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Press release July 30, 2026

Agree Realty Corporation Reports Second Quarter 2026 Results

Agree Realty Corp (ADC)

Record Quarterly Investment Activity of $502 Million Raises 2026 Investment Guidance to $1.6 Billion to $1.8 Billion Increases 2026 AFFO Per Share Guidance to $4.57 to $4.59 ROYAL OAK, Mich.--(BUSINESS WIRE)-- Agree Realty Corporation (NYSE: ADC) (the “Company”) today announced results for the quarter ended June 30, 2026. All per share amounts included herein are on a diluted per common share basis unless otherwise stated. Second Quarter 2026 Financial and Operating Highlights: Invested a Company record of approximately $502 million in 102 retail net lease properties Commenced five development or Developer Funding Platform (“DFP”) projects for total committed capital of approximately $88 million Net Income per share attributable to common stockholders increased 2.2% to $0.44 Core Funds from Operations (“Core FFO”) per share increased 7.5% to $1.13 Adjusted Funds from Operations (“AFFO”) per share increased 7.4% to $1.14 Declared a monthly dividend of $0.267 per common share for June, a 4.3% year-over-year increase Settled 4.3 million shares of outstanding forward equity for net proceeds of approximately $313 million Balance sheet well positioned at 3.7 times proforma net debt to recurring EBITDA; 5.2 times excluding unsettled forward equity First Half 2026 Financial and Operating Highlights: Invested a Company record of approximately $925 million in 187 retail net lease properties 20 development or DFP projects completed or under construction with anticipated total costs of approximately $200 million Net Income per share attributable to common stockholders increased 10.6% to $0.94 Core FFO per share increased 7.8% to $2.25 AFFO per share increased 7.7% to $2.28 Declared dividends of $1.587 per share, a 3.9% year-over-year increase Raised approximately $686 million of forward equity via the Company's at-the-market equity (“ATM”) program Ended the first half with approximately $1.9 billion of liquidity including availability on the revolving credit facility, outstanding forward equity, and cash on hand Financial Results Net Income Attributable to Common Stockholders Net Income for the three months ended June 30, 2026 increased 11.5% to $52.8 million, compared to $47.3 million for the comparable period in 2025. Net Income per share for the three months ended June 30th increased 2.2% to $0.44, compared to $0.43 for the comparable period in 2025. Net Income for the six months ended June 30, 2026 increased 22.2% to $113.0 million, compared to $92.5 million for the comparable period in 2025. Net Income per share for the six months ended June 30th increased 10.6% to $0.94, compared to $0.85 for the comparable period in 2025. Core FFO Core FFO for the three months ended June 30, 2026 increased 17.3% to $136.0 million, compared to $115.9 million for the comparable period in 2025. Core FFO per share for the three months ended June 30th increased 7.5% to $1.13, compared to $1.05 for the comparable period in 2025. Core FFO for the six months ended June 30, 2026 increased 19.1% to $272.4 million, compared to $228.6 million for the comparable period in 2025. Core FFO per share for the six months ended June 30th increased 7.8% to $2.25, compared to $2.09 for the comparable period in 2025. AFFO AFFO for the three months ended June 30, 2026 increased 17.3% to $138.0 million, compared to $117.7 million for the comparable period in 2025. AFFO per share for the three months ended June 30th increased 7.4% to $1.14, compared to $1.06 for the comparable period in 2025. AFFO for the six months ended June 30, 2026 increased 19.0% to $275.6 million, compared to $231.6 million for the comparable period in 2025. AFFO per share for the six months ended June 30th increased 7.7% to $2.28, compared to $2.12 for the comparable period in 2025. Dividend In the second quarter, the Company declared monthly cash dividends of $0.267 per common share for each of April, May and June 2026. The monthly dividends declared during the second quarter reflect an annualized dividend amount of $3.204 per common share, representing a 4.3% increase over the annualized dividend amount of $3.072 per common share from the second quarter of 2025. The dividends represent payout ratios of approximately 71% of Core FFO per share and 70% of AFFO per share, respectively. For the six months ended June 30, 2026, the Company declared monthly cash dividends totaling $1.587 per common share, a 3.9% increase over the dividends of $1.527 per common share declared for the comparable period in 2025. The dividends represent payout ratios of approximately 70% of Core FFO per share and 70% of AFFO per share, respectively. Subsequent to quarter end, the Company declared a monthly cash dividend of $0.267 per common share for July 2026. The July monthly dividend reflects an annualized dividend amount of $3.204 per common share, representing a 4.3% increase over the annualized dividend amount of $3.072 per common share from the second quarter of 2025. The July dividend is payable on August 14, 2026 to stockholders of record at the close of business on July 31, 2026. Additionally, subsequent to quarter end, the Company declared a monthly cash dividend on its 4.25% Series A Cumulative Redeemable Preferred Stock of $0.08854 per depositary share, which is equivalent to $1.0625 per annum. The dividend is payable on August 3, 2026 to stockholders of record at the close of business on July 24, 2026. Earnings Guidance The table below provides