrease was primarily due to a $9 million reduction in stock-based compensation expense primarily due to adjustments to the 2024 awards based on expected target, partially offset by the expense related to the 2025 awards (see Note 13, Stock-based compensation to the condensed consolidated financial statements included in this Quarterly Report for details). For the three months ended March 31, 2026, general and administrative expenses were 10.9% of total revenues compared to 11.9% of total revenues for the three months ended March 31, 2025.
Current report
Acquisition, transaction, and other expense. Acquisition, transaction, and other expenses were $4 million for the three months ended March 31, 2026, a decrease of $11 million compared to $15 million for the three months ended March 31, 2025. The decrease was primarily due to the nonoccurence of 2025 costs associated with our IPO, including IPO awards paid in cash or stock with a one-year vesting term, in addition to less acquisition activity contributing to decreased legal and professional fees. For further detail on our stock-based compensation costs, see Note 13, Stock-based compensation to the condensed consolidated financial statements included in this Quarterly Report.
Current report
Other nonoperating income (expense), net. We reported $1 million of other nonoperating income for the three months ended March 31, 2026, compared to income of less than a million for the three months ended March 31, 2025.
Current report
We calculate EBITDA as net income or loss determined in accordance with GAAP, excluding depreciation and amortization expense, interest expense, net, and income tax expense or benefit.
Current report
•proceeds from the disposition of properties or other investments;
Current report
Recurring Maintenance Capital Expenditures
Current report
For the three months ended March 31, 2026, our net cash provided by operating activities was $130 million, compared to $139 million for the three months ended March 31, 2025. The decrease was primarily due to an increase in net loss, most notably from higher interest expense, lower gains from insurance recoveries, increased depreciation expense, and lower gain on foreign currency transactions, along with unfavorable changes in accounts receivable and inventory, offset by the favorable changes in prepaid expenses, other assets, and other long-term liabilities, accounts payable, accrued liabilities, and deferred revenue. The notable non-cash items for the three months ended March 31, 2026 and 2025 were $30 million and $40 million of stock-based compensation expense, respectively.
Current report
Our net cash provided by financing activities was $36 million for the three months ended March 31, 2026, which primarily consisted of outflows of $133 million for regular quarterly dividends and other distributions declared in the prior quarter, and $180 million of repayments of long-term debt and finance leases ($160 million of which was related to the payoff of the Metlife Real Estate Notes on January 2, 2026). To finance the dividends, the secured debt payoff, as well as some of the investing activities, we borrowed $354 million on revolving credit lines, net of repayments.
Removed paragraphs (63)
Previous report
•Occupancy and Throughput. Coming out of the global pandemic, we experienced higher physical occupancy levels through the first half of 2023, particularly in North America, significantly driven by customers increasing production and inventories in response to supply chain backlogs in recent years. Beginning in the second half of 2023, we believe customers began rationalizing inventory levels in response to factors such as continued higher interest rates and inflation. This rationalization has driven changes in customer demand for our warehouse space and services. As our customers continue to adjust to these new demand levels and rationalize inventory, we have seen lower occupancy and throughput volume across our network. In the third quarter of 2025, we saw a return to more normal seasonal inventory patterns, but occupancy levels were muted. We still anticipate increases early into the fourth quarter, driven by factors such as the end of the North American harvest season and holiday inventory build-ups. While our total occupancy outlook for the fourth quarter is unchanged as compared to our previous expectations, we are seeing slightly lower occupancy in the U.S. due to less than expected new U.S. business in the quarter, which is being offset by higher occupancy outside the U.S.
Previous report
Global warehousing segment revenues were $1,013 million for the three months ended September 30, 2025, an increase of $41 million, or 4.2%, compared to $972 million for the three months ended September 30, 2024. The net increase was primarily driven by a $59 million increase in our non-same warehouse pool, partially offset by a $18 million decrease in our same warehouse pool, further discussed below. The foreign currency translation of revenues earned by our foreign operations had a $7 million favorable impact compared to the three months ended September 30, 2024.
Previous report
Global warehousing segment cost of operations was $629 million for the three months ended September 30, 2025, an increase of $40 million, or 6.8%, compared to $589 million for the three months ended September 30, 2024. The net increase was primarily driven by a $45 million increase in costs of our non-same warehouse pool, partially offset by a $5 million decrease in costs of our same warehouse pool, further discussed below. The foreign currency translation of cost of operations from our foreign operations had a $5 million unfavorable impact compared to the three months ended September 30, 2024.
Previous report
Same warehouse storage revenues decreased $4 million, or 0.8%, compared to the three months ended September 30, 2024, primarily driven by lower average occupancy, partially offset by an increase in average rates. Economic occupancy decreased by 80 basis points, as our customers rationalized inventory and production levels during continued economic pressures. Same warehouse storage revenues per economic occupied pallet increased 0.9% compared to three months ended September 30, 2024, primarily driven by favorable rates, as discussed above, and other changes in our business profile in response to changing customer needs.
Previous report
Same warehouse services revenues decreased $14 million, or 3.2%, compared to the three months ended September 30, 2024, primarily due to lower throughput volumes, lower average rates, and other changes in our business profile in response to changing customer needs. Same warehouse services revenue per throughput pallet decreased 1.5% compared to the three months ended September 30, 2024. Throughput pallets at our same warehouses decreased 2.0% compared to the three months ended September 30, 2024, primarily driven by customer rationalization of inventory and production levels, as discussed above.
Previous report
Same warehouse cost of operations decreased $5 million, or 0.9%, compared to the three months ended September 30, 2024, primarily driven by lower other warehouse costs resulting from decreases in occupancy and throughput volumes discussed above.
Previous report
Non-same warehouse revenues increased $59 million, or 95.2%, compared to the three months ended September 30, 2024, including approximately $56 million from acquisitions and $8 million from recently completed greenfield and expansion projects, partially offset by a $5 million net decrease from other non-same warehouse sites.
Previous report
Non-same warehouse cost of operations increased $45 million, or 104.7%, compared to the three months ended September 30, 2024, including approximately $41 million from acquisitions, $3 million from recently completed greenfield and expansion projects, and $1 million from other non-same warehouse sites.
Previous report
Global integrated solutions segment revenues were $364 million for the three months ended September 30, 2025, an increase of $1 million, or 0.3%, compared to $363 million for the three months ended September 30, 2024. The foreign currency translation of revenues earned by our foreign operations had a $5 million favorable impact compared to the three months ended September 30, 2024. Excluding the impact of foreign currency translation, a net decrease was primarily driven by the divestiture of the Spain Transportation business which occurred in August 2025, partially offset by higher foodservice, rail, and direct-to-consumer volumes.
Previous report
Global integrated solutions segment cost of operations was $299 million for the three months ended September 30, 2025, a decrease of $8 million, or 2.6%, compared to $307 million for the three months ended September 30, 2024. The foreign currency translation of cost of operations from our foreign operations had a $5 million unfavorable impact compared to the three months ended September 30, 2024. Excluding the impact of foreign currency translation, the decrease was primarily driven by the above-mentioned divestiture of the Spain Transportation business and cost control measures.
Previous report
Global integrated solutions segment NOI was $65 million for the three months ended September 30, 2025, an increase of $9 million, or 16.1%, compared to $56 million for the three months ended September 30, 2024. Foreign currency translation had a less than $1 million net favorable impact compared to the three months ended September 30, 2024.
