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8-K

Epr Properties (EPR)

8-K 2020-02-24 For: 2020-02-24
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Added on April 05, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 24, 2020

EPR Properties

(Exact name of registrant as specified in its charter)

Maryland 001-13561 43-1790877
(State or other jurisdiction of<br><br>incorporation) (Commission<br><br>File Number) (I.R.S. Employer<br><br>Identification No.) 909 Walnut Street, Suite 200
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Kansas City, Missouri 64106
(Address of principal executive offices) (Zip Code) (816) 472-1700
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(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | | --- | --- || ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | | --- | --- || ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | | --- | --- || ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | | --- | --- |

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading symbol(s) Name of each exchange on which registered
Common shares, par value $0.01 per share EPR New York Stock Exchange
5.75% Series C cumulative convertible preferred shares, par value $0.01 per share EPR PrC New York Stock Exchange
9.00% Series E cumulative convertible preferred shares, par value $0.01 per share EPR PrE New York Stock Exchange
5.75% Series G cumulative redeemable preferred shares, par value $0.01 per share EPR PrG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    o


Item 2.02 Results of Operations and Financial Condition.

On February 24, 2020, the Company announced its results of operations and financial condition for the fourth quarter and year ended December 31, 2019. The public announcement was made by means of a press release, the text of which is set forth in Exhibit 99.1 hereto and is hereby incorporated by reference herein.

In addition, on February 24, 2020, the Company made available on its website an investor slide presentation and supplemental operating and financial data for the fourth quarter and year ended December 31, 2019, the text of which are set forth in Exhibits 99.2 and 99.3 hereto, respectively, and are hereby incorporated by reference herein.

The information set forth in Item 2.02 of this Current Report on Form 8-K, including Exhibits 99.1, 99.2 and 99.3, is being “furnished” and shall not be deemed “filed” for the purposes of or otherwise subject to liabilities under Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

Item 9.01 Financial Statements and Exhibits.

Exhibit<br><br>No. Description
99.1 Press Release dated February 24, 2020 issued by EPR Properties announcing its results of operations and financial condition for the fourth quarter and year ended December 31, 2019.
99.2 Investor slide presentation for the fourth quarter and year ended December 31, 2019, made available by EPR Properties on February 24, 2020.
99.3 Supplemental Operating and Financial Data for the fourth quarter and year ended December 31, 2019, made available by EPR Properties on February 24, 2020.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EPR PROPERTIES
By: /s/ Mark A. Peterson
Mark A. Peterson
Executive Vice President, Treasurer and Chief Financial<br><br>Officer

Date: February 24, 2020

		Exhibit

Exhibit 99.1

EPR PROPERTIES REPORTS FOURTH QUARTER AND 2019 YEAR-END RESULTS

Announces Increase in Monthly Dividend and Introduces Guidance for 2020

Kansas City, MO, February 24 , 2020 -- EPR Properties (NYSE:EPR) today announced operating results for the fourth quarter and year ended December 31, 2019 (dollars in millions, except per share data):

Three Months Ended December 31, Year Ended December 31,
2019 2018 2019 2018
Total revenue from continuing operations (1) $ 170.3 $ 150.9 $ 652.0 $ 639.9
Net income available to common shareholders 30.3 48.0 178.1 242.8
Net income available to common shareholders per diluted common share 0.39 0.65 2.32 3.27
Funds From Operations as adjusted (FFOAA) (a non-GAAP financial measure) 99.7 105.1 423.2 460.4
FFOAA per diluted common share (a non-GAAP financial measure) 1.26 1.39 5.44 6.10

(1) Total revenue from continuing operations for the three months and year ended December 31, 2018 included $4.0 million and $71.3 million, respectively, in prepayment fees related to the pay-off of non-Education mortgage notes.

Fourth Quarter Company Headlines

Experiential focus announced in November in conjunction with sale of public charter school portfolio
Solid fourth quarter caps off another highly productive year
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Guidance introduced for 2020; Significant capital redeployment anticipated
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Monthly dividend increase for common shares announced
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CEO Comments

“We had a strong finish to a very productive year,” stated Greg Silvers, President and CEO. “The sale of our public charter school portfolio marked a milestone in refocusing our growth on experiential real estate, which allows us to capitalize on both our extensive history in this sector and the trend of increasing consumer experiential spending. The ongoing durability in our tenant industries offers earnings stability and substantial growth opportunities, positioning us to continue building the premier experiential real estate portfolio.”

Portfolio Update

As previously announced and further described below, during the fourth quarter, the Company sold the largest portion of its Education portfolio, public charter schools, and is now strategically focused on investing in Experiential properties which the Company believes is a highly enduring and growing sector of the real estate industry. With this change, the Company now classifies its Entertainment and Recreation portfolios as Experiential while its remaining Education portfolio consists primarily of traditional net leases providing additional geographic and operator diversity. The Company's total investments (a non-GAAP financial measure) were approximately $6.7 billion at December 31, 2019 with Experiential totaling $6.0 billion, or 89%, and Education totaling $0.7 billion, or 11%.

The Company's Experiential portfolio (excluding property under development) consisted of the following property types (owned or financed) at December 31, 2019:

179 theatre properties;
55 eat & play properties (including seven theatres located in entertainment districts);
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18 attraction properties;
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13 ski properties;
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six experiential lodging properties;
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one gaming property;
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three cultural properties; and
seven fitness & wellness properties.
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As of December 31, 2019, the Company's owned Experiential portfolio consisted of approximately 19.2 million square feet, which was 99.1% leased and included $36.8 million in construction in progress and $24.6 million in undeveloped land inventory.

The Company's Education portfolio consisted of the following property types (owned or financed) at December 31, 2019:

72 early childhood education center properties; and
16 private school properties.
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As of December 31, 2019, the Company's owned Education portfolio consisted of approximately 1.9 million square feet, which was 100% leased and included $3.5 million in undeveloped land inventory.

The combined owned portfolio consisted of 21.1 million square feet and was 99.1% leased.

Investment Update

The Company's investment spending for the three months ended December 31, 2019 totaled $110.0 million (bringing the full year 2019 investment spending to $794.7 million), and included the following:

Experiential investment spending during the three months ended December 31, 2019 totaled $104.7 million, including the acquisition of three theatre properties for approximately $48.6 million, one mortgage note secured by a ski resort totaling $37.0 million and spending on build-to-suit development and redevelopment projects.
Education investment spending during the three months ended December 31, 2019 totaled $5.3 million, including spending on build-to-suit development and redevelopment of early childhood education centers.
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Capital Recycling

During the quarter, the Company completed the sale of its public charter school portfolio through the following transactions:

On November 22, 2019, the Company sold 47 public charter school related assets, for net proceeds of approximately $449.6 million. The Company recognized an impairment on this portfolio sale of $21.4 million that included the write-off of non-cash straight-line rent and effective interest receivables totaling $24.8 million.
During the fourth quarter, the Company sold three other public charter schools, one of which was pursuant to a tenant purchase option, for net proceeds totaling $17.9 million and recognized a combined gain of $1.9 million.
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On November 2, 2019, the Company received $9.8 million in proceeds representing prepayment in full on a mortgage note receivable that was secured by one public charter school property.
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Due to the Company's disposition of its remaining public charter school portfolio in 2019, the operating results of all the public charter schools that were sold during 2019 have been classified within discontinued operations in the Company's consolidated statements of income for all periods.


Additionally, during the fourth quarter, the Company completed the sale of an attraction property and received an $11.0 million cash payment and provided seller mortgage financing of $27.4 million which matures in five years. Lastly, the Company sold two land parcels for net proceeds of $4.4 million. The Company recognized a combined gain on these sales of $3.7 million.

Disposition proceeds (excluding seller mortgage financing) and mortgage note pay-offs (excluding principal amortization and including prepayment fees) totaled $492.7 million and $882.9 million for the three months and year ended December 31, 2019, respectively.