estimates for significant components of our 2026 earnings guidance. Prior 2026 Revised 2026 Guidance Guidance AFFO per share(1)(2) $4.54 to $4.58 $4.57 to $4.59 Investment volume $1.4 to $1.6 billion $1.6 to $1.8 billion Disposition volume $25 to $75 million $50 to $100 million General and administrative expenses (% of adjusted revenue)(3)(4) 5.3% to 5.6% 5.3% to 5.6% Non-reimbursable real estate expenses (% of adjusted revenue)(3) 1.0% to 1.5% 1.0% to 1.5% Income and other tax expense $2 to $2.5 million Approximately $2 million Treasury stock method dilution(5) $0.02 to $0.04 $0.02 to $0.04 The Company’s 2026 guidance is subject to risks and uncertainties more fully described in this press release and in the Company’s filings with the Securities and Exchange Commission (the “SEC”). (1) The Company does not provide guidance with respect to the most directly comparable GAAP financial measure or provide reconciliations to GAAP from its forward-looking non-GAAP financial measure of AFFO per share guidance due to the inherent difficulty of forecasting the effect, timing and significance of certain amounts in the reconciliation that would be required by Item 10(e)(1)(i)(B) of Regulation S-K. Examples of these amounts include impairments of assets, gains and losses from sales of assets, and depreciation and amortization from new acquisitions or developments. In addition, certain non-recurring items may also significantly affect net income but are generally adjusted for in AFFO. Based on our historical experience, the dollar amounts of these items could be significant and could have a material impact on the Company’s GAAP results for the guidance period. (2) The Company's AFFO per share guidance utilizes the current forward SOFR curve to forecast interest expense related to any outstanding commercial paper notes and revolver borrowings during the year. (3) Adjusted revenue equates to “Total Revenues” as presented in our consolidated statements of operations and comprehensive income, excluding the amortization of above and below market lease intangibles. (4) Cash G&A expense is expected to be in a range of 3.7% to 4.0% of adjusted revenue. Cash G&A is defined as “General and administrative” expenses as presented in our consolidated statements of operations and comprehensive income, less stock-based compensation expense. (5) Represents the estimated dilutive impact of the Company’s outstanding forward equity calculated in accordance with the treasury stock method, which is included in the AFFO per share guidance range. CEO Comments “We are very pleased with our record performance during the first half of the year, as we posted the most active investment quarter and first half in Company history,” said Joey Agree, President and Chief Executive Officer. “With our portfolio continuing to perform exceptionally well, a fortress balance sheet backed by $1.9 billion of liquidity, and robust activity across all three of our external growth platforms, we are increasing full-year 2026 investment guidance to a range of $1.6 billion to $1.8 billion and raising 2026 AFFO per share guidance to a range of $4.57 to $4.59.” Portfolio Update As of June 30, 2026, the Company’s portfolio consisted of 2,825 properties located in all 50 states and the District of Columbia, comprised of approximately 59.6 million square feet of gross leasable area. At quarter end, the portfolio was approximately 99.8% leased, had a weighted-average lease term of approximately 7.7 years, and generated approximately 65.8% of annualized base rents from investment grade retail tenants. Ground Lease Portfolio During the second quarter, the Company acquired nine ground leases for an aggregate purchase price of approximately $66.6 million, representing 13.5% of annualized base rents acquired. As of June 30, 2026, the Company’s ground lease portfolio consisted of 268 leases located in 39 states and the District of Columbia and totaled approximately 7.7 million square feet of gross leasable area. Properties ground leased to tenants represented 10.2% of annualized base rents. At quarter end, the ground lease portfolio was fully occupied, had a weighted-average lease term of approximately 8.9 years, and generated 85.0% of annualized base rents from investment grade retail tenants. Acquisitions Total acquisition volume for the second quarter was approximately $451.5 million and included 82 properties net leased to leading retailers operating in sectors including auto parts, home improvement, grocery stores, farm and rural supply, and convenience stores. The properties are located in 32 states and the District of Columbia and leased to tenants operating in 23 sectors. The properties were acquired at a weighted-average capitalization rate of 7.0% and had a weighted-average lease term of approximately 11.2 years. Approximately 73.2% of annualized base rents acquired were generated from investment grade retail tenants. For the six months ended June 30, 2026, total acquisition volume was approximately $854.0 million. The 167 acquired properties are located in 38 states and the District of Columbia and leased to tenants who operate in 27 retail sectors. The properties were acquired at a weighted-average capitalization rate of 7.0% and had a weighted-average lease term of approximately 11.2 years. Approximately 66.6% of annualized base rents were generated from investment grade retail tenants. Dispositions During the second quarter, the Company sold 14 properties for gross proceeds of approximately $30.3 million. The dispositions were completed at a weighted-average capitalization rate of 7.1%. During