Previous report
General and administrative expense. General and administrative expenses were $145 million for the three months ended September 30, 2025, an increase of $2 million, or 1.4%, compared to $143 million for the three months ended September 30, 2024. For the three months ended September 30, 2025 and 2024, general and administrative expenses were 10.5% and 10.7% of total revenues, respectively.
Previous report
Acquisition, transaction, and other expense. Acquisition, transaction, and other expenses were $12 million for the three months ended September 30, 2025, a decrease of $580 million compared to $592 million for the three months ended September 30, 2024. The decrease was primarily due to costs associated with our IPO, including internalization costs and stock-based compensation expense related to one-time awards associated with the IPO. For further detail on costs associated with our IPO and stock-based compensation, see Note 2, Capital structure and noncontrolling interests and Note 15, Stock-based compensation to the condensed consolidated financial statements included in this Quarterly Report.
Previous report
During the three months ended September 30, 2025, we recorded a goodwill impairment of $28 million (see Note 6, Goodwill and other intangible assets, net in the condensed consolidated financial statements included in this Quarterly Report for details).
Previous report
Gain (loss) on extinguishment of debt. We recognized a loss on debt extinguishment of $3 million during the three months ended September 30, 2025, as a result of repaying debt related to the Spain Transportation business. We recognized a loss on debt extinguishment of $6 million for the three months ended September 30, 2024, related to unamortized deferred financing costs previously capitalized for the Delayed Draw Term Loan (DDTL), which was repaid on July 26, 2024. For additional information regarding our debt, see Note 9, Debt in our condensed consolidated financial statements included in this Quarterly Report.
Previous report
Other nonoperating income (expense), net. We reported $57 million of other nonoperating expense for the three months ended September 30, 2025, compared to income of $1 million for the three months ended September 30, 2024. During the three months ended September 30, 2025, we recognized a loss of $60 million on the sale of Spain Transportation, a European subsidiary. For additional information regarding the divestiture, see Note 4, Business combinations, asset acquisitions, and divestitures in the condensed consolidated financial statements included in this Quarterly Report.
Previous report
The Organization for Economic Co-operation and Development (“OECD”) has issued Pillar Two Model Rules (“Pillar Two”) introducing a new global minimum tax of 15% effective on January 1, 2024. While the U.S. has not yet adopted the Pillar Two rules, various other governments around the world are enacting legislation. In 2025, we expect to incur insignificant tax expenses in connection with Pillar Two and are continuing to evaluate the potential impact on our business in future periods.
Previous report
Global Warehousing Segment
Previous report
The following table presents the operating results of our global warehousing segment for the nine months ended September 30, 2025 and 2024.
Previous report
Global warehousing segment revenues were $2,927 million for the nine months ended September 30, 2025, an increase of $20 million, or 0.7%, compared to $2,907 million for the nine months ended September 30, 2024. The net increase was primarily driven by a $100 million net increase in our non-same warehouse pool, partially offset by a $80 million decrease in our same warehouse pool, further discussed below. The foreign currency translation of revenues earned by our foreign operations had a $2 million favorable impact compared to the nine months ended September 30, 2024.
Previous report
Global warehousing segment cost of operations was $1,816 million for the nine months ended September 30, 2025, an increase of $61 million, or 3.5%, compared to $1,755 million for the nine months ended September 30, 2024. A $78 million net increase in our non-same warehouse pool, was partially offset by a $17 million decrease in our same warehouse pool, further discussed below. The foreign currency translation of cost of operations from our foreign operations had a $1 million unfavorable impact compared to the nine months ended September 30, 2024.
Previous report
Global warehousing segment NOI was $1,111 million for the nine months ended September 30, 2025, a decrease of $41 million, or 3.6%, compared to $1,152 million for the nine months ended September 30, 2024. The net decrease included a decrease of $63 million in our same warehouse pool, partially offset by a net increase of $22 million in our non-same warehouse pool. The foreign currency translation from our foreign operations had a $1 million net favorable impact compared to the nine months ended September 30, 2024.
Previous report
Same Warehouse Results
Previous report
Same warehouse storage revenues decreased $45 million, or 3.2%, compared to the nine months ended September 30, 2024, primarily driven by lower average occupancy and lower average rates, as rate increases were more than offset by changes in customer mix. Economic occupancy decreased by 150 basis points, as our customers rationalized inventory and production levels during continued economic pressures. Same warehouse storage revenues per economic occupied pallet decreased 0.7% compared to the prior year period, primarily driven by unfavorable rates, as discussed above, and other changes in our business profile in response to changing customer needs.
Previous report
Same warehouse cost of operations decreased $17 million, or 1.0%, compared to the nine months ended September 30, 2024, primarily driven by lower labor and other warehouse costs resulting from decreases in occupancy and throughput volumes discussed above.
Previous report
Non-Same Warehouse Results
Previous report
Non-same warehouse revenues increased $100 million, or 51.8%, compared to the nine months ended September 30, 2024, including approximately $113 million from acquisitions and $18 million from recently completed greenfield and expansion projects, partially offset by a $32 million net decrease from other non-same warehouse sites.
Previous report
Global Integrated Solutions Segment
Previous report
The following table presents the operating results of our global integrated solutions segment for the nine months ended September 30, 2025 and 2024.
Previous report
Global integrated solutions segment NOI was $190 million for the nine months ended September 30, 2025, an increase of $12 million, or 6.7%, compared to $178 million for the nine months ended September 30, 2024. Foreign currency translation had a net favorable impact of less than $1 million compared to nine months ended September 30, 2024.
Previous report
Other Consolidated Operating Expenses
Previous report
Depreciation and amortization expense. Depreciation and amortization expense was $666 million for the nine months ended September 30, 2025, an increase of $26 million, or 4.1%, compared to $640 million for the nine months ended September 30, 2024. The increase was primarily related to acquisitions and greenfield and expansion projects.
Previous report
General and administrative expense. General and administrative expenses were $442 million for the nine months ended September 30, 2025, an increase of $48 million, or 12.2%, compared to $394 million for the nine months ended September 30, 2024. The increase was primarily due to $51 million of additional stock-based compensation expense driven by the restructuring of our equity compensation plans in conjunction with becoming a public company. For the nine months ended September 30,
Previous report
2025 and 2024, general and administrative expenses were 11.0% and 9.8% of total revenues, respectively, with the increase primarily driven by the stock-based compensation expense mentioned above.
Previous report
Acquisition, transaction, and other expense. Acquisition, transaction, and other expenses were $64 million for the nine months ended September 30, 2025, a decrease of $548 million compared to $612 million for the nine months ended September 30, 2024. The decrease was primarily due to costs associated with our IPO, including internalization costs and stock-based compensation expense related to one-time awards associated with the IPO, partially offset by fair value adjustments related to put options issued in connection with the IPO which were recognized during the nine months ended September 30, 2025. For further detail on costs associated with our IPO and stock-based compensation, see Note 2, Capital structure and noncontrolling interests and Note 15, Stock-based compensation to the condensed consolidated financial statements included in this Quarterly Report.