Balance Sheet Update

The Company had a net debt to adjusted EBITDA ratio (a non-GAAP financial measure) of 4.7x at December 31, 2019. The Company had $528.8 million of unrestricted cash on hand and no outstanding balance under its $1.0 billion unsecured revolving credit facility at December 31, 2019.

During the quarter, the Company issued 223 thousand common shares under its Dividend Reinvestment and Direct Share Purchase Plan for net proceeds of $17.0 million. The year to date issuances under this plan total 4.0 million common shares for net proceeds of $305.9 million.

Dividend Information

The Company's Board of Trustees declared its monthly cash dividend to common shareholders of $0.3825 per share payable April 15, 2020 to shareholders of record as of March 31, 2020. This dividend represents an annualized dividend of $4.59 per common share, an increase of 2% over the prior year and the Company's tenth consecutive year with a dividend increase.

The Company's Board of Trustees also declared its regular quarterly dividends to preferred shareholders of $0.359375 per share on its 5.75% Series C cumulative convertible preferred shares, $0.5625 per share on its 9.00% Series E cumulative convertible preferred shares and $0.359375 per share on its 5.75% Series G cumulative redeemable preferred shares, payable April 15, 2020 to shareholders of record as of March 31, 2020.

2020 Guidance

(Dollars in millions, except per share data):
Measure 2020 Guidance
Net income available to common shareholders per diluted common share $ 2.92 to $ 3.12
FFOAA per diluted common share $ 5.19 to $ 5.39
Investment spending $ 1,600 to $ 1,800
Disposition proceeds $ 50 to $ 100

The Company is introducing its 2020 guidance for FFOAA per diluted common share of $5.19 to $5.39, the midpoint of which represents approximately 4% growth over 2019 excluding termination and prepayment fees that related primarily to the Company's public charter school portfolio sold in 2019.

The 2020 guidance for FFOAA per diluted share is based on a FFO per diluted common share range of $5.17 to $5.37 adjusted for transaction costs and deferred income tax expense. FFO per diluted common share for 2020 is based on a net income available to common shareholders per diluted common share range of $2.92 to $3.12 less estimated gain on sale of real estate of $0.03 and the impact of Series C and Series E dilution of $0.06, plus estimated real estate depreciation of $2.31 and allocated share of joint venture depreciation of $0.03 (in accordance with the NAREIT definition of FFO).

The Company's guidance for 2020 includes an anticipated investment of approximately $1.0 billion in a gaming venue. The Company has entered into a non-binding term sheet with respect to the investment, and made significant


progress on the definitive agreements, which the Company expects the parties to finalize and execute in the coming weeks. The Company expects to close this investment in the second quarter of 2020.

The Company expects to fund the anticipated gaming venue investment, as well as the other investments included in the investment spending guidance for 2020, with cash on hand or borrowings under the Company's unsecured revolving credit facility, as well as debt and equity financing alternatives. The availability and terms of any such financing will depend upon market and other conditions.

Additional earnings guidance detail can be found in the Company's supplemental information package available in the Investor Center on the Company's website located at http://investors.eprkc.com/earnings-supplementals.

Conference Call Information

Management will host a conference call to discuss the Company's financial results on February 25, 2020 at 8:30 a.m. Eastern Daylight Time. The conference will be webcast and can be accessed via the Earnings Call page in the Investor Center on the Company's website located at http://investors.eprkc.com/webcasts. To access the call, audio only, dial (866) 587-2930 and when prompted, provide the passcode 7013678.

You may watch a replay of the webcast by visiting the Earnings Call page at http://investors.eprkc.com/earnings-call.

Quarterly and Year-end Supplemental

The Company's supplemental information package for the fourth quarter and year ended December 31, 2019 is available in the Investor Center on the Company's website located at http://investors.eprkc.com/earnings-supplementals.


EPR Properties

Consolidated Statements of Income

(Unaudited, dollars in thousands except per share data)

Three Months Ended December 31, Year Ended December 31,
2019 2018 2019 2018
Rental revenue $ 154,765 $ 133,491 $ 593,022 $ 509,086
Other income 8,386 435 25,920 2,076
Mortgage and other financing income 7,195 16,991 33,027 128,759
Total revenue 170,346 150,917 651,969 639,921
Property operating expense 16,097 8,285 60,739 29,654
Other expense 10,173 325 29,667 443
General and administrative expense 10,831 12,165 46,371 48,889
Severance expense 423 5,938 2,364 5,938
Litigation settlement expense 2,090
Costs associated with loan refinancing or payoff 38,269 31,958
Interest expense, net 34,914 33,584 142,002 135,870
Transaction costs 5,784 1,583 23,789 3,698
Impairment charges 2,206 10,735 2,206 27,283
Depreciation and amortization 42,398 35,728 158,834 138,395
Income before equity in loss from joint ventures, other items and discontinued operations 47,520 42,574 147,728 215,703
Equity in loss from joint ventures (905 ) (5 ) (381 ) (22 )
Gain on sale of real estate 3,717 349 4,174 3,037
Gain on sale of investment in direct financing leases 5,514
Income before income taxes 50,332 42,918 151,521 224,232
Income tax benefit (expense) 530 (108 ) 3,035 (2,285 )
Income from continuing operations $ 50,862 $ 42,810 $ 154,556 $ 221,947
Discontinued operations:
Income from discontinued operations before other items 4,937 11,221 37,241 45,036
Impairment on public charter school portfolio sale (21,433 ) (21,433 )
Gain on sale of real estate from discontinued operations 1,931 31,879
(Loss) income from discontinued operations (14,565 ) 11,221 47,687 45,036
Net income 36,297 54,031 202,243 266,983
Preferred dividend requirements (6,034 ) (6,034 ) (24,136 ) (24,142 )
Net income available to common shareholders of EPR Properties $ 30,263 $ 47,997 $ 178,107 $ 242,841
Net income available to common shareholders of EPR Properties per share:
Continuing operations $ 0.57 $ 0.50 $ 1.70 $ 2.66
Discontinued operations (0.18 ) 0.15 0.62 0.61
Basic $ 0.39 $ 0.65 $ 2.32 $ 3.27
Continuing operations $ 0.57 $ 0.50 $ 1.70 $ 2.66
Discontinued operations (0.18 ) 0.15 0.62 0.61
Diluted $ 0.39 $ 0.65 $ 2.32 $ 3.27
Shares used for computation (in thousands):
Basic 78,456 74,343 76,746 74,292
Diluted 78,485 74,402 76,782 74,337

EPR Properties

Condensed Consolidated Balance Sheets

(Unaudited, dollars in thousands)

December 31,
2019 2018
Assets
Real estate investments, net of accumulated depreciation of $989,254 and $883,174 at December 31, 2019 and 2018, respectively $ 5,197,308 $ 5,024,057
Land held for development 28,080 34,177
Property under development 36,756 287,546
Operating lease right-of-use assets 211,187
Mortgage notes and related accrued interest receivable 357,391 517,467
Investment in direct financing leases, net 20,558
Investment in joint ventures 34,317 34,486
Cash and cash equivalents 528,763 5,872
Restricted cash 2,677 12,635
Accounts receivable 86,858 98,369
Other assets 94,174 96,223
Total assets $ 6,577,511 $ 6,131,390
Liabilities and Equity
Accounts payable and accrued liabilities $ 122,939 $ 168,463
Operating lease liabilities 235,650
Dividends payable 35,458 32,799
Unearned rents and interest 74,829 79,051
Debt 3,102,830 2,986,054
Total liabilities 3,571,706 3,266,367
Total equity $ 3,005,805 $ 2,865,023
Total liabilities and equity $ 6,577,511 $ 6,131,390

The historical financial results of the public charter schools sold by the Company in 2019 are reflected in the Company's consolidated statements of income as discontinued operations for all periods presented. The operating results relating to discontinued operations are as follows (dollars in thousands):