the six months ended June 30, 2026, the Company sold 21 properties for gross proceeds of approximately $40.9 million. The dispositions were completed at a weighted-average capitalization rate of 7.0%. Development and Developer Funding Platform During the second quarter, the Company commenced five development or DFP projects, with total anticipated costs of approximately $87.5 million. Construction continued during the quarter on 10 projects with anticipated costs totaling approximately $83.4 million. The Company completed one project during the quarter with total costs of approximately $6.5 million. For the six months ended June 30, 2026, the Company had 20 development or DFP projects completed or under construction with anticipated total costs of approximately $199.9 million. The projects are leased to leading retailers including 7-Eleven, TJX Companies, Burlington, Boot Barn, Gerber Collision, Starbucks, and Sunbelt Rentals. The following table presents estimated costs for the Company's active or completed development and DFP projects for the six months ended June 30, 2026: Anticipated Anticipated Number of Costs Funded Remaining Total Project Quarter of Delivery Projects to Date Funding Costs Costs Q1 2026 4 $ 22,534 $ — $ 22,534 Q2 2026 1 6,478 — 6,478 Q3 2026 8 71,801 19,822 91,623 Q4 2026 2 4,458 6,729 11,187 Q1 2027 3 10,146 19,870 30,016 Q2 2027 2 8,166 29,937 38,103 Total 20 $ 123,583 $ 76,358 $ 199,941 Development and DFP project costs are in thousands; any differences are the result of rounding. Costs Funded to Date may include adjustments related to completed projects to arrive at the correct Anticipated Total Project Costs. Leasing Activity and Expirations During the second quarter, the Company executed new leases, extensions or options on approximately 763,000 square feet of gross leasable area throughout the existing portfolio. Notable new leases, extensions or options included a 130,000-square foot Sam's Club in Timonium, Maryland and a 150,000-square foot Walmart Supercenter in Perry, Georgia. For the six months ended June 30, 2026, the Company executed new leases, extensions or options on approximately 1.6 million square feet of gross leasable area throughout the existing portfolio. As of June 30, 2026, the Company’s 2026 lease maturities represented 0.4% of annualized base rents. The following table presents contractual lease expirations within the Company’s portfolio as of June 30, 2026, assuming no tenants exercise renewal options: Annualized Base Rent(1) Gross Leasable Area Year Number of Leases Dollars % of Total Square Feet % of Total 2026 18 $ 3,166 0.4 % 226 0.4 % 2027 139 29,872 3.8 % 2,843 4.8 % 2028 181 47,587 6.0 % 4,371 7.3 % 2029 231 70,503 8.9 % 6,582 11.1 % 2030 344 75,593 9.5 % 6,287 10.6 % 2031 284 72,704 9.1 % 5,803 9.7 % 2032 281 62,401 7.8 % 4,444 7.5 % 2033 238 54,707 6.9 % 4,143 7.0 % 2034 246 56,581 7.1 % 3,899 6.5 % 2035 234 63,109 7.9 % 4,333 7.3 % Thereafter 876 259,468 32.6 % 16,504 27.8 % Total Portfolio 3,072 $ 795,691 100.0 % 59,435 100.0 % The contractual lease expirations presented above exclude the effect of replacement tenant leases that had been executed as of June 30, 2026, but that had not yet commenced. Annualized Base Rent and Gross Leasable Area (square feet) are in thousands; any differences are the result of rounding. (1) Refer to the Glossary for the Company's definition of Annualized Base Rent. Top Tenants The following table presents annualized base rents for all tenants that represent 1.5% or greater of the Company’s total annualized base rent as of June 30, 2026: Annualized Percent of Tenant Base Rent(1) Annualized Base Rent Walmart $ 45,862 5.8 % Tractor Supply 37,728 4.7 % Dollar General 29,112 3.7 % Hobby Lobby 26,772 3.4 % O'Reilly Auto Parts 23,843 3.0 % TJX Companies 23,389 2.9 % CVS 22,826 2.9 % Best Buy 22,133 2.8 % Kroger 21,645 2.7 % Gerber Collision 21,376 2.7 % Lowe's 20,960 2.6 % 7-Eleven 19,698 2.5 % Sunbelt Rentals 18,976 2.4 % Sherwin-Williams 17,204 2.2 % Burlington 15,765 2.0 % Home Depot 15,553 2.0 % Dollar Tree 13,888 1.7 % BP 13,527 1.7 % Wawa 13,252 1.7 % Genuine Parts Company (NAPA Auto Parts) 12,172 1.5 % Other(2) 360,010 45.1 % Total Portfolio $ 795,691 100.0 % Annualized Base Rent is in thousands; any differences are the result of rounding. (1) Refer to the Glossary for the Company's definition of Annualized Base Rent. (2) Includes tenants generating less than 1.5% of Annualized Base Rent. Retail Sectors The following table presents annualized base rents for all the Company’s retail sectors as of June 30, 2026: Annualized Percent of Sector Base Rent(1) Annualized Base Rent Grocery Stores $ 80,336 10.1 % Home Improvement 71,808 9.0 % Convenience Stores 66,221 8.3 % Tire & Auto Service 59,200 7.4 % Auto Parts 51,494 6.5 % Dollar Stores 49,416 6.2 % Off-Price Retail 45,945 5.8 % Farm And Rural Supply 39,537 5.0 % General Merchandise 38,397 4.8 % Crafts And Novelties 29,331 3.7 % Pharmacy 27,367 3.4 % Consumer Electronics 26,739 3.4 % Discount Stores 23,531 3.0 % Health Services 20,201 2.5 % Equipment Rental 20,032 2.5 % Health & Fitness 18,505 2.3 % Warehouse Clubs 18,379 2.3 % Restaurants - Quick Service 17,133 2.2 % Dealerships 16,470 2.1 % Sporting Goods 15,113 1.9 % Financial Services 11,244 1.4 % Specialty Retail 9,721 1.2 % Restaurants - Casual Dining 7,386 0.9 % Shoes 6,862 0.9 % Home Furnishings 5,212 0.7 % Pet Supplies 4,813 0.6 % Beauty And Cosmetics 4,290 0.5 % Theaters 3,976 0.5 % Entertainment Retail 2,729 0.3 % Apparel 2,403 0.3 % Miscellaneous 1,272 0.2 % Office Supplies 628 0.1 % Total Portfolio $ 795,691 100.0 % Annualized