Previous report
Restructuring, impairment, and (gain) loss on disposals. Restructuring, impairment, and (gain) loss on disposals were net expenses of $5 million for the nine months ended September 30, 2025, a decrease of $18 million compared to net expenses of $23 million for the nine months ended September 30, 2024. The decrease primarily related to decreased net gains associated with a fire that occurred in April 2024 at the Company’s warehouse in Kennewick, Washington, partially offset by a goodwill impairment during the nine months ended September 30, 2025, further discussed below.
Previous report
The nine months ended September 30, 2025 included a net gain of $47 million related to the Kennewick, Washington fire, primarily from $48 million of insurance reimbursement. The nine months ended September 30, 2024 included a net gain of $4 million related to the fire, consisting of an insurance reimbursement of $50 million, partially offset by $25 million loss of carrying value of the impaired assets and $21 million of clean-up costs (see Note 17, Commitments and contingencies in our condensed consolidated financial statements included in this Quarterly Report for details).
Previous report
During the nine months ended September 30, 2025, we recorded a goodwill impairment of $28 million (see Note 6, Goodwill and other intangible assets, net in the condensed consolidated financial statements included in this Quarterly Report for details).
Previous report
Other Income (Expense)
Previous report
Gain (loss) on extinguishment of debt. We recognized a loss on debt extinguishment of $3 million during the nine months ended September 30, 2025, as a result of repaying debt relating to the Spain Transportation business. We recognized a loss on debt extinguishment of $13 million for the nine months ended September 30, 2024, as the result of various debt refinancing agreements. For additional information regarding our debt, see Note 9, Debt in our condensed consolidated financial statements included in this Quarterly Report.
Showing the first 40 of 63 passages. Open the source sections for the rest.
Reworded paragraphs (49)
Previous wording
We are the world’s largest global temperature-controlled warehouse REIT, with a modern and strategically located network of properties. Our business is competitively positioned to deliver a seamless end-to-end, technology-enabled experience for a well-diversified and stable customer base, each with their own unique requirements in the temperature-controlled supply chain. As of September 30, 2025, we operated an interconnected global temperature-controlled warehouse network, comprising approximately 88 million square feet and 3.1 billion cubic feet of capacity across 500 warehouses predominantly located in densely populated critical-distribution markets, with 323 in North America, 89 in Europe, and 88 in Asia-Pacific.
Current wording
We are the world’s largest global temperature-controlled warehouse REIT, with a modern and strategically located network of properties. Our business is competitively positioned to deliver a seamless end-to-end, technology-enabled experience for a well-diversified and stable customer base, each with their own unique requirements in the temperature-controlled supply chain. As of March 31, 2026, we operated an interconnected global temperature-controlled warehouse network, comprising approximately 88 million square feet and 3.1 billion cubic feet of capacity across 500 warehouses predominantly located in densely populated critical-distribution markets, with 325 in North America, 89 in Asia-Pacific, and 86 in Europe.
Previous wording
•Warehouse Agreements. Warehouse agreements are designed to accommodate the individual needs and characteristics of our customers and may include negotiated provisions, such as a fixed term, transactional pricing for warehouse services, pricing increase mechanisms based on inflationary cost increases and customer profile changes, a storage fee based on a minimum storage guarantee of the customer, additional storage fees based on on-demand storage used, a warehouseman’s lien on customer products held in our warehouses as security for payments, and provisions for interest and late payments if payment is not received within 30 days after invoicing. The initial term of our warehouse agreements generally ranges from one to five years for typical customer relationships and 10 to 20 years for build-to-suit warehouses. Renewal periods, in each case, generally range from one to five years. Inflationary price increase mechanisms may be fixed or tied to relevant market indices, giving us the ability to recover costs for wage increases, increases in rent, power, real estate, and other costs.
Current wording
•Warehouse Agreements. Warehouse agreements are designed to accommodate the individual needs and characteristics of our customers and may include negotiated provisions, such as a fixed term, transactional pricing for warehouse services, pricing increase mechanisms based on inflationary cost increases and customer profile changes, a storage fee based on a minimum storage guarantee of the customer, additional storage fees based on on-demand storage used, a warehouseman’s lien on customer products held in our warehouses as security for payments, and provisions for interest and late payments. The initial term of our warehouse agreements generally ranges from one to five years for typical customer relationships and 10 to 20 years for build-to-suit warehouses. Renewal periods, in each case, generally range from one to five years. Inflationary price increase mechanisms may be fixed or tied to relevant market indices, giving us the ability to recover costs for wage increases, increases in rent, power, real estate, and other costs.
Previous wording
Cost of operations. Our global warehousing segment cost of operations consists primarily of labor, power, and other warehouse costs. Labor comprises the largest component of the cost of operations from our global warehousing segment and consists primarily of employee wages (both direct and indirect) and benefits, excluding stock-based compensation. Changes in our labor expense are driven by, among other things, changes in headcount, changes in compensation levels and associated performance incentives, the use of third-party labor to support our operations, changes in terms of collective bargaining agreements, changes in customer requirements and associated work content, workforce productivity, labor availability, governmental policies and regulations, and variability in costs associated with employer-provided benefits. Our second-largest cost of operations is power utilized in the operation of our temperature-controlled warehouses. We may, from time to time, hedge our exposure to changes in power prices through fixed rate agreements. In addition, to the extent possible and appropriate, we may seek to mitigate or offset the impact of fluctuations in the price of power on our financial results through rate escalations or power surcharge provisions within our agreements with customers. We also look to implement energy saving alternatives to reduce energy consumption, including the installation of solar panels, state of the art refrigeration control systems, LED lighting, thermal energy storage, motion-sensor technology, variable frequency drives for our fans and compressors, and rapid open/close doors. Additionally, business mix impacts our power expense depending on the temperature zone and type and frequency of freezing required (e.g., blast freezing). Other warehouse costs include utilities other than power, insurance, real estate taxes, repairs and maintenance, rent under real property operating leases where applicable, equipment costs, warehouse consumables (e.g., pallets and shrink-wrap), personal protective equipment, warehouse administration, and other related facility and services costs.
Current wording
Our second-largest cost of operations is power utilized in the operation of our temperature-controlled warehouses. We may, from time to time, hedge our exposure to changes in power prices through fixed rate agreements. In addition, to the extent possible and appropriate, we may seek to mitigate or offset the impact of fluctuations in the price of power on our financial results through rate escalations or power surcharge provisions within our agreements with customers. We also look to implement energy saving alternatives to reduce energy consumption, including the installation of solar panels, state of the art refrigeration control systems, LED lighting, thermal energy storage, motion-sensor technology, variable frequency drives for our fans and compressors, and rapid open/close doors. Additionally, business mix impacts our power expense depending on the temperature zone and type and frequency of freezing required (e.g., blast freezing). Other warehouse costs include utilities other than power, insurance, real estate taxes, repairs and maintenance, rent under real property operating leases where applicable, equipment costs, warehouse consumables (e.g., pallets and shrink-wrap), personal protective equipment, warehouse administration, and other related facility and services costs.