Three Months Ended December 31, Year Ended December 31,
2019 2018 2019 2018
Rental revenue $ 5,231 $ 12,024 $ 36,289 $ 47,277
Mortgage and other financing income 1,863 3,546 14,284 13,533
Total revenue 7,094 15,570 50,573 60,810
Property operating expense (11 ) 605 573 1,102
Costs associated with loan refinancing or payoff 43 181
Interest expense, net (7 ) (69 ) (351 ) (363 )
Depreciation and amortization 2,132 3,813 12,929 15,035
Income from discontinued operations before other items 4,937 11,221 37,241 45,036
Impairment on public charter school portfolio sale (21,433 ) (21,433 )
Gain on sale of real estate 1,931 31,879
(Loss) income from discontinued operations $ (14,565 ) $ 11,221 $ 47,687 $ 45,036

Non-GAAP Financial Measures

Funds From Operations (FFO) and Funds From Operations As Adjusted (FFOAA)

The National Association of Real Estate Investment Trusts (“NAREIT”) developed FFO as a relative non-GAAP financial measure of performance of an equity REIT in order to recognize that income-producing real estate historically has not depreciated on the basis determined under GAAP. Pursuant to the definition of FFO by the Board of Governors of NAREIT, the Company calculates FFO as net income available to common shareholders, computed in accordance with GAAP, excluding gains and losses from disposition of real estate and impairment losses on real estate, plus real estate related depreciation and amortization, and after adjustments for unconsolidated partnerships, joint ventures and other affiliates. Adjustments for unconsolidated partnerships, joint ventures and other affiliates are calculated to reflect FFO on the same basis. The Company has calculated FFO for all periods presented in accordance with this definition.

In addition to FFO, the Company presents FFOAA. FFOAA is presented by adding to FFO costs (gain) associated with loan refinancing or payoff, net, transaction costs, severance expense, litigation settlement expense, preferred share redemption costs, termination fees associated with tenants' exercises of public charter school buy-out options and provision for loan losses and subtracting gain on early extinguishment of debt, gain on insurance recovery and deferred income tax (benefit) expense.

FFO and FFOAA are widely used measures of the operating performance of real estate companies and are provided here as a supplemental measure to GAAP net income available to common shareholders and earnings per share, and management provides FFO and FFOAA herein because it believes this information is useful to investors in this regard. FFO and FFOAA are non-GAAP financial measures. FFO and FFOAA do not represent cash flows from operations as defined by GAAP and are not indicative that cash flows are adequate to fund all cash needs and are not to be considered alternatives to net income or any other GAAP measure as a measurement of the results of our operations or our cash flows or liquidity as defined by GAAP. It should also be noted that not all REITs calculate FFO and FFOAA the same way so comparisons with other REITs may not be meaningful. The following table summarizes FFO and FFOAA for the three months and year ended December 31, 2019 and 2018 and reconciles such measures to net income available to common shareholders, the most directly comparable GAAP measure:


EPR Properties

Reconciliation of Non-GAAP Financial Measures

(Unaudited, dollars in thousands except per share data) Three Months Ended December 31, Year Ended December 31,
2019 2018 2019 2018
FFO:
Net income available to common shareholders of EPR Properties $ 30,263 $ 47,997 $ 178,107 $ 242,841
Gain on sale of real estate (5,648 ) (349 ) (36,053 ) (3,037 )
Gain on sale of investment in direct financing leases (5,514 )
Impairment charges 23,639 10,735 23,639 27,283
Real estate depreciation and amortization 44,242 39,297 170,717 152,508
Allocated share of joint venture depreciation 551 56 2,213 226
FFO available to common shareholders of EPR Properties $ 93,047 $ 97,736 $ 338,623 $ 414,307
FFO available to common shareholders of EPR Properties $ 93,047 $ 97,736 $ 338,623 $ 414,307
Add: Preferred dividends for Series C preferred shares 1,937 1,939 7,754 7,759
Add: Preferred dividends for Series E preferred shares 1,939 1,939 7,756 7,756
Diluted FFO available to common shareholders of EPR Properties $ 96,923 $ 101,614 $ 354,133 $ 429,822
FFOAA:
FFO available to common shareholders of EPR Properties $ 93,047 $ 97,736 338,623 $ 414,307
Costs associated with loan refinancing or payoff 43 38,450 31,958
Transaction costs 5,784 1,583 23,789 3,698
Severance expense 423 5,938 2,364 5,938
Litigation settlement expense 2,090
Termination fees included in gain on sale 1,217 24,075 1,864
Deferred income tax (benefit) expense (847 ) (182 ) (4,115 ) 573
FFOAA available to common shareholders of EPR Properties $ 99,667 $ 105,075 $ 423,186 $ 460,428
FFO available to common shareholders of EPR Properties $ 99,667 $ 105,075 $ 423,186 $ 460,428
Add: Preferred dividends for Series C preferred shares 1,937 1,939 7,754 7,759
Add: Preferred dividends for Series E preferred shares 1,939 1,939 7,756 7,756
Diluted FFO available to common shareholders of EPR Properties $ 103,543 $ 108,953 $ 438,696 $ 475,943
FFO per common share:
Basic $ 1.19 $ 1.31 $ 4.41 $ 5.58
Diluted 1.18 1.30 4.39 5.51
FFOAA per common share:
Basic $ 1.27 $ 1.41 $ 5.51 $ 6.20
Diluted 1.26 1.39 5.44 6.10
Shares used for computation (in thousands):
Basic 78,456 74,343 76,746 74,292
Diluted 78,485 74,402 76,782 74,337
Weighted average shares outstanding-diluted EPS 78,485 74,402 76,782 74,337
Effect of dilutive Series C preferred shares 2,184 2,133 2,164 2,114
Effect of dilutive Series E preferred shares 1,640 1,615 1,631 1,607
Adjusted weighted average shares outstanding-diluted Series C and Series E 82,309 78,150 80,577 78,058
Other financial information:
Straight-lined rental revenue $ 3,516 $ 3,216 $ 13,552 $ 10,229
Dividends per common share $ 1.125 $ 1.080 $ 4.500 $ 4.320

Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income for all periods.

The conversion of the 5.75% Series C cumulative convertible preferred shares and the 9.00% Series E cumulative convertible preferred shares would be dilutive to FFO and FFOAA per share for the three months and year ended December 31, 2019 and 2018. Therefore, the additional common shares that would result from the conversion and


the corresponding add-back of the preferred dividends declared on those shares are included in the calculation of diluted FFO and FFOAA per share for these periods.

Net Debt

Net Debt represents debt (reported in accordance with GAAP) adjusted to exclude deferred financing costs, net and reduced for cash and cash equivalents. By excluding deferred financing costs, net and reducing debt for cash and cash equivalents on hand, the result provides an estimate of the contractual amount of borrowed capital to be repaid, net of cash available to repay it. The Company believes this calculation constitutes a beneficial supplemental non-GAAP financial disclosure to investors in understanding our financial condition. The Company's method of calculating Net Debt may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

EBITDAre

NAREIT developed EBITDAre as a relative non-GAAP financial measure of REITs, independent of a company's capital structure, to provide a uniform basis to measure the enterprise value of a company. Pursuant to the definition of EBITDAre by the Board of Governors of NAREIT, the Company calculates EBITDAre as net income, computed in accordance with GAAP, excluding interest expense (net), income tax (benefit) expense, depreciation and amortization, gains and losses from disposition of real estate, impairment losses on real estate, costs (gain) associated with loan refinancing or payoff and adjustments for unconsolidated partnerships, joint ventures and other affiliates.

Management provides EBITDAre herein because it believes this information is useful to investors as a supplemental performance measure as it can help facilitate comparisons of operating performance between periods and with other REITs. The Company's method of calculating EBITDAre may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. EBITDAre is not a measure of performance under GAAP, does not represent cash generated from operations as defined by GAAP and is not indicative of cash available to fund all cash needs, including distributions. This measure should not be considered an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or cash flows or liquidity as defined by GAAP.