Base Rent is in thousands; any differences are the result of rounding. (1) Refer to the Glossary for the Company's definition of Annualized Base Rent. Geographic Diversification The following table presents annualized base rents for all states that represent 1.5% or greater of the Company’s total annualized base rent as of June 30, 2026: Annualized Percent of State Base Rent(1) Annualized Base Rent Texas $ 56,127 7.1 % Illinois 46,548 5.8 % Ohio 41,654 5.2 % Michigan 38,951 4.9 % New York 38,240 4.8 % Pennsylvania 38,206 4.8 % Florida 37,927 4.8 % North Carolina 36,827 4.6 % California 33,461 4.2 % Georgia 31,061 3.9 % New Jersey 26,674 3.4 % Wisconsin 24,549 3.1 % Missouri 22,915 2.9 % Louisiana 21,227 2.7 % Virginia 19,521 2.5 % South Carolina 19,122 2.4 % Mississippi 18,904 2.4 % Minnesota 17,822 2.2 % Kansas 16,979 2.1 % Alabama 15,744 2.0 % Indiana 15,470 1.9 % Tennessee 15,356 1.9 % Connecticut 15,127 1.9 % Massachusetts 13,607 1.7 % Oklahoma 12,742 1.6 % Other(2) 120,930 15.2 % Total Portfolio $ 795,691 100.0 % Annualized Base Rent is in thousands; any differences are the result of rounding. (1) Refer to the Glossary for the Company's definition of Annualized Base Rent. (2) Includes states generating less than 1.5% of Annualized Base Rent. Capital Markets, Liquidity and Balance Sheet Capital Markets In June 2026, the Company drew the remaining $100.0 million under its $350.0 million unsecured term loan that matures in May 2031 (the “2031 Unsecured Term Loan”). Including the impact of forward starting swaps, the all-in interest rate on the 2031 Unsecured Term Loan is fixed at 4.02% until maturity. During the second quarter, the Company entered into forward sale agreements in connection with its ATM program to sell an aggregate of 0.4 million shares of common stock for anticipated net proceeds of $31.1 million. Additionally, the Company settled 4.3 million shares under existing forward sale agreements for net proceeds of $313.3 million. The following table presents the Company’s outstanding forward equity offerings as of June 30, 2026: Anticipated Net Forward Equity Shares Shares Shares Net Proceeds Proceeds Offerings Sold Settled Remaining Received Remaining Q1 2025 ATM Forward Offerings 2,408,201 684,035 1,724,166 $ 50,281,087 $ 129,370,210 Q2 2025 ATM Forward Offerings 362,021 39,070 322,951 2,876,494 24,232,144 April 2025 Forward Offering 5,175,000 1,500,000 3,675,000 111,455,700 272,085,608 Q1 2026 ATM Forward Offerings 8,738,029 375,189 8,362,840 26,897,562 628,191,257 Q2 2026 ATM Forward Offerings 399,886 — 399,886 — 31,104,253 Total Forward Equity Offerings 17,083,137 2,598,294 14,484,843 $ 191,510,843 $ 1,084,983,472 Liquidity As of June 30, 2026, the Company had total liquidity of approximately $1.9 billion, which includes $753.0 million of availability under its revolving credit facility after adjusting for outstanding commercial paper notes, $1.1 billion of outstanding forward equity, and $21.2 million of cash on hand. The Company’s $1.25 billion revolving credit facility includes an accordion option that allows the Company to request additional lender commitments of up to a total of $2.0 billion. Balance Sheet As of June 30, 2026, the Company’s net debt to recurring EBITDA was 5.2 times. The Company’s proforma net debt to recurring EBITDA was 3.7 times when deducting the $1.1 billion of anticipated net proceeds from the outstanding forward equity offerings from the Company’s net debt of approximately $3.8 billion as of June 30, 2026. The Company’s fixed charge coverage ratio was 4.1 times at quarter end. The Company’s net debt to enterprise value was 28.5% as of June 30, 2026. For the three and six months ended June 30, 2026, the Company's fully diluted weighted-average shares outstanding were 120.5 million and 120.4 million, respectively. The basic weighted-average shares outstanding for the three and six months ended June 30, 2026 were 120.0 million and 119.9 million, respectively. For the three and six months ended June 30, 2026, the Company's fully diluted weighted-average shares and units outstanding were 120.8 million and 120.8 million, respectively. The basic weighted-average shares and units outstanding for the three and six months ended June 30, 2026 were 120.3 million and 120.3 million, respectively. The Company’s assets are held by, and its operations are conducted through, the Operating Partnership, of which the Company is the sole general partner. As of June 30, 2026, there were 347,619 Operating Partnership common units outstanding, and the Company held a 99.7% common interest in the Operating Partnership. Conference Call/Webcast The Company will host its quarterly analyst and investor conference call on Friday, July 31, 2026 at 10:00 AM ET. To participate in the conference call, please dial (833) 461-5787 approximately ten minutes before the call begins. Additionally, a webcast of the conference call will be available via the Company’s website. To access the webcast, visit www.agreerealty.com five minutes prior to the start of the conference call and go to the Investors section of the website. A replay of the conference call webcast will be archived and available online through the Investors section of www.agreerealty.com. About Agree Realty Corporation Agree Realty Corporation is a publicly traded real estate investment trust that is RETHINKING RETAIL through the acquisition and development of properties net leased to industry-leading, omni-channel retail tenants. As of June 30, 2026, the Company owned and operated a portfolio of 2,825 properties, located in all 50 states and the District of