Previous wording
General and administrative expenses. Our general and administrative expenses consist primarily of costs associated with the administration of our global warehousing and global integrated solutions segments, including management wages and benefits, administrative, legal, business development, project management, sales, marketing, engineering, safety and compliance, food optimization, human resources, finance, accounting, network optimization, data science, and information technology personnel, transformational information technology expenses, equity incentive plans, communications and data processing, travel, professional fees, credit loss, training, office equipment, supplies, and, prior to our IPO, management fees paid to Bay Grove in accordance with the terms of the operating services agreement. In connection with our IPO, we terminated the operating services agreement in order to internalize certain operating, strategic development, and financial services that were previously provided by Bay Grove under it, and entered into a transition services agreement with Bay Grove to provide certain of these services for a three-year term while we internalize such functions. Trends in general and administrative expenses are influenced by changes in headcount and compensation levels and achievement of incentive compensation targets.
Current wording
General and administrative expenses. Our general and administrative expenses consist primarily of costs associated with the administration of our global warehousing and global integrated solutions segments, including management wages and benefits, administrative, legal, business development, project management, sales, marketing, engineering, safety and compliance, food optimization, human resources, finance, accounting, network optimization, data science, and information technology personnel, transformational information technology expenses, equity incentive plans, communications and data processing, travel, professional fees, credit loss, training, office equipment, supplies, and transition services fees paid to Bay Grove for certain operating, strategic development, and financial services while we internalize such functions in the three years post-IPO. Trends in general and administrative expenses are influenced by changes in headcount and compensation levels and achievement of incentive compensation targets.
Previous wording
Acquisition, transaction, and other expenses. Our acquisition, transaction, and other expenses consist of costs with a high level of variability from period-to-period and include professional fees associated with planned and completed business expansion activities, and acquisition integration costs. In addition, it includes expenses associated with our IPO, including costs related to public company readiness efforts and costs incurred as a result of our IPO in the third quarter of 2024. These costs are expensed as incurred. It also includes employee-related expenses associated with acquisitions, such as acquisition-related severance and consulting agreements and certain cash-based incentive awards given to employees of legacy companies in acquisitions.
Current wording
Acquisition, transaction, and other expenses. Our acquisition, transaction, and other expenses consist of costs with a high level of variability from period-to-period and include professional fees associated with planned and completed business expansion activities, and acquisition integration costs. In addition, it includes expenses associated with our IPO, including costs related to public company readiness efforts and costs incurred as a result of our IPO in the third quarter of 2024. It also includes legal and administrative costs associated with filing of other registration statements, and expenses incurred in connection with the coordinated settlement process that will occur for up to three years post-IPO for all legacy investors in BGLH. These costs are expensed as incurred. Employee-related expenses also include costs associated with acquisitions, such as acquisition-related severance and consulting agreements and certain cash-based incentive awards given to employees of legacy companies in acquisitions.
Previous wording
Restructuring, impairment, and (gain) loss on disposals. Our restructuring, impairment, and (gain) loss on disposals include certain contractual and negotiated severance and separation costs from exited former executives, costs related to reductions in headcount to achieve operational efficiencies, and costs associated with exiting non-strategic operations. We record such costs when there is a substantive plan for employee severance or employees are otherwise entitled to benefits (e.g., in case of one-time terminations) and related costs are probable and estimable. It also includes gains (losses) on dispositions of property, plant, and equipment and impairments of goodwill and long-lived assets, net of related gains on insurance recoveries.
Current wording
Restructuring, impairment, and (gain) loss on disposals. Our restructuring, impairment, and (gain) loss on disposals include certain contractual and negotiated severance and separation costs from exited former executives, costs related to reductions in headcount to achieve operational efficiencies, and costs associated with exiting non-strategic operations. We record such costs when there is a substantive plan for employee severance or employees are otherwise entitled to benefits (e.g., in case of one-time terminations) and related costs are probable and estimable. It also includes gains (losses) on dispositions of property, plant, and equipment and impairments of long-lived assets, net of related gains on insurance recoveries, excluding impairments of goodwill.
Previous wording
•Inflation and Customer Rate Increases. In response to significant inflationary impacts in recent years across wages, energy, and other operational costs, we implemented customer rate increases to offset such impacts to our operating results. Offsetting these inflationary price increases, we are seeing pricing pressure in certain markets with excess capacity, but overall we expect pricing to remain stable for the remainder of the year within a range based upon types of services provided, seasonal harvests, and types of customers (local versus export). We believe that higher food costs have continued to impact end-consumers’ buying decisions for certain commodities, which could negatively impact specific customers; however, overall demand in retail and foodservice has grown recently, according to market data. Inflation overall has progressed toward more normal levels, however tariff and other trade policies have continued to cause overall uncertainty and aggravated inflation in certain sectors.
Current wording
•Inflation and Customer Rate Increases. We are continuing to see pricing pressure in certain markets with excess capacity, but overall pricing has remained stable within a range based upon types of services provided, seasonal harvests, and types of customers (local versus export). We believe that higher food costs have continued to impact end-consumers’ buying decisions for certain commodities, which could negatively impact specific customers; however, overall demand in retail and foodservice has grown recently, according to market data. Inflation overall has progressed toward more normal levels; however, tariff and other trade policies have continued to cause overall uncertainty and aggravated inflation in certain sectors, particularly in North America.
Previous wording
Occupancy, throughput, and related ancillary services are also impacted by import and export activity, and we have seen notable impacts in the third quarter due to tariffs and trade policies. As trade agreements are reached, we are continuing to monitor the impact of tariffs on our and our customers’ business, but we believe that over the long-term, end-consumer demand will remain consistent with historic levels. Additionally, in recent years, new supply of temperature-controlled warehousing capacity has come online, which is impacting occupancy and throughput in certain markets with excess capacity, although new supply coming online is expected to come down from recent levels. To optimize our global warehousing network and maximize NOI, we review our operations to determine whether it is beneficial to reposition or temporarily idle existing warehouses or consolidate existing operations. If such actions are taken, we strive to relocate customers affected by such activities into other warehouses in our global warehousing network.
Current wording
•Occupancy and Throughput. After a period of inventory adjustments from our customers over the last few years, we are seeing our occupancy levels stabilize and a return to more normal seasonal inventory patterns. Occupancy, throughput, and related ancillary services were also impacted by evolving tariff and trade policies. As trade agreements were reached, we saw stabilization in our customers’ business, and end-consumer demand became consistent with historic levels. Additionally, in recent years, new supply of temperature-controlled warehousing capacity has come online in select markets, which continues to impact occupancy and throughput in those markets with excess capacity. We expect new supply coming online in 2026 to slow compared to recent years. To optimize our global warehousing network and maximize NOI, we review our operations to determine whether it is beneficial to reposition or temporarily idle existing warehouses or consolidate existing operations. When such actions are taken, we strive to relocate customers affected by such activities into other warehouses in our global warehousing network.
Previous wording
•Power Costs. Following increased power costs in prior years, particularly in our European operations, our power costs have stabilized. We have generally been able to pass increased power costs through to our customers, mitigating the impact of such cost increases on our operating results.
Current wording
•Energy Costs. Following increased costs in prior years, particularly in our European operations, our power costs have stabilized. While we have limited direct exposure to the Middle East and we expect the near-term impact to be materially net neutral, we are monitoring developments with respect to the ongoing conflict with Iran, including the impact on global commodity prices. We have generally been able to pass increased power costs through to our customers, and, in certain cases, we use energy hedges, regulate utilities usage, and generate in-house solar energy, all mitigating the impact of energy cost increases on our operating results.