Adjusted EBITDA

Management uses Adjusted EBITDA in its analysis of the performance of the business and operations of the Company. Management believes Adjusted EBITDA is useful to investors because it excludes various items that management believes are not indicative of operating performance, and that it is an informative measure to use in computing various financial ratios to evaluate the Company. The Company defines Adjusted EBITDA as EBITDAre (defined above) for the quarter excluding gain on insurance recovery, severance expense, litigation settlement expense, the provision for loan losses, transaction costs and prepayment fees. This number for the quarter is then multiplied by four to get an annual amount.

The Company's method of calculating Adjusted EBITDA may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. Adjusted EBITDA is not a measure of performance under GAAP, does not represent cash generated from operations as defined by GAAP and is not indicative of cash available to fund all cash needs, including distributions. This measure should not be considered as an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or cash flows or liquidity as defined by GAAP.


Net Debt to Adjusted EBITDA Ratio

Net Debt to Adjusted EBITDA Ratio is a supplemental measure derived from non-GAAP financial measures that the Company uses to evaluate our capital structure and the magnitude of our debt against our operating performance. The Company believes that investors commonly use versions of this ratio in a similar manner. In addition, financial institutions use versions of this ratio in connection with debt agreements to set pricing and covenant limitations. The Company's method of calculating Net Debt to Adjusted EBITDA may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. Reconciliations of debt and net income (both reported in accordance with GAAP) to Net Debt, EBITDAre, Adjusted EBITDA, and Net Debt to Adjusted EBITDA Ratio (each of which is a non-GAAP financial measure) are included in the following tables (unaudited, in thousands):

December 31,
2019 2018
Net Debt:
Debt $ 3,102,830 $ 2,986,054
Deferred financing costs, net 37,165 33,941
Cash and cash equivalents (528,763 ) (5,872 )
Net Debt $ 2,611,232 $ 3,014,123
Three Months Ended December 31,
2019 2018
EBITDAre and Adjusted EBITDA:
Net income $ 36,297 $ 54,031
Interest expense, net 34,907 33,515
Income tax (benefit) expense (530 ) 108
Depreciation and amortization 44,530 39,541
Gain on sale of real estate (5,648 ) (349 )
Impairment charges 23,639 10,735
Costs associated with loan refinancing or payoff 43
Equity in loss from joint ventures 905 5
EBITDAre (for the quarter) $ 134,143 $ 137,586
Severance expense 423 5,938
Transaction costs 5,784 1,583
Prepayment fees (7,391 )
Adjusted EBITDA (for the quarter) $ 140,350 $ 137,716
Adjusted EBITDA (1) $ 561,400 $ 550,864
Net Debt/Adjusted EBITDA Ratio 4.7 5.5
(1) Adjusted EBITDA for the quarter is multiplied by four to calculate an annual amount.
Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income.

Total Investments

Total investments is a non-GAAP financial measure defined as the sum of the carrying values of real estate investments (before accumulated depreciation), land held for development, property under development, mortgage notes receivable (including related accrued interest receivable), investment in direct financing leases, net, investment in joint ventures, intangible assets, gross (before accumulated amortization and included in other assets) and notes receivable and related accrued interest receivable, net (included in other assets). Total investments is a useful measure for management and investors as it illustrates across which asset categories the Company's funds have been invested. Our method of calculating total investments may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. A reconciliation of total investments to total assets (computed in accordance with GAAP) is included in the following table (unaudited, in thousands):

December 31, 2019 December 31, 2018
Total Investments:
Real estate investments, net of accumulated depreciation $ 5,197,308 $ 5,024,057
Add back accumulated depreciation on real estate investments 989,254 883,174
Land held for development 28,080 34,177
Property under development 36,756 287,546
Mortgage notes and related accrued interest receivable 357,391 517,467
Investment in direct financing leases, net 20,558
Investment in joint ventures 34,317 34,486
Intangible assets, gross (1) 57,385 51,414
Notes receivable and related accrued interest receivable, net (1) 14,026 5,445
Total investments $ 6,714,517 $ 6,858,324
Total investments $ 6,714,517 $ 6,858,324
Cash and cash equivalents 528,763 5,872
Restricted cash 2,677 12,635
Operating lease right-of-use assets 211,187
Accounts receivable 86,858 98,369
Less: accumulated depreciation on real estate investments (989,254 ) (883,174 )
Less: accumulated amortization on intangible assets (12,693 ) (8,923 )
Prepaid expenses and other current assets 35,456 48,287
Total assets $ 6,577,511 $ 6,131,390
(1) Included in other assets in the accompanying consolidated balance sheet. Other assets include the following:
December 31, 2019 December 31, 2018
Intangible assets, gross $ 57,385 $ 51,414
Less: accumulated amortization on intangible assets (12,693 ) (8,923 )
Notes receivable and related accrued interest receivable, net 14,026 5,445
Prepaid expenses and other current assets 35,456 48,287
Total other assets $ 94,174 $ 96,223

About EPR Properties

EPR Properties is a leading experiential net lease real estate investment trust (REIT), specializing in select enduring experiential properties in the real estate industry. We focus on real estate venues which create value by facilitating out of home leisure and recreation experiences where consumers choose to spend their discretionary time and money. We have over $6.7 billion in total investments across 44 states. We adhere to rigorous underwriting and investing criteria centered on key industry, property and tenant level cash flow standards. We believe our focused approach provides a competitive advantage, and the potential for higher growth and better yields. Further information is available at www.eprkc.com.


CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

With the exception of historical information, certain statements contained or incorporated by reference herein may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), such as those pertaining to our acquisition or disposition of properties, our capital resources, future expenditures for development projects, expected dividend payments, and our results of operations and financial condition. Forward-looking statements involve numerous risks and uncertainties and you should not rely on them as predictions of actual events. There is no assurance the events or circumstances reflected in the forward-looking statements will occur. You can identify forward-looking statements by use of words such as “will be,” “intend,” “continue,” “believe,” “may,” “expect,” “hope,” “anticipate,” “goal,” “forecast,” “pipeline,” “estimates,” “offers,” “plans,” “would” or other similar expressions or other comparable terms or discussions of strategy, plans or intentions contained or incorporated by reference herein. While references to commitments for investment spending are based on present commitments and agreements of the Company, we cannot provide assurance that these transactions will be completed on satisfactory terms. In addition, references to our budgeted amounts and guidance are forward-looking statements. Forward-looking statements necessarily are dependent on assumptions, data or methods that may be incorrect or imprecise. In particular, the anticipated gaming venue investment is subject to the parties' entry into definitive agreements, as well as the completion of confirmatory due diligence, and the closing of such transaction will be subject to customary closing conditions to be included in the definitive agreements, including regulatory approvals. There can be no assurances that definitive agreements will be entered into or that the investment will be consummated in the time presently expected, if at all. These forward-looking statements represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Many of the factors that will determine these items are beyond our ability to control or predict. For further discussion of these factors see “Item 1A. Risk Factors” in our most recent Annual Report on Form 10-K and, to the extent applicable, our Quarterly Reports on Form 10-Q.

For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date hereof or the date of any document incorporated by reference herein. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Except as required by law, we do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date hereof.