Columbia, comprised of approximately 59.6 million square feet of gross leasable area. The Company’s common stock is listed on the New York Stock Exchange under the symbol “ADC”. For additional information on the Company and RETHINKING RETAIL, please visit www.agreerealty.com. Forward-Looking Statements This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, are generally identifiable by use of the words “anticipate,” “estimate,” “should,” “expect,” “believe,” “intend,” “may,” “will,” “seek,” “could,” “project” or other similar words or expressions. You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond the Company’s control and which could materially affect the Company’s results of operations, financial condition, cash flows, performance or future achievements or events. Factors which may cause actual results to differ materially from current expectations include, but are not limited to, the factors included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, including those set forth under the headings “Business,” “Risk Factors,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and subsequent quarterly reports filed with the SEC. The forward-looking statements included in this press release are made as of the date hereof. Unless legally required, the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events, changes in the Company’s expectations or assumptions or otherwise. For further information about the Company’s business and financial results, please refer to the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections of the Company’s SEC filings, including, but not limited to, its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, copies of which may be obtained at the Investor Relations section of the Company’s website at www.agreerealty.com. Glossary AFFO Payout Ratio is calculated as common dividends per share divided by AFFO per share for the same period. The Company believes this measure is a useful supplemental indicator of dividend coverage and the sustainability of its dividend policy. This measure is not a substitute for measures prepared in accordance with GAAP, and the Company’s calculation may differ from similarly titled measures used by other companies. Annualized Base Rent (“ABR”) represents the annualized amount of contractual minimum rent required by tenant lease agreements as of June 30, 2026, computed on a straight-line basis. Annualized Base Rent is not, and is not intended to be, a presentation in accordance with GAAP. The Company believes annualized contractual minimum rent is useful to management, investors, and other interested parties in analyzing concentrations and leasing activity. Enterprise Value is calculated as the sum of net debt, the liquidation value of the Company’s preferred stock, and the market value of the Company’s outstanding shares of common stock, assuming the conversion of Agree Limited Partnership common units into common stock. Fixed Charge Coverage Ratio is calculated as Trailing Twelve Month (“TTM”) Fixed Charge EBITDA divided by TTM Fixed Charges. TTM Fixed Charge EBITDA represents TTM EBITDA adjusted for straight-line rent and capital expenditure adjustments, and TTM Fixed Charges consist of interest expense, preferred share dividend payments, and scheduled principal payments. The Company believes this measure is a useful supplemental indicator of its ability to service fixed financial obligations, though it is not a substitute for measures prepared in accordance with GAAP and may not be comparable to similarly titled measures used by other companies. Investment Grade (“IG”) refers to ABR derived from tenants, or parent or subsidiary entities thereof, that have an investment grade credit rating from S&P Global Ratings, Moody’s Investors Service, Fitch Ratings, or the National Association of Insurance Commissioners (“NAIC”). Net Debt to Enterprise Value represents the ratio of the Company’s net debt to its Enterprise Value and is used to evaluate the Company’s capital structure and balance sheet leverage. Occupancy equals the sum of leased square feet divided by gross leasable area. Excludes properties under redevelopment. Weighted-Average Capitalization Rate for acquisitions and dispositions, it is defined as the sum of contractual fixed annual rents computed on a straight-line basis over the primary lease terms and anticipated annual net tenant recoveries, divided by the purchase and sale prices for occupied properties. Weighted-Average Lease Term (“WALT”) represents the remaining contractual lease term of in‑place leases, weighted by ABR, and excludes vacant properties and lease extension options. References to “Core FFO” and “AFFO” in this press release are representative of Core FFO attributable to OP common unitholders and AFFO attributable to OP common unitholders. Detailed calculations for these measures are shown in the Reconciliation of Net Income to FFO, Core FFO and Adjusted FFO table as “Core Funds From Operations – Operating Partnership Common Unitholders” and “Adjusted Funds from Operations – Operating Partnership Common Unitholders”. AGREE REALTY CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except share and per-share data) (Unaudited) June 30, December 31, 2026 2025 ASSETS Real estate investments Land $ 3,154,294 $ 2,895,495 Buildings 6,797,679 6,330,249 Less accumulated depreciation (800,875 ) (715,733 ) 9,151,098 8,510,011 Property under development 92,834 62,690 Net real estate investments 9,243,932 8,572,701 Real estate held for sale, net 9,320 — Cash and cash equivalents 12,518 16,295 Cash held in escrow 8,672 4,327 Accounts