Previous wording
Refer to Item 1A. “Risk Factors” of our 2024 Annual Report in Form 10-K for additional information.
Current wording
Refer to Item 1A. “Risk Factors” for additional information.
Previous wording
Acquired properties will be included in the “same warehouse” population if owned or leased by us as of the first business day of the prior calendar year and still owned by us as of the end of the current reporting period, unless the property is under development. The “same warehouse” pool can also be adjusted during the year to remove properties that were sold or entering development subsequent to the beginning of the current calendar year. As such, the “same warehouse” population for the period ended September 30, 2025 includes all properties that we owned as of January 1, 2024 which had both been owned and had reached “normalized operations” by January 1, 2024.
Current wording
Acquired properties will be included in the “same warehouse” population if owned or leased by us as of the first business day of the prior calendar year and still owned by us as of the end of the current reporting period, unless the property is under development. The “same warehouse” pool can also be adjusted during the year to remove properties that were sold, entering development, or in operational transition subsequent to the beginning of the current calendar year. As such, the “same warehouse” population for the period ended March 31, 2026 includes all properties that we owned as of January 1, 2025 which had both been owned and had reached “normalized operations” by January 1, 2025.
Previous wording
We calculate “same warehouse NOI” as revenues for the same warehouse population less its cost of operations (excluding any depreciation and amortization, general and administrative expense, stock-based compensation expense and related employer-paid payroll taxes from grants under our equity incentive plan, restructuring and impairment expense, gains and losses on sale of assets, and acquisition, transaction, and other expense). We evaluate the performance of the warehouses we own, lease, or manage using a “same warehouse” analysis, and we believe that same warehouse NOI is helpful to investors as a supplemental performance measure because it includes the operating performance from the population of properties that is consistent from period to period, thereby eliminating the effects of changes in the composition of our warehouse portfolio on performance measures.
Current wording
We calculate “same warehouse NOI” as revenues for the same warehouse population less its cost of operations (excluding any depreciation and amortization, general and administrative expense, stock-based compensation expense and related employer-paid payroll taxes from grants under our equity incentive plans, restructuring and impairment expense, gain and loss on sale of assets, and acquisition, transaction, and other expense). We evaluate the performance of the warehouses we own, lease, or manage using a “same warehouse” analysis, and we believe that same warehouse NOI is helpful to investors as a supplemental performance measure because it includes the operating performance from the population of properties that is consistent from period to period, thereby eliminating the effects of changes in the composition of our warehouse portfolio on performance measures.
Previous wording
The following discussion represents our analysis of results of operations for the three and nine months ended September 30, 2025 as compared to the three and nine months ended September 30, 2024.
Current wording
The following discussion represents our analysis of results of operations for the three months ended March 31, 2026 as compared to the three months ended March 31, 2025.
Previous wording
Global warehousing segment NOI was $384 million for the three months ended September 30, 2025, an increase of $1 million, or 0.3%, compared to $383 million for the three months ended September 30, 2024. The net increase included an increase of $14 million in our non-same warehouse pool, partially offset by a decrease of $13 million in our same warehouse pool. The foreign currency translation from our foreign operations had a $2 million net favorable impact compared to the three months ended September 30, 2024.
Current wording
Global warehousing segment NOI was $364 million for the three months ended March 31, 2026, an increase of $4 million, or 1.1%, compared to $360 million for the three months ended March 31, 2025. The net increase included $7 million in our non-same warehouse pool, partially offset by a net decrease of $3 million in our same warehouse pool. The foreign currency translation from our foreign operations had a $9 million net favorable impact compared to the three months ended March 31, 2025.
Previous wording
Same warehouse services revenues decreased $35 million, or 2.7%, compared to the nine months ended September 30, 2024, primarily driven by lower throughput volumes, lower rates, and other changes in our business profile in response to changing customer needs. Same warehouse services revenue per throughput pallet decreased 0.9% compared to the prior year period. Throughput pallets at our same warehouses decreased 2.0% compared to the nine months ended September 30, 2024, primarily driven by customer rationalization of inventory and production levels as discussed above.
Current wording
Same warehouse services revenues decreased $8 million, or 1.8%, compared to the three months ended March 31, 2025, primarily driven by lower throughput volumes. Same warehouse services revenue per throughput pallet increased 0.5% compared to the prior year as a result of increased rates. Throughput pallets at our same warehouses decreased 3.3% compared to the three months ended March 31, 2025.
Previous wording
Non-same warehouse cost of operations increased $78 million, or 60.5%, compared to the nine months ended September 30, 2024, including approximately $80 million from acquisitions and $7 million from recently completed greenfield and expansion projects, partially offset by a $10 million net decrease from other non-same warehouse sites.
Current wording
Non-same warehouse revenues increased $41 million, or 113.9%, compared to the three months ended March 31, 2025, including approximately $39 million from acquisitions and $12 million from recently completed greenfield and expansion projects, partially offset by a $10 million net decrease from other non-same warehouse sites.
Previous wording
Global integrated solutions segment revenues were $1,092 million for the nine months ended September 30, 2025, a decrease of $2 million, or 0.2%, compared to $1,094 million for the nine months ended September 30, 2024. The decrease was primarily due to lower transportation volumes and the divestiture of the Spain Transportation business which occurred in August 2025, partially offset by higher foodservice, direct-to-consumer, and rail volumes. In addition, the foreign currency translation of revenues earned by our foreign operations had a $8 million favorable impact compared to the nine months ended September 30, 2024.
Current wording
Global integrated solutions segment revenues were $312 million for the three months ended March 31, 2026, a decrease of $36 million, or 10.3%, compared to $348 million for the three months ended March 31, 2025. The decrease was primarily due to the divestiture of the Spain Transportation business which occurred in August 2025, partially offset by higher foodservice volumes. In addition, the foreign currency translation of revenues earned by our foreign operations had a $9 million favorable impact compared to the three months ended March 31, 2025.
Previous wording
Global integrated solutions segment cost of operations was $902 million for the nine months ended September 30, 2025, a decrease of $14 million, or 1.5%, compared to $916 million for the nine months ended September 30, 2024. The decrease was primarily due to lower transportation volumes, the above-mentioned sale of the Spain Transportation business, and cost control measures. The foreign currency translation of cost of operations from our foreign operations had an $8 million unfavorable impact compared to the nine months ended September 30, 2024.
Current wording
Global integrated solutions segment cost of operations was $255 million for the three months ended March 31, 2026, a decrease of $36 million, or 12.4%, compared to $291 million for the three months ended March 31, 2025. The decrease was primarily due to the above-mentioned sale of the Spain Transportation business and cost control measures. The foreign currency translation of cost of operations from our foreign operations had an $8 million unfavorable impact compared to the three months ended March 31, 2025.
Previous wording
Depreciation and amortization expense. Depreciation and amortization expense was $230 million for the three months ended September 30, 2025, an increase of $20 million, or 9.5%, compared to $210 million for the three months ended September 30, 2024. The increase was primarily related to information technology investments, acquisitions, and greenfield and expansion projects.
Current wording
Depreciation and amortization expense. Depreciation and amortization expense was $233 million for the three months ended March 31, 2026, an increase of $21 million, or 9.9%, compared to $212 million for the three months ended March 31, 2025. The increase was primarily related to acquisitions and greenfield and expansion projects.