EPR Properties

Brian Moriarty, 888-EPR-REIT

www.eprkc.com

q42019earningscall

Fourth Quarter and Year End 2019 Earnings Call February 25, 2020


INTRODUCTORY COMMENTS This information is as of the date indicated and, to our knowledge, was timely and accurate when presented. We are under no obligation to update or remove outdated information other than as required by applicable law or regulation. 2


HEADLINES 1. Strategic Refocus Creates a Stronger Company 3


HEADLINES 1. Strategic Refocus Creates a Stronger Company 2. Experiential Opportunity Sets the Stage for Growth 4


HEADLINES 1. Strategic Refocus Creates a Stronger Company 2. Experiential Opportunity Sets the Stage for Growth 3. Seizing the Opportunity – Concerted Acquisition Process Begins Paying Off 5


HEADLINES 1. Strategic Refocus Creates a Stronger Company 2. Experiential Opportunity Sets the Stage for Growth 3. Seizing the Opportunity – Concerted Acquisition Process Begins Paying Off 4. Introducing Guidance for 2020 6


PORTFOLIO UPDATE 7


PORTFOLIO OVERVIEW Portfolio Snapshot Q4 Update $6.7B Total Investments* Investment Spending $110M Occupancy at 99% Proceeds from Dispositions 370 Properties, 65 Operators $492.7M overall ** Company-level rent coverage 1.92x $477.3M from charter school sales * See investor supplemental for the applicable period for definitions and calculations of this Non-GAAP measure ** Coverage numerator is customer's store level EBITDARM and denominator is EPR's minimum rent or interest (excludes non-cash straight-line rent or interest income from the effective interest method of accounting). Coverage is weighted average. Theatres, Eat and Play, Experiential Lodging, Cultural, Fitness and Wellness, and Early Childhood Education data is TTM September 2019. Attractions data is TTM August 2019. Private School data is TTM June 2019. Ski data is TTM April 2019. 8


EXPERIENTIAL PORTFOLIO PORTFOLIO HIGHLIGHTS 282 PROPERTIES IN SERVICE 48 OPERATORS 99% OCCUPIED $6B Investment Spending INVESTED* • Alyeska Resort for $37M • 3 Theatres for $48.6M 2 PROPERTIES UNDER DEVELOPMENT * See investor supplemental for the applicable period for definitions and calculations of this Non-GAAP measure 9


INVESTING STRATEGY 10


FINANCIAL REVIEW 11


FINANCIAL HIGHLIGHTS Financial Performance* Quarter ended December 31, 2019 2018 $ Change % Change Total Revenue (Continuing Ops) $170.3 $150.9 $19.4 13% Net Income - Common 30.3 48.0 (17.7) (37%) FFO – Common* 93.0 97.7 (4.7) (5%) FFO as adj. – Common* 99.7 105.1 (5.4) (5%) Net Income/share – Common 0.39 0.65 (0.26) (40%) FFO/share – Common* 1.18 1.30 (0.12) (9%) FFO/share - Common, as adj.* 1.26 1.39 (0.13) (9%) (In millions except per-share data) * See investor supplementals for the applicable periods for definitions and calculations of these non- GAAP measures 12


FINANCIAL HIGHLIGHTS Financial Performance* Year ended December 31, 2019 2018 $ Change % Change Total Revenue (Continuing Ops) $652.0 $639.9 $12.1 2% Net Income - Common 178.1 242.8 (64.7) (27%) FFO – Common* 338.6 414.3 (75.7) (18%) FFO as adj. – Common* 423.2 460.4 (37.2) (8%) Net Income/share – Common 2.32 3.27 (0.95) (29%) FFO/share – Common* 4.39 5.51 (1.12) (20%) FFO/share - Common, as adj.* 5.44 6.10 (0.66) (11%) (In millions except per-share data) * See investor supplementals for the applicable periods for definitions and calculations of these non- GAAP measures 13


FINANCIAL HIGHLIGHTS Key Ratios* Quarter ended December 31, 2019 2018 Net debt to Adjusted EBITDA 4.7x 5.5x Fixed charge coverage 3.3x 3.3x Debt service coverage 3.8x 3.8x Net debt to gross assets (book) 35% 43% Net debt to gross assets (market) 31% 37% FFO as adjusted payout 89% 78% * See investor supplementals for the applicable periods for definitions and calculations for these non-GAAP measures. Net debt to Adjusted EBITDA and coverage ratios exclude all termination and prepayment fees. 14


CAPITAL MARKETS UPDATE Total Debt is $3.1B at 12/31/19 • All is fixed rate or fixed through int. rate swaps; wtd. avg. = 4.3% • No balance on $1B revolver; $528.8M unrestricted cash • Weighted average debt maturity ~7 years; No debt maturities until 2023 Low Cost Equity Issuance Through DSPP • Issued 0.2M common shares in Q4 for net proceeds of $17M • YE total = 4.0M common shares for net proceeds of $306M 15


INTRODUCING 2020 GUIDANCE 2020 Guidance FFO AS ADJUSTED PER SHARE $5.19 - $5.39 INVESTMENT SPENDING $1.6B - $1.8B DISPOSITION PROCEEDS $50M - $100M 16


CLOSING COMMENTS 17


EPR Properties 909 Walnut Street, Suite 200 Kansas City, MO 64106 www.eprkc.com 816-472-1700 info@eprkc.com


		Exhibit

Exhibit 99.3

eprsupplementalcoverd1.jpg

Supplemental Operating and Financial Data
Fourth Quarter and Year Ended December 31, 2019

TABLE OF CONTENTS
SECTION PAGE
Company Profile 4
Investor Information 5
Selected Financial Information 6
Selected Balance Sheet Information 7
Selected Operating Data 8
Funds From Operations and Funds From Operations as Adjusted 9
Adjusted Funds From Operations 10
Capital Structure 11
Summary of Ratios 16
Summary of Mortgage Notes Receivable 17
Investment Spending and Disposition Summaries 18
Property Under Development - Investment Spending Estimates 19
Annualized Adjusted Revenue by Property Type 20
Lease Expirations 21
Top Ten Customers by Total Revenue 22
Net Asset Value (NAV) Components 23
Guidance 24
Definitions-Non-GAAP Financial Measures 25
Appendix-Reconciliation of Certain Non-GAAP Financial Measures 28
Q4 2019 Supplemental Page 2
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CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

With the exception of historical information, certain statements contained or incorporated by reference herein may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), such as those pertaining to our acquisition or disposition of properties, our capital resources, future expenditures for development projects, and our results of operations and financial condition. Forward-looking statements involve numerous risks and uncertainties and you should not rely on them as predictions of actual events. There is no assurance the events or circumstances reflected in the forward-looking statements will occur. You can identify forward-looking statements by use of words such as “will be,” “intend,” “continue,” “believe,” “may,” “expect,” “hope,” “anticipate,” “goal,” “forecast,” “pipeline,” “estimates,” “offers,” “plans,” “would,” or other similar expressions or other comparable terms or discussions of strategy, plans or intentions contained or incorporated by reference herein. While references to commitments for investment spending are based on present commitments and agreements of the Company, we cannot provide assurance that these transactions will be completed on satisfactory terms. In addition, references to our budgeted amounts and guidance are forward-looking statements. Forward-looking statements necessarily are dependent on assumptions, data or methods that may be incorrect or imprecise. In particular, the anticipated gaming venue investment is subject to the parties' entry into definitive agreements, as well as the completion of confirmatory due diligence, and the closing of such transaction will be subject to customary closing conditions to be included in the definitive agreements, including regulatory approvals. There can be no assurances that definitive agreements will be entered into or that the investment will be consummated in the time presently expected, if at all. These forward-looking statements represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Many of the factors that will determine these items are beyond our ability to control or predict. For further discussion of these factors see “Item 1A. Risk Factors” in our most recent Annual Report on Form 10-K and, to the extent applicable, our Quarterly Reports on Form 10-Q.

For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date hereof or the date of any document incorporated by reference herein. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Except as required by law, we do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date hereof.

NON-GAAP INFORMATION

This document contains certain non-GAAP measures. These non-GAAP measures, as calculated by the Company, are not necessarily comparable to similarly titled measures reported by other companies. Additionally, these non-GAAP measures are not measurements of financial performance or liquidity under GAAP and should not be considered alternatives to the Company's other financial information determined under GAAP. See pages 25 through 27 for definitions of certain non-GAAP financial measures used in this document and the reconciliations of certain non-GAAP measures on pages 9 and 10 and in the Appendix on pages 28 through 33.