receivable - tenants, net 131,211 122,477 Lease intangibles, net of accumulated amortization of $641,429 and $576,945 at June 30, 2026 and December 31, 2025, respectively 1,079,428 1,000,967 Other assets, net 101,748 80,845 Total Assets $ 10,586,829 $ 9,797,612 LIABILITIES Mortgage notes payable, net $ 41,190 $ 41,546 Unsecured term loans, net 696,277 348,074 Senior unsecured notes, net 2,586,556 2,584,608 Unsecured revolving credit facility and commercial paper notes 497,000 320,500 Dividends and distributions payable 33,922 32,158 Accounts payable, accrued expenses, and other liabilities 141,213 139,384 Lease intangibles, net of accumulated amortization of $52,929 and $49,797 at June 30, 2026 and December 31, 2025, respectively 70,540 60,189 Total Liabilities $ 4,066,698 $ 3,526,459 EQUITY Preferred stock, $0.0001 par value per share, 4,000,000 shares authorized, 7,000 shares Series A outstanding, at stated liquidation value of $25,000 per share, at June 30, 2026 and December 31, 2025 175,000 175,000 Common stock, $0.0001 par value, 360,000,000 shares authorized, 124,381,214 and 120,028,406 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively 12 12 Additional paid-in-capital 6,993,255 6,679,142 Dividends in excess of net income (697,985 ) (618,675 ) Accumulated other comprehensive income 49,854 35,506 Total equity - Agree Realty Corporation 6,520,136 6,270,985 Non-controlling interest (5 ) 168 Total Equity 6,520,131 6,271,153 Total Liabilities and Equity $ 10,586,829 $ 9,797,612 AGREE REALTY CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (In thousands, except share and per-share data) (Unaudited) Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Revenues Rental income $ 204,981 $ 175,397 $ 405,657 $ 344,510 Other 119 130 250 177 Total Revenues 205,100 175,527 405,907 344,687 Operating Expenses Real estate taxes 15,257 12,833 29,970 24,346 Property operating expenses 9,507 8,416 19,143 16,797 Land lease expense 598 550 1,153 1,036 General and administrative 11,958 11,332 23,435 22,104 Depreciation and amortization 69,094 58,939 135,793 114,693 Provision for impairment 5,900 2,961 7,300 7,292 Total Operating Expenses 112,314 95,031 216,794 186,268 Gain on sale of assets, net 2,014 1,510 3,711 2,282 Gain on involuntary conversion, net 512 — 1,039 — Income from Operations 95,312 82,006 193,863 160,701 Other (Expense) Income Interest expense, net (40,278 ) (32,274 ) (76,248 ) (63,037 ) Income and other tax expense (375 ) (425 ) (875 ) (1,250 ) Other income 150 46 300 87 Net Income 54,809 49,353 117,040 96,501 Less net income attributable to non-controlling interest 156 155 336 307 Net income attributable to Agree Realty Corporation 54,653 49,198 116,704 96,194 Less Series A preferred stock dividends 1,859 1,859 3,718 3,718 Net Income Attributable to Common Stockholders $ 52,794 $ 47,339 $ 112,986 $ 92,476 Net Income Per Share Attributable to Common Stockholders Basic $ 0.44 $ 0.43 $ 0.94 $ 0.85 Diluted $ 0.44 $ 0.43 $ 0.94 $ 0.85 Other Comprehensive Income Net income $ 54,809 $ 49,353 $ 117,040 $ 96,501 Amortization of interest rate swaps (1,076 ) (880 ) (2,150 ) (1,616 ) Change in fair value and settlement of interest rate swaps 10,315 3,435 16,540 (6,596 ) Total comprehensive income 64,048 51,908 131,430 88,289 Less comprehensive income attributable to non-controlling interest $ 183 $ 163 $ 378 $ 280 Comprehensive Income Attributable to Agree Realty Corporation $ 63,865 $ 51,745 $ 131,052 $ 88,009 Weighted Average Number of Common Shares Outstanding - Basic 119,996,944 109,758,046 119,924,725 108,419,011 Weighted Average Number of Common Shares Outstanding - Diluted 120,487,256 110,377,221 120,449,139 108,996,422 AGREE REALTY CORPORATION RECONCILIATION OF NET INCOME TO FFO, CORE FFO, AND AFFO (In thousands, except share and per-share data) (Unaudited) Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Reconciliation from Net Income to Funds from Operations Net income $ 54,809 $ 49,353 $ 117,040 $ 96,501 Less Series A preferred stock dividends 1,859 1,859 3,718 3,718 Net income attributable to Operating Partnership common unitholders $ 52,950 $ 47,494 $ 113,322 $ 92,783 Depreciation of rental real estate assets 46,210 38,698 90,534 75,861 Amortization of lease intangibles - in-place leases and leasing costs 22,188 19,679 43,896 37,743 Provision for impairment 5,900 2,961 7,300 7,292 Gain on sale or involuntary conversion of assets, net (2,526 ) (1,510 ) (4,750 ) (2,282 ) Funds from Operations - Operating Partnership common unitholders $ 124,722 $ 107,322 $ 250,302 $ 211,397 Amortization of above (below) market lease intangibles, net and assumed mortgage debt discount, net 11,317 8,620 22,079 17,250 Core Funds from Operations - Operating Partnership common unitholders $ 136,039 $ 115,942 $ 272,381 $ 228,647 Straight-line accrued rent (4,583 ) (3,789 ) (9,525 ) (7,798 ) Stock-based compensation expense 3,775 3,259 7,309 6,388 Amortization of financing costs and original issue discounts 2,056 1,703 4,060 3,315 Non-real estate depreciation 696 562 1,363 1,089 Adjusted Funds from Operations - Operating Partnership common unitholders $ 137,983 $ 117,677 $ 275,588 $ 231,641 Funds from Operations per common share and partnership unit - diluted $ 1.03 $ 0.97 $ 2.07 $ 1.93 Core Funds from Operations per common share and partnership unit - diluted $ 1.13 $ 1.05 $ 2.25 $ 2.09 Adjusted Funds from Operations per common share and partnership unit - diluted $ 1.14 $ 1.06 $ 2.28 $ 2.12 Weighted average shares and Operating Partnership common units outstanding Basic 120,344,563 110,105,665 120,272,344 108,766,630 Diluted 120,834,875 