Previous wording
Restructuring, impairment, and (gain) loss on disposals. Restructuring, impairment, and (gain) loss on disposals were net expenses of $23 million for the three months ended September 30, 2025, an increase of $15 million compared to net expenses of $8 million for the three months ended September 30, 2024. The increase was primarily due to a goodwill impairment during the three months ended September 30, 2025, partially offset by a net decrease related to decreased net gains associated with a fire which occurred in April 2024 at the Company’s warehouse in Kennewick, Washington, further discussed below.
Current wording
Restructuring, impairment, and (gain) loss on disposals. Restructuring, impairment, and (gain) loss on disposals were net loss of $3 million for the three months ended March 31, 2026, as compared to a net gain of $21 million for the three months ended March 31, 2025. The change primarily related to a decrease in net gains associated with a fire that occurred in April 2024 at the Company’s warehouse in Kennewick, Washington, further discussed below. In addition, there was a $6 million increase in severance expense.
Previous wording
The three months ended September 30, 2025 included a net gain of $10 million resulting from insurance reimbursement related to the Kennewick, Washington fire. The three months ended September 30, 2024 included a net gain of $5 million related to the fire, consisting of an insurance reimbursement of $18 million, partially offset by $12 million of clean-up costs and a $1 million loss of carrying value of the impaired assets (see Note 17, Commitments and contingencies in our condensed consolidated financial statements included in this Quarterly Report for details).
Current wording
The three months ended March 31, 2026 included a net gain of $3 million related to the Kennewick, Washington fire, while three months ended March 31, 2025 included a net gain of $24 million related to the fire, both driven by insurance recoveries received during the period (see Note 15, Commitments and contingencies in our condensed consolidated financial statements included in this Quarterly Report for details).
Previous wording
Interest expense, net. We reported net interest expense of $68 million for the three months ended September 30, 2025, a decrease of $14 million, or 17.1%, compared to $82 million for the three months ended September 30, 2024. The average effective interest rate of our outstanding debt was 4.3% for the three months ended September 30, 2025, a decrease from 5.8% for the three months ended September 30, 2024, due to lower average borrowings after substantial debt repayments with IPO proceeds during the three months ended September 30, 2024. As a result of this repayment, the notional value of our hedging instruments represents a larger proportion of our overall borrowings. When taking into account income (expense) generated from hedging instruments, the average effective interest rate of our outstanding debt was 3.1% for the three months ended September 30, 2025, a decrease from 4.2% for the three months ended September 30, 2024. For additional information regarding our net interest expense, see Note 11, Interest expense in our condensed consolidated financial statements included in this Quarterly Report.
Current wording
Interest (expense), net. We reported net interest expense of $84 million for the three months ended March 31, 2026, an increase of $24 million, or 40.0%, compared to $60 million for the three months ended March 31, 2025, due to an increase in average debt balances, primarily due to the New senior unsecured notes issued in 2025, and a decrease in income (expense) generated from hedging instruments, partially offset by decreases in benchmark interest rates that determine the interest rates on our variable-rate debt. The average effective interest rate of our outstanding debt was 3.9% for the three months ended March 31, 2026, a decrease from 4.3% for the three months ended March 31, 2025. Due to the maturity of our hedging instruments that were outstanding during the three months ended March 31, 2025 and an increase in overall borrowings between March 31, 2025 and March 31, 2026, the notional value of our current hedging instruments represent a smaller proportion of our overall borrowings, and our variable-rate borrowings are effectively fixed at higher interest rates under our current hedging instruments when compared to the previous hedging instruments. When taking into account income (expense) generated from hedging instruments, the average effective interest rate of our outstanding debt was 3.7% for the three months ended March 31, 2026, an increase from 2.8% for the three months ended March 31, 2025. For additional information regarding our net interest expense, see Note 10, Interest expense in our condensed consolidated financial statements included in this Quarterly Report.
Previous wording
Gain (loss) on foreign currency transactions, net. We reported a net foreign currency exchange gain of $36 million for the nine months ended September 30, 2025 compared to a net gain of $5 million for the nine months ended September 30, 2024. The increase in foreign currency exchange gain was due to changes in foreign currency exchange rates against the U.S. dollar, with the largest impacts driven by the euro.
Current wording
Gain (loss) on foreign currency transactions, net. We reported a net foreign currency exchange gain of $3 million for the three months ended March 31, 2026 compared to a net gain of $16 million for the three months ended March 31, 2025. The decrease in foreign currency exchange gain was due to changes in foreign currency exchange rates against the U.S. dollar, with the largest impacts driven by the euro.
Previous wording
Equity income (loss), net of tax. We reported $2 million of net loss from equity method investments for the three months ended September 30, 2025, compared to a net loss of less than $1 million for the three months ended September 30, 2024, primarily related to our investment in Emergent Cold LatAm Holdings, LLC.
Current wording
Equity income (loss), net of tax. We reported $3 million of net loss from equity method investments for the three months ended March 31, 2026, compared to a net loss of $4 million for the three months ended March 31, 2025. The net loss in both periods was primarily related to our investment in Emergent Cold LatAm Holdings, LLC.
Previous wording
Income tax expense for the three months ended September 30, 2025 was $11 million, which represented an increase of $56 million from an income tax benefit of $45 million for the three months ended September 30, 2024. The tax expense in 2025 was principally created by the tax-effect of pre-tax earnings in various jurisdictions, nondeductible expenses including stock-based compensation and interest expense, and financial statement losses for which no tax benefit was recognized. The tax benefit in 2024 was principally created by the tax-effect of pre-tax earnings in various jurisdictions, tax adjustments related to REIT activity, and changes to valuation allowances recorded in the period. Our income taxes are discussed in more detail in Note 8, Income taxes to the condensed consolidated financial statements included in this Quarterly Report.
Current wording
Income tax expense for the three months ended March 31, 2026 was $4 million, a decrease of $4 million from an income tax expense of $8 million for the three months ended March 31, 2025. The tax expense in 2026 was principally the result of the tax-effect of pre-tax earnings in various jurisdictions, nondeductible expenses including stock-based compensation and interest expense, and financial statement losses for which no tax benefit was recognized. The tax expense in 2025 was principally created by the tax-effect of pre-tax earnings in various jurisdictions, nondeductible expenses including stock-based compensation and interest expense, and financial statement losses for which no tax benefit was recognized. Our income taxes are discussed in more detail in Note 7, Income taxes to the condensed consolidated financial statements included in this Quarterly Report.
Previous wording
The table below reconciles total segment NOI to net income (loss), which is the most directly comparable financial measure calculated in accordance with GAAP, in each case for the three and nine months ended September 30, 2025 and 2024.
Current wording
The table below reconciles total segment NOI to net income (loss), which is the most directly comparable financial measure calculated in accordance with GAAP, in each case for the three months ended March 31, 2026 and 2025.