Q4 2019 Supplemental Page 3

| COMPANY PROFILE | | --- || THE COMPANY | COMPANY STRATEGY | | --- | --- | | EPR Properties ("EPR" or the "Company") is a self-administered and self-managed real estate investment trust. EPR was formed in August 1997 as a Maryland real estate investment trust ("REIT"), and an initial public offering was completed on November 18, 1997. | EPR's primary business objective is to enhance shareholder value by achieving predictable growth in Funds from Operations As Adjusted ("FFOAA") and dividends per share. | | Since that time, the Company has been a leading Experiential net lease REIT, specializing in select enduring experiential properties. We are focused on growing our Experiential portfolio with properties that offer a variety of enduring, congregate entertainment, recreation and leisure activities. Separately, our Education portfolio is a legacy investment that provides additional geographic and operator diversity. | Our strategic growth is focused on acquiring or developing experiential real estate venues which create value by facilitating out of home congregate entertainment, recreation and leisure experiences where consumers choose to spend their discretionary time and money. These are properties which make up the social infrastructure of society. | | | This focus is consistent with our depth of knowledge across each of our property types, creating a competitive advantage that allows us to more quickly identify key market trends. We deliberately apply information and our ingenuity to target properties that represent logical extensions within each of our existing property types or potential future investments. | | | As part of our strategic planning and portfolio management process we assess new opportunities against the following underwriting principles: || BUILDING THE PREMIER EXPERIENTIAL REAL ESTATE PORTFOLIO | | --- | | Q4 2019 Supplemental | Page 4 | | --- | --- |


INVESTOR INFORMATION
SENIOR MANAGEMENT
Greg Silvers Mark Peterson
President and Chief Executive Officer Executive Vice President and Chief Financial Officer
Craig Evans Greg Zimmerman
Executive Vice President, General Counsel and Secretary Executive Vice President and Chief Investment Officer
Tonya Mater Mike Hirons
Vice President and Chief Accounting Officer Senior Vice President - Asset Management COMPANY INFORMATION
--- ---
CORPORATE HEADQUARTERS TRADING SYMBOLS
909 Walnut Street, Suite 200 Common Stock:
Kansas City, MO 64106 EPR
888-EPR-REIT Preferred Stock:
www.eprkc.com EPR-PrC
EPR-PrE
STOCK EXCHANGE LISTING EPR-PrG
New York Stock Exchange EQUITY RESEARCH COVERAGE
--- --- ---
Bank of America Merrill Lynch Jeffrey Spector/Joshua Dennerlein 646-855-1363
Citi Global Markets Michael Bilerman/Nick Joseph 212-816-4471
Janney Montgomery Scott Rob Stevenson 646-840-3217
J.P. Morgan Anthony Paolone/Nikita Bely 212-622-6682
Kansas City Capital Associates Jonathan Braatz 816-932-8019
Keybanc Capital Markets Jordan Sadler/Craig Mailman 917-368-2280
Ladenburg Thalmann John Massocca 212-409-2056
Raymond James & Associates Collin Mings 727-567-2585
RBC Capital Markets Michael Carroll 440-715-2649
Stifel Simon Yarmak 443-224-1345
SunTrust Robinson Humphrey Ki Bin Kim 212-303-4124

EPR Properties is followed by the analysts identified above. Please note that any opinions, estimates, forecasts or recommendations regarding EPR Properties’ performance made by these analysts are theirs alone and do not represent opinions, estimates, forecasts or recommendations of EPR Properties or its management. EPR Properties does not by its reference above or distribution imply its endorsement of or concurrence with such information, conclusions or recommendations.