110,724,840 120,796,758 109,344,041 Additional supplemental disclosure Scheduled principal repayments $ 271 $ 254 $ 537 $ 505 Capitalized interest $ 672 $ 497 $ 1,148 $ 939 Capitalized building improvements $ 4,853 $ 2,762 $ 5,450 $ 3,362 Non-GAAP Financial Measures Funds from Operations (“FFO” or “Nareit FFO”) FFO is defined by the National Association of Real Estate Investment Trusts, Inc. (“Nareit”) to mean net income computed in accordance with GAAP, excluding gains (or losses) from sales of real estate assets and/or changes in control, plus real estate related depreciation and amortization and any impairment charges on depreciable real estate assets, and after adjustments for unconsolidated partnerships and joint ventures. Historical cost accounting for real estate assets in accordance with GAAP implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, most real estate industry investors consider FFO to be helpful in evaluating a real estate company’s operations. FFO should not be considered an alternative to net income as the primary indicator of the Company’s operating performance, or as an alternative to cash flow as a measure of liquidity. Further, while the Company adheres to the Nareit definition of FFO, its presentation of FFO is not necessarily comparable to similarly titled measures of other REITs due to the fact that all REITs may not use the same definition. Core Funds from Operations (“Core FFO”) The Company defines Core FFO as Nareit FFO with the addback of (i) noncash amortization of acquisition purchase price related to above- and below- market lease intangibles and discount on assumed debt and (ii) certain infrequently occurring items that reduce or increase net income in accordance with GAAP. Management believes that its measure of Core FFO facilitates useful comparison of performance to its peers who predominantly transact in sale-leaseback transactions and are thereby not required by GAAP to allocate purchase price to lease intangibles. Unlike many of its peers, the Company has acquired the substantial majority of its net-leased properties through acquisitions of properties from third parties or in connection with the acquisitions of ground leases from third parties. Core FFO should not be considered an alternative to net income as the primary indicator of the Company’s operating performance, or as an alternative to cash flow as a measure of liquidity. Further, the Company’s presentation of Core FFO is not necessarily comparable to similarly titled measures of other REITs due to the fact that all REITs may not use the same definition. Adjusted Funds from Operations (“AFFO”) AFFO is a non-GAAP financial measure of operating performance used by many companies in the REIT industry. AFFO further adjusts FFO and Core FFO for certain non-cash items that reduce or increase net income computed in accordance with GAAP. Management considers AFFO a useful supplemental measure of the Company’s performance, however, AFFO should not be considered an alternative to net income as an indication of its performance, or to cash flow as a measure of liquidity or ability to make distributions. The Company’s computation of AFFO may differ from the methodology for calculating AFFO used by other equity REITs, and therefore may not be comparable to such other REITs. AGREE REALTY CORPORATION RECONCILIATION OF PROFORMA NET DEBT TO RECURRING EBITDA (In thousands, except share and per-share data) (Unaudited) Three Months Ended June 30, 2026 Mortgage notes payable, net $ 41,190 Unsecured term loans, net 696,277 Senior unsecured notes, net 2,586,556 Unsecured revolving credit facility and commercial paper notes 497,000 Total Debt per the Consolidated Balance Sheet $ 3,821,023 Unamortized debt issuance costs and discounts, net 28,318 Total Debt $ 3,849,341 Cash and cash equivalents $ (12,518 ) Cash held in escrows (8,672 ) Net Debt $ 3,828,151 Anticipated Net Proceeds from Forward Equity Offerings (1,084,983 ) Proforma Net Debt $ 2,743,168 Net Income $ 54,809 Interest expense, net 40,278 Income and other tax expense 375 Depreciation of rental real estate assets 46,210 Amortization of lease intangibles - in-place leases and leasing costs 22,188 Non-real estate depreciation 696 Provision for Impairment 5,900 (Gain) loss on sale or involuntary conversion of assets, net (2,526 ) EBITDAre $ 167,930 Run-Rate Impact of Investment, Disposition and Leasing Activity 4,867 Amortization of above (below) market lease intangibles, net 11,233 Recurring EBITDA $ 184,030 Annualized Recurring EBITDA $ 736,120 Total Debt per the Consolidated Balance Sheet to Annualized Net Income 17.4 x Net Debt to Recurring EBITDA 5.2 x Proforma Net Debt to Recurring EBITDA 3.7 x Financial Measures Total Debt and Net Debt The Company defines Total Debt as debt per the consolidated balance sheet excluding unamortized debt issuance costs, original issue discounts and debt discounts. Net Debt is defined as Total Debt less cash, cash equivalents and cash held in escrows. The Company considers the non-GAAP measures of Total Debt and Net Debt to be key supplemental measures of the Company's overall liquidity, capital structure and leverage because they provide industry analysts, lenders and investors useful information in understanding our financial condition. The Company's calculation of Total Debt and Net Debt may not be comparable to Total Debt and Net Debt reported by other REITs that interpret the definitions differently than the Company. The Company presents Net Debt on both an actual and proforma basis, assuming the net proceeds of the Forward Equity Offerings (see below) are used to pay down debt. The Company believes the proforma measure may be useful to investors in understanding the potential effect of the Forward Equity Offerings on the Company's capital structure, its future borrowing capacity, and its ability to service its debt. Forward Equity Offerings The Company has 14,484,843 shares remaining to be settled under the Forward Equity Offerings. Upon settlement, the offerings are anticipated to raise net proceeds of approximately $1.1 billion based on the applicable forward sale price as of June 30, 2026. The applicable forward sale price varies depending on the offering. The Company is contractually obligated to settle the offerings by certain dates between October 2026 and April 2028. EBITDAre EBITDAre is defined by Nareit to mean net income computed in accordance with GAAP, plus interest expense, income tax expense, depreciation and amortization, any gains (or losses) from sales of real estate assets and/or changes in control, any impairment charges on depreciable real estate assets, and after adjustments for unconsolidated partnerships and joint ventures. The Company considers the non-GAAP measure of EBITDAre to be a key supplemental measure of the Company's performance and should be considered along with, but not as an alternative to, net income or loss as a measure of the Company's operating performance. The Company considers EBITDAre a key supplemental measure of the Company's operating performance because it provides an additional supplemental measure of the Company's performance and operating cash flow that is widely known by industry analysts, lenders and investors. The Company’s calculation of EBITDAre may not be comparable to EBITDAre reported by other REITs that interpret the Nareit definition differently than the Company. Recurring EBITDA The Company defines Recurring EBITDA as EBITDAre with the addback of noncash amortization of above- and below- market lease intangibles, and after adjustments for the run-rate impact of the Company's investment and disposition activity for the period presented, as well as adjustments for non-recurring benefits or expenses. The Company considers the non-GAAP measure of Recurring EBITDA to be a key supplemental measure of the Company's performance and should be considered along with, but not as an alternative to, net income or loss as a measure of the Company's operating performance. The Company considers Recurring EBITDA a key supplemental measure of the Company's operating performance because it represents the Company's earnings run rate for the period presented and because it is widely followed by industry analysts, lenders and investors. Our Recurring EBITDA may not be comparable to Recurring EBITDA reported by other companies that have a different interpretation of the definition of Recurring EBITDA. Our ratio of net debt to Recurring EBITDA is used by management as a measure of leverage and may be useful to investors in understanding the Company’s ability to service its debt, as well as assess the borrowing capacity of the Company. Our ratio of net debt to Recurring EBITDA is calculated by taking annualized Recurring EBITDA and dividing it by our net debt per the consolidated balance sheet. Annualized Net Income Represents net income for the three months ended June 30, 2026, on an annualized basis. AGREE REALTY CORPORATION RENTAL INCOME (In thousands, except share and per-share data) (Unaudited) Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Rental Income Source(1) Minimum rents(2) $ 188,747 $ 160,205 $ 370,181 $ 314,211 Percentage rents(2) 170 557 2,563 2,113 Operating cost reimbursement(2) 22,714 19,383 45,300 37,471 Straight-line rental adjustments(3) 4,583 3,789 9,525 7,798 Amortization of (above) below market lease intangibles(4) (11,233 ) (8,537 ) (21,912 ) (17,083 ) Total Rental Income $ 204,981 $ 175,397 $ 405,657 $ 344,510 (1) The Company adopted Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) 842 “Leases” using the modified retrospective approach as of January 1, 2019. The Company adopted the practical expedient in FASB ASC 842 that alleviates the requirement to separately present lease and non-lease components of lease contracts. As a result, all income earned pursuant to tenant leases is reflected as one line, “Rental Income,” in the consolidated statement of operations. The purpose of this table is to provide additional supplementary detail of Rental Income. (2) Represents contractual rentals and/or reimbursements as required by tenant lease agreements, recognized on an accrual basis of accounting. The Company believes that the presentation of contractual lease income is not, and is not intended to be, a presentation in accordance with GAAP. The Company believes this information is frequently used by management, investors, analysts and other interested parties to evaluate the Company’s performance. (3) Represents adjustments to recognize minimum rents on a straight-line basis, consistent with the requirements of FASB ASC 842. (4) In allocating the fair value of an acquired property, above- and below-market lease intangibles are recorded based on the present value of the difference between the contractual amounts to be paid pursuant to the leases at the time of acquisition and the Company's estimate of current market lease rates for the property. View source version on businesswire.com: https://www.businesswire.com/news/home/20260730468835/en/ Peter Coughenour Chief Financial Officer Agree Realty Corporation (248) 737-4190 Source: Agree Realty Corporation
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