Previous wording
We calculate EBITDA for Real Estate, or “EBITDAre”, in accordance with the standards established by the Board of Governors of the National Association of Real Estate Investment Trusts, or “NAREIT”, defined as earnings before interest income or expense, taxes, depreciation and amortization, net loss or gain on sale of real estate, net of withholding taxes, impairment write-downs on real estate property, and adjustments to reflect our share of EBITDAre for partially owned entities. EBITDAre is a measure commonly used in our industry, and we present EBITDAre to enhance investor understanding of our operating performance. We believe that EBITDAre provides investors and analysts with a measure of operating results unaffected by differences in capital structures, capital investment cycles, and useful life of related assets among otherwise comparable companies.
Current wording
We also calculate EBITDA for Real Estate, or “EBITDAre”, in accordance with the standards established by the Board of Governors of the National Association of Real Estate Investment Trusts, or “NAREIT”, as EBITDA further adjusted for net loss or gain on sale of real estate assets, net of withholding taxes, impairment of real estate assets, and adjustments to reflect our share of EBITDAre for partially owned entities. EBITDAre is a measure commonly used in our industry, and we present EBITDAre to enhance investor understanding of our operating performance. We believe that EBITDAre provides investors and analysts with a measure of operating results unaffected by differences in capital structures, capital investment cycles, and useful life of related assets among otherwise comparable companies.
Previous wording
We also calculate our Adjusted EBITDA as EBITDAre further adjusted for the effects of gain or loss on the sale of non-real estate assets, gain or loss on the destruction of property (net of insurance proceeds), other nonoperating income or expense, acquisition, restructuring, and other expense, foreign currency exchange gain or loss, stock-based compensation expense and related employer-paid payroll taxes from grants under our equity incentive plans, loss or gain on debt extinguishment and modification, non-real estate impairments, technology transformation, and reduction in EBITDAre from partially owned entities. We believe that the presentation of Adjusted EBITDA provides a measurement of our operations that is meaningful to investors because it excludes the effects of certain items that are otherwise included in EBITDAre but which we do not believe are indicative of our core business operations. EBITDAre and Adjusted EBITDA are not measurements of financial performance under GAAP, and our EBITDAre and Adjusted EBITDA may not be comparable to similarly titled measures of other companies. You should not consider our EBITDAre and Adjusted EBITDA as alternatives to net income or cash flows from operating activities determined in accordance with GAAP. Our calculations of EBITDAre and Adjusted EBITDA have limitations as analytical tools, including the following:
Current wording
In addition, we calculate our Adjusted EBITDA as EBITDAre further adjusted for the effects of gain or loss on the sale of non-real estate assets, gain or loss on the destruction of property (net of insurance proceeds), other nonoperating income or expense, acquisition, restructuring, and other expense, foreign currency exchange gain or loss, stock-based compensation expense and related employer-paid payroll taxes from grants under our equity incentive plans, loss or gain on debt extinguishment and modification, impairments of goodwill and other non-real estate assets including intangible assets, technology transformation, and reduction in EBITDAre from partially owned entities. We believe that the presentation of Adjusted EBITDA provides a measurement of our operations that is meaningful to investors because it excludes the effects of certain items that are otherwise included in EBITDAre, which we do not believe are indicative of our core business operations. EBITDAre and Adjusted EBITDA are not measurements of financial performance under GAAP, and our EBITDAre and Adjusted EBITDA may not be comparable to similarly titled measures of other companies. You should not consider our EBITDAre and Adjusted EBITDA as alternatives to net income or cash flows from operating activities determined in accordance with GAAP. Our calculations of EBITDAre and Adjusted EBITDA have limitations as analytical tools, including the following:
Previous wording
The table below reconciles EBITDA, EBITDAre, and Adjusted EBITDA to net income (loss), which is the most directly comparable financial measure calculated in accordance with GAAP, in each case for the three and nine months ended September 30, 2025 and 2024.
Current wording
The table below reconciles EBITDA, EBITDAre, and Adjusted EBITDA to net income (loss), which is the most directly comparable financial measure calculated in accordance with GAAP, in each case for the three months ended March 31, 2026 and 2025.
Previous wording
We calculate core funds from operations, or Core FFO, as FFO adjusted for the effects of gain or loss on the sale of non-real estate assets, gain or loss on the destruction of property (net of insurance proceeds), finance lease ROU asset amortization real estate, non-real estate impairments, acquisition, restructuring and other, other nonoperating income or expense, loss on debt extinguishment and modifications and the effects of gain or loss on foreign currency exchange. We also adjust for the impact attributable to non-real estate impairments on unconsolidated joint ventures and natural disaster. We believe that Core FFO is helpful to investors as a supplemental performance measure because it excludes the effects of certain items which can create significant earnings volatility, but which do not directly relate to our core business operations. We believe Core FFO can facilitate comparisons of operating performance between periods, while also providing a more meaningful predictor of future earnings potential.
Current wording
We calculate core funds from operations, or Core FFO, as FFO adjusted for the effects of gain or loss on the sale of non-real estate assets, gain or loss on the destruction of property (net of insurance proceeds), finance lease ROU asset amortization real estate, impairments of goodwill and other non-real estate assets including intangible assets, acquisition, restructuring and other, other nonoperating income or expense, loss on debt extinguishment and modifications and the effects of gain or loss on foreign currency exchange. We also adjust for the impact attributable to non-real estate impairments on unconsolidated joint ventures and natural disaster. We believe that Core FFO is helpful to investors as a supplemental performance measure because it excludes the effects of certain items which can create significant earnings volatility, but which do not directly relate to our core business operations. We believe Core FFO can facilitate comparisons of operating performance between periods, while also providing a more meaningful predictor of future earnings potential.
Previous wording
The table below reconciles FFO, Core FFO, and Adjusted FFO to net income (loss), which is the most directly comparable financial measure calculated in accordance with GAAP, in each case for the three and nine months ended September 30, 2025 and 2024.
Current wording
The table below reconciles FFO, Core FFO, and Adjusted FFO to net income (loss), which is the most directly comparable financial measure calculated in accordance with GAAP, in each case for the three months ended March 31, 2026 and 2025.
Previous wording
As of September 30, 2025, we had $74 million of cash and cash equivalents and $1.2 billion available under our Revolving Credit Facility (net of outstanding standby letters of credit in the amount of $65 million, which reduce availability). We currently expect that our principal sources of funding will include:
Current wording
As of March 31, 2026, we had $66 million of cash and cash equivalents and $1.5 billion available under our Revolving Credit Facility (net of outstanding standby letters of credit in the amount of $61 million, which reduce availability). We currently expect that our principal sources of funding will include:
Previous wording
Since the IPO, the board of directors of the Company has declared a regular quarterly cash dividend, which was prorated for the inaugural period of the third quarter of 2024 at $0.38 per share of common stock. The dividend declared every quarter since then has been $0.5275 per share of common stock. Each dividend is payable to shareholders of record as of the last day of the respective quarter and is paid in the subsequent month.
Current wording
The board of directors of the Company has declared a regular quarterly cash dividend of $0.5325 per share of common stock for the first quarter of 2026, which was an increase from $0.5275 per share of common stock in the prior year quarters. Each dividend is payable to shareholders of record as of the last day of the respective quarter and is paid in the subsequent month.
Previous wording
Our credit loss expense related to customer receivables was $5 million and $3 million for the nine months ended September 30, 2025 and 2024, respectively. As of September 30, 2025 and December 31, 2024, we maintained allowances for uncollectible balances of $11 million and $10 million, respectively, which we believed to be adequate.