Q4 2019 Supplemental Page 5

SELECTED FINANCIAL INFORMATION
(UNAUDITED, DOLLARS AND SHARES IN THOUSANDS)
THREE MONTHS ENDED DECEMBER 31, YEAR ENDED DECEMBER 31,
Operating Information: 2019 2018 2019 2018
Revenue (1) $ 170,346 $ 150,917 $ 651,969 $ 639,921
Net income available to common shareholders of EPR Properties 30,263 47,997 178,107 242,841
EBITDAre (2) 134,143 137,586 539,038 608,917
Adjusted EBITDA (2) 140,350 137,716 562,531 545,933
Interest expense, net (1) 34,914 33,584 142,002 135,870
Capitalized interest 273 2,669 5,326 9,904
Straight-lined rental revenue 3,516 3,216 13,552 10,229
Dividends declared on preferred shares 6,034 6,034 24,136 24,142
Dividends declared on common shares 88,269 80,292 346,216 321,119
General and administrative expense 10,831 12,165 46,371 48,889
DECEMBER 31,
Balance Sheet Information: 2019 2018
Total assets $ 6,577,511 $ 6,131,390
Accumulated depreciation 989,254 883,174
Total assets before accumulated depreciation (gross assets) 7,566,765 7,014,564
Cash and cash equivalents 528,763 5,872
Debt 3,102,830 2,986,054
Deferred financing costs, net 37,165 33,941
Net debt (2) 2,611,232 3,014,123
Equity 3,005,805 2,865,023
Common shares outstanding 78,463 74,348
Total market capitalization (using EOP closing price) 8,524,889 8,145,652
Net debt/total market capitalization 31 % 37 %
Net debt/gross assets 35 % 43 %
Net debt/Adjusted EBITDA (3) 4.7 5.5
Adjusted net debt/Annualized adjusted EBITDA (2)(4)(5) 4.8 5.4
(1) Excludes discontinued operations.
(2) See pages 25 through 27 for definitions. See calculation as applicable on page 33.
(3) Adjusted EBITDA is for the quarter multiplied times four. See pages 25 through 27 for definitions. See calculation on page 33.
(4) Adjusted net debt is net debt less 40% times property under development. See pages 25 through 27 for definitions.
(5) Annualized adjusted EBITDA is adjusted EBITDA for the quarter further adjusted for in-service and disposed projects, percentage rent and participating interest and other non-recurring items which is then multiplied times four. These calculations can be found on page 33 under the reconciliation of Adjusted EBITDA and Annualized Adjusted EBITDA. See pages 25 through 27 for definitions.
Q4 2019 Supplemental Page 6
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SELECTED BALANCE SHEET INFORMATION
(UNAUDITED, DOLLARS IN THOUSANDS)
ASSETS 4TH QUARTER 2019 3ND QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018 3RD QUARTER 2018
Real estate investments $ 6,186,562 $ 6,558,790 $ 6,553,052 $ 5,992,707 $ 5,907,231 $ 5,740,235
Less: accumulated depreciation (989,254 ) (989,480 ) (954,806 ) (920,409 ) (883,174 ) (848,280 )
Land held for development 28,080 28,080 28,080 28,080 34,177 31,076
Property under development 36,756 31,825 80,695 315,237 287,546 289,228
Operating lease right-of-use assets 211,187 219,459 220,758 211,299
Mortgage notes and related accrued interest receivable 357,391 413,695 550,131 527,627 517,467 572,700
Investment in direct financing leases, net 20,727 20,675 20,616 20,558 20,495
Investment in joint ventures 34,317 35,222 35,658 35,188 34,486 5,018
Cash and cash equivalents 528,763 115,839 6,927 11,116 5,872 74,153
Restricted cash 2,677 5,929 5,010 11,166 12,635 22,031
Accounts receivable 86,858 99,190 108,433 111,146 98,369 104,757
Other assets 94,174 94,014 92,042 87,458 96,223 102,657
Total assets $ 6,577,511 $ 6,633,290 $ 6,746,655 $ 6,431,231 $ 6,131,390 $ 6,114,070
LIABILITIES AND EQUITY
Liabilities:
Accounts payable and accrued liabilities $ 122,939 $ 121,351 $ 126,015 $ 117,746 $ 168,463 $ 138,829
Operating lease liabilities 235,650 244,358 245,372 235,612
Common dividends payable 29,424 29,340 29,084 28,306 26,765 26,761
Preferred dividends payable 6,034 6,034 6,034 6,034 6,034 6,036
Unearned rents and interest 74,829 89,797 78,629 85,012 79,051 90,287
Line of credit 240,000 70,000 30,000
Deferred financing costs, net (37,165 ) (38,384 ) (31,957 ) (32,838 ) (33,941 ) (35,033 )
Other debt 3,139,995 3,139,995 3,008,580 3,008,580 2,989,995 2,989,995
Total liabilities 3,571,706 3,592,491 3,701,757 3,518,452 3,266,367 3,216,875
Equity:
Common stock and additional paid-in-capital 3,835,674 3,815,278 3,759,032 3,597,916 3,505,266 3,497,055
Preferred stock at par value 148 148 148 148 148 148
Treasury stock (147,435 ) (147,435 ) (147,143 ) (146,906 ) (130,728 ) (129,801 )
Accumulated other comprehensive income 7,275 4,659 5,174 8,397 12,085 19,246
Distributions in excess of net income (689,857 ) (631,851 ) (572,313 ) (546,776 ) (521,748 ) (489,453 )
Total equity 3,005,805 3,040,799 3,044,898 2,912,779 2,865,023 2,897,195
Total liabilities and equity $ 6,577,511 $ 6,633,290 $ 6,746,655 $ 6,431,231 $ 6,131,390 $ 6,114,070
Q4 2019 Supplemental Page 7
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SELECTED OPERATING DATA
(UNAUDITED, DOLLARS IN THOUSANDS)
4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018 3RD QUARTER 2018
Rental revenue $ 154,765 $ 150,962 $ 147,003 $ 140,292 $ 133,491 $ 128,953
Other income 8,386 11,464 5,726 344 435 365
Mortgage and other financing income 7,195 6,930 9,011 9,891 16,991 31,675
Total revenue 170,346 169,356 161,740 150,527 150,917 160,993
Property operating expense 16,097 14,494 14,597 15,551 8,285 6,668
Other expense 10,173 11,403 8,091 325 118
General and administrative expense 10,831 11,600 12,230 11,710 12,165 11,424
Severance expense 423 1,521 420 5,938
Costs associated with loan refinancing or payoff 38,269
Interest expense, net 34,914 36,667 36,458 33,963 33,584 33,717
Transaction costs 5,784 5,959 6,923 5,123 1,583 1,101
Impairment charges 2,206 10,735
Depreciation and amortization 42,398 41,644 38,790 36,002 35,728 34,840
Income before equity in (loss) income from joint ventures and other items 47,520 7,799 44,651 47,758 42,574 73,125
Equity in (loss) income from joint ventures (905 ) (435 ) 470 489 (5 ) 20
Gain (loss) on sale of real estate 3,717 845 (388 ) 349 2,215
Gain on sale of investment in direct financing leases 5,514
Income tax benefit (expense) 530 600 1,300 605 (108 ) (515 )
Income from continuing operations 50,862 8,809 46,421 48,464 42,810 80,359
Discontinued operations:
Income from discontinued operations before other items 4,937 11,736 10,399 10,169 11,221 11,474
Impairment on public charter school portfolio sale (21,433 )
Gain on sale of real estate from discontinued operations 1,931 13,458 9,774 6,716
(Loss) income from discontinued operations (14,565 ) 25,194 20,173 16,885 11,221 11,474
Net income 36,297 34,003 66,594 65,349 54,031 91,833
Preferred dividend requirements (6,034 ) (6,034 ) (6,034 ) (6,034 ) (6,034 ) (6,036 )
Net income available to common shareholders of EPR Properties $ 30,263 $ 27,969 $ 60,560 $ 59,315 $ 47,997 $ 85,797
Q4 2019 Supplemental Page 8
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FUNDS FROM OPERATIONS AND FUNDS FROM OPERATIONS AS ADJUSTED
(UNAUDITED, DOLLARS IN THOUSANDS EXCEPT PER SHARE INFORMATION)
FUNDS FROM OPERATIONS ("FFO") (1): 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018 3RD QUARTER 2018
Net income available to common shareholders of EPR Properties $ 30,263 $ 27,969 $ 60,560 $ 59,315 $ 47,997 $ 85,797
Gain on sale of real estate (5,648 ) (14,303 ) (9,774 ) (6,328 ) (349 ) (2,215 )
Gain on sale of investment in direct financing leases (5,514 )
Impairment charges 23,639 10,735
Real estate depreciation and amortization 44,242 44,863 42,098 39,514 39,297 38,388
Allocated share of joint venture depreciation 551 553 554 555 56 54
FFO available to common shareholders of EPR Properties $ 93,047 $ 59,082 $ 93,438 $ 93,056 $ 97,736 $ 116,510
FFO available to common shareholders of EPR Properties $ 93,047 $ 59,082 $ 93,438 $ 93,056 $ 97,736 $ 116,510
Add: Preferred dividends for Series C preferred shares 1,937 1,939 1,939 1,939 1,940
Add: Preferred dividends for Series E preferred shares 1,939 1,939 1,939 1,939 1,939
Diluted FFO available to common shareholders of EPR Properties $ 96,923 $ 59,082 $ 97,316 $ 96,934 $ 101,614 $ 120,389
FUNDS FROM OPERATIONS AS ADJUSTED ("FFOAA") (1):
FFO available to common shareholders of EPR Properties $ 93,047 $ 59,082 $ 93,438 $ 93,056 $ 97,736 $ 116,510
Costs associated with loan refinancing or payoff 43 38,407
Transaction costs 5,784 5,959 6,923 5,123 1,583 1,101
Severance expense 423 1,521 420 5,938
Termination fee included in gain on sale 1,217 11,324 6,533 5,001 1,864
Deferred income tax (benefit) expense (847 ) (984 ) (1,675 ) (609 ) (182 ) 92
FFO as adjusted available to common shareholders of EPR Properties $ 99,667 $ 115,309 $ 105,219 $ 102,991 $ 105,075 $ 119,567
FFO as adjusted available to common shareholders of EPR Properties $ 99,667 $ 115,309 $ 105,219 $ 102,991 $ 105,075 $ 119,567
Add: Preferred dividends for Series C preferred shares 1,937 1,939 1,939 1,939 1,939 1,940
Add: Preferred dividends for Series E preferred shares 1,939 1,939 1,939 1,939 1,939 1,939
Diluted FFO as adjusted available to common shareholders of EPR Properties $ 103,543 $ 119,187 $ 109,097 $ 106,869 $ 108,953 $ 123,446
FFO per common share:
Basic $ 1.19 $ 0.76 $ 1.23 $ 1.25 $ 1.31 $ 1.57
Diluted 1.18 0.76 1.22 1.23 1.30 1.54
FFO as adjusted per common share:
Basic $ 1.27 $ 1.49 $ 1.38 $ 1.38 $ 1.41 $ 1.61
Diluted 1.26 1.46 1.36 1.36 1.39 1.58
Shares used for computation (in thousands):
Basic 78,456 77,632 76,164 74,679 74,343 74,345
Diluted 78,485 77,664 76,199 74,725 74,402 74,404
Effect of dilutive Series C preferred shares 2,184 2,170 2,158 2,145 2,133 2,122
Effect of dilutive Series E preferred shares 1,640 1,634 1,628 1,622 1,615 1,610
Adjusted weighted-average shares outstanding-diluted Series C and Series E 82,309 81,468 79,985 78,492 78,150 78,136
(1) See pages 25 through 27 for definitions.
Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income.
Q4 2019 Supplemental Page 9
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ADJUSTED FUNDS FROM OPERATIONS
(UNAUDITED, DOLLARS IN THOUSANDS EXCEPT PER SHARE INFORMATION)
ADJUSTED FUNDS FROM OPERATIONS ("AFFO") (1): 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018 3RD QUARTER 2018
FFO available to common shareholders of EPR Properties $ 93,047 $ 59,082 $ 93,438 $ 93,056 $ 97,736 $ 116,510
Adjustments:
Costs associated with loan refinancing or payoff 43 38,407
Transaction costs 5,784 5,959 6,923 5,123 1,583 1,101
Severance expense 423 1,521 420 5,938
Termination fees included in gain on sale 1,217 11,324 6,533 5,001 1,864
Deferred income tax (benefit) expense (847 ) (984 ) (1,675 ) (609 ) (182 ) 92
Non-real estate depreciation and amortization 288 271 257 229 244 235
Deferred financing fees amortization 1,621 1,552 1,517 1,502 1,490 1,470
Share-based compensation expense to management and trustees 3,349 3,372 3,283 3,177 3,816 3,687
Amortization of above/below market leases, net and tenant allowances (119 ) (107 ) (58 ) (59 ) (54 ) (55 )
Maintenance capital expenditures (2) (2,276 ) (2,370 ) (510 ) (297 ) (336 ) (540 )
Straight-lined rental revenue (3,516 ) (4,399 ) (3,223 ) (2,414 ) (3,216 ) (3,079 )
Non-cash portion of mortgage and other financing income (91 ) (237 ) (1,069 ) (1,014 ) (784 ) (819 )
AFFO available to common shareholders of EPR Properties $ 98,923 $ 113,391 $ 105,416 $ 104,115 $ 106,235 $ 120,466
AFFO available to common shareholders of EPR Properties $ 98,923 $ 113,391 $ 105,416 $ 104,115 $ 106,235 $ 120,466
Add: Preferred dividends for Series C preferred shares 1,937 1,939 1,939 1,939 1,939 1,940
Add: Preferred dividends for Series E preferred shares 1,939 1,939 1,939 1,939 1,939 1,939
Diluted AFFO available to common shareholders of EPR Properties $ 102,799 $ 117,269 $ 109,294 $ 107,993 $ 110,113 $ 124,345
Weighted average diluted shares outstanding (in thousands) 78,485 77,664 76,199 74,725 74,402 74,404
Effect of dilutive Series C preferred shares 2,184 2,170 2,158 2,145 2,133 2,122
Effect of dilutive Series E preferred shares 1,640 1,634 1,628 1,622 1,615 1,610
Adjusted weighted-average shares outstanding-diluted 82,309 81,468 79,985 78,492 78,150 78,136
AFFO per diluted common share $ 1.25 $ 1.44 $ 1.37 $ 1.38 $ 1.41 $ 1.59
Dividends declared per common share $ 1.125 $ 1.125 $ 1.125 $ 1.125 $ 1.080 $ 1.080
AFFO payout ratio (3) 90 % 78 % 82 % 82 % 77 % 68 %
(1) See pages 25 through 27 for definitions.
(2) Includes maintenance capital expenditures and certain second generation tenant improvements and leasing commissions.
(3) AFFO payout ratio is calculated by dividing dividends declared per common share by AFFO per diluted common share.
Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income.
Q4 2019 Supplemental Page 10
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CAPITAL STRUCTURE AS OF DECEMBER 31, 2019
(UNAUDITED, DOLLARS IN THOUSANDS)
CONSOLIDATED DEBT
PRINCIPAL PAYMENTS DUE ON DEBT:
UNSECURED CREDIT FACILITY (3) UNSECURED SENIOR NOTES TOTAL WEIGHTED AVG INTEREST RATE
YEAR
2020 $ $ $ —%
2021 —%
2022 —%
2023 275,000 675,000 4.02%
2024 148,000 148,000 4.35%
2025 300,000 300,000 4.50%
2026 642,000 642,000 4.69%
2027 450,000 450,000 4.50%
2028 400,000 400,000 4.95%
2029 500,000 500,000 3.75%
2030 —%
Thereafter 24,995 1.39%
Less: deferred financing costs, net (37,165 ) —%
$ $ 2,715,000 $ 3,102,830 4.34%
BALANCE WEIGHTED AVG INTEREST RATE WEIGHTED AVG MATURITY
Fixed rate unsecured debt (1) $ 3,115,000 4.37 % 6.54
Fixed rate secured debt (2) 24,995 1.39 % 27.58
Less: deferred financing costs, net (37,165 ) %
Total $ 3,102,830 4.34 % 6.71
(1) Includes 400 million of term loan that has been fixed through interest rate swaps through February 7, 2022.
(2) Includes 25 million of secured bonds that have been fixed through interest rate swaps through September 30, 2024.
(3) Unsecured Revolving Credit Facility Summary:
BALANCE RATE
AT 12/31/2019 MATURITY AT 12/31/2019
- February 27, 2022 2.88%