Current wording
Our credit loss expense related to customer receivables was immaterial for both the three months ended March 31, 2026 and 2025. As of both March 31, 2026 and December 31, 2025, we maintained allowances for uncollectible balances of $10 million, which we believed to be adequate.
Previous wording
Lineage prides itself on maintaining its facilities, fleet, and railcars at a high standard. We regularly update long-range maintenance plans by asset to ensure that our assets maintain the high quality and operational efficiency that our customers expect from us.
Current wording
Lineage prides itself on maintaining its facilities, fleet, and railcars at a high standard. We regularly update long-range maintenance plans by asset so that our assets maintain the high quality and operational efficiency that our customers expect from us.
Previous wording
Maintenance capital expenditures are capitalized funds used to maintain assets that will result in an extended useful life. This includes the cost to purchase and install, repair, or construct assets when it results in a useful life longer than one year and the installed cost per asset is over ade minimis threshold. Maintenance capital expenditures are related to both our global warehousing segment and global integrated solutions segment, including information technology, and are all, in management’s judgment, recurring in nature. These expenditures include maintenance performed multiple times over the lifetime of the facility or asset, such as replacing or repairing roofs, refrigeration systems, racking, material handling equipment, and fleet. These expenditures also include information technology maintenance to existing servers, equipment, and software.
Current wording
Recurring maintenance capital expenditures are capitalized funds used to maintain assets that will result in an extended useful life. This includes the cost to purchase and install, repair, or construct assets when it results in a useful life longer than one year and the installed cost per asset is over ade minimis threshold. Maintenance capital expenditures are related to both our global warehousing segment and global integrated solutions segment, including information technology, and are all, in management’s judgment, recurring in nature. These expenditures include maintenance performed multiple times over the lifetime of the facility or asset, such as replacing or repairing roofs, refrigeration systems, racking, material handling equipment, and fleet. These expenditures also include information technology maintenance to existing servers, equipment, and software.
Previous wording
The following table sets forth our recurring maintenance capital expenditures for the three and nine months ended September 30, 2025 and 2024.
Current wording
The following table sets forth our recurring maintenance capital expenditures for the three months ended March 31, 2026 and 2025.
Previous wording
The following table sets forth our repair and maintenance expenses for the three and nine months ended September 30, 2025 and 2024.
Current wording
The following table sets forth our repair and maintenance expenses for the three months ended March 31, 2026 and 2025.
Previous wording
The following table sets forth our integration capital expenditures for the three and nine months ended September 30, 2025 and 2024.
Current wording
The following table sets forth our integration capital expenditures for the three months ended March 31, 2026 and 2025.
Previous wording
The following table sets forth our external growth capital investments for the three and nine months ended September 30, 2025 and 2024.
Current wording
The following table sets forth our external growth capital investments for the three months ended March 31, 2026 and 2025.
Showing the first 40 of 49 pairs. Open the source sections for the rest.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Cost of operations. Our global warehousing segment cost of operations consists primarily of labor, power, and other warehouse costs. Labor comprises the largest component of the cost of operations from our global warehousing segment and consists primarily of employee wages (both direct and indirect) and benefits, excluding stock-based compensation. Changes in our labor expense are driven by, among other things, changes in headcount, changes in compensation levels and associated performance incentives, the use of third-party labor to support our operations, changes in terms of collective bargaining agreements, changes in customer requirements and associated work content, workforce productivity, labor availability, governmental policies and regulations, and variability in costs associated with employer-provided benefits.
Rearranged previous paragraphs (9)
Previous report — wording carried elsewhere
Gain (loss) on foreign currency transactions, net. We reported a net foreign currency exchange loss of $6 million for the three months ended September 30, 2025, compared to a net gain of $14 million for the three months ended September 30, 2024. The increase in foreign currency exchange loss was due to movements in foreign currency exchange rates against the U.S. dollar, primarily driven by the euro.
Previous report — wording carried elsewhere
Comparison of Results for the Nine Months Ended September 30, 2025 and 2024
Previous report — wording carried elsewhere
The following table presents revenues, cost of operations, same warehouse NOI, and margins for our same warehouses for the nine months ended September 30, 2025 and 2024.
Previous report — wording carried elsewhere
The following table presents revenues, cost of operations, non-same warehouse NOI, and margins for our non-same warehouses for the nine months ended September 30, 2025 and 2024.
Previous report — wording carried elsewhere
The following table presents other items of income and expense for the nine months ended September 30, 2025 and 2024.
Previous report — wording carried elsewhere
Interest (expense), net. We reported net interest expense of $195 million for the nine months ended September 30, 2025, a decrease of $174 million, or 47.2%, compared to $369 million for the nine months ended September 30, 2024. The average effective interest rate of our outstanding debt was 4.3% for the nine months ended September 30, 2025, a decrease from 6.4% for the nine months ended September 30, 2024, due to lower average borrowings after substantial debt repayments with IPO proceeds during the nine months ended September 30, 2024. As a result of this repayment, the notional value of our hedging instruments represents a larger proportion of our overall borrowings. When taking into account income (expense) generated from hedging instruments, the average effective interest rate of our outstanding debt was 3.0% for the nine months ended September 30, 2025, a decrease from 5.1% for the nine months ended September 30, 2024. For additional information regarding our net interest expense, see Note 11, Interest expense in our condensed consolidated financial statements included in this Quarterly Report.
Previous report — wording carried elsewhere
Equity income (loss), net of tax. We reported a net loss from equity method investments of $3 million for both the nine months ended September 30, 2025 and 2024. The net loss in both periods was primarily related to our investment in Emergent Cold LatAm Holdings, LLC.
Previous report — wording carried elsewhere
Income tax expense for the nine months ended September 30, 2025 was $12 million, an increase of $60 million from an income tax benefit of $48 million for the nine months ended September 30, 2024. The tax expense in 2025 was principally created by the tax-effect of pre-tax earnings in various jurisdictions, nondeductible expenses including stock-based compensation and interest expense, and financial statement losses for which no tax benefit was recognized. The tax benefit in 2024 was principally created by the tax-effect of pre-tax earnings in various jurisdictions, tax adjustments related to REIT activity, and changes to valuation allowances recorded in the period. Our income taxes are discussed in more detail in Note 8, Income taxes to the condensed consolidated financial statements included in this Quarterly Report.
Previous report — wording carried elsewhere
The 5.25% Notes are the Operating Partnership’s senior unsecured obligations and rank equally in right of payment with all of its other existing and future senior unsecured indebtedness. The guarantees are direct, senior unsecured obligations of each of the Guarantors and rank equally in right of payment with all senior unsecured indebtedness and guarantees of such Guarantors. The 5.25% Notes and each guarantee of the 5.25% Notes is effectively subordinated in right of payment to: all existing and future secured indebtedness and secured guarantees of the OP or such Guarantor (to the extent of the value of the collateral securing such indebtedness and guarantees); all existing and future indebtedness and other liabilities, whether secured or unsecured, of the Non-Guarantor Subsidiaries and of any entity the OP or such Guarantor accounts for using the equity method of accounting; and all existing and future preferred equity not owned by the OP or such Guarantor in Non-Guarantor Subsidiaries and in any entity the OP or such Guarantor accounts for using the equity method of accounting.