All values are in US Dollars.

Q4 2019 Supplemental Page 11

CAPITAL STRUCTURE AS OF DECEMBER 31, 2019 AND 2018
(UNAUDITED, DOLLARS IN THOUSANDS)
CONSOLIDATED DEBT (continued)
SUMMARY OF DEBT: December 31, 2019 December 31, 2018
Senior unsecured notes payable, 5.75%, prepaid in full during the third quarter 2019 $ $ 350,000
Unsecured revolving variable rate credit facility, LIBOR + 1.00%, due February 27, 2022 30,000
Unsecured term loan payable, LIBOR + 1.10%, $350,000 fixed at 3.15% and $50,000 fixed at 3.35% through February 7, 2022, due February 27, 2023 400,000 400,000
Senior unsecured notes payable, 5.25%, due July 15, 2023 275,000 275,000
Senior unsecured notes payable, 4.35%, due August 22, 2024 148,000 148,000
Senior unsecured notes payable, 4.50%, due April 1, 2025 300,000 300,000
Senior unsecured notes payable, 4.56%, due August 22, 2026 192,000 192,000
Senior unsecured notes payable, 4.75%, due December 15, 2026 450,000 450,000
Senior unsecured notes payable, 4.50%, due June 1, 2027 450,000 450,000
Senior unsecured notes payable, 4.95%, due April 15, 2028 400,000 400,000
Senior unsecured notes payable, 3.75%, due August 15, 2029 500,000
Bonds payable, variable rate, fixed at 1.39% through September 30, 2024, due August 1, 2047 24,995 24,995
Less: deferred financing costs, net (37,165 ) (33,941 )
Total debt $ 3,102,830 $ 2,986,054
Q4 2019 Supplemental Page 12
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CAPITAL STRUCTURE
SENIOR NOTES
SENIOR DEBT RATINGS AS OF DECEMBER 31, 2019
Moody's Baa2 (stable)
Fitch BBB- (stable)
Standard and Poor's BBB- (stable)
SUMMARY OF COVENANTS
The Company has outstanding public senior unsecured notes with fixed interest rates of 3.75%, 4.50%, 4.75%, 4.95% and 5.25%. Interest on these notes is paid semiannually. These public senior unsecured notes contain various covenants, including: (i) a limitation on incurrence of any debt that would cause the Company's debt to adjusted total assets ratio to exceed 60%; (ii) a limitation on incurrence of any secured debt which would cause the Company’s secured debt to adjusted total assets ratio to exceed 40%; (iii) a limitation on incurrence of any debt which would cause the Company’s debt service coverage ratio to be less than 1.5 times; and (iv) the maintenance at all times of total unencumbered assets not less than 150% of the Company’s outstanding unsecured debt.
The following is a summary of the key financial covenants for the Company's 3.75%, 4.50%, 4.75%, 4.95% and 5.25% public senior unsecured notes, as defined and calculated per the terms of the notes. These calculations, which are not based on U.S. generally accepted accounting principles, or GAAP, measurements, are presented to investors to show the Company's ability to incur additional debt under the terms of the senior unsecured notes only and are not measures of the Company's liquidity or performance. The actual amounts as of December 31, 2019 and September 30, 2019 are:
Actual Actual
NOTE COVENANTS Required 4th Quarter 2019 (1) 3rd Quarter 2019 (1)
Limitation on incurrence of total debt (Total Debt/Total Assets) ≤ 60% 42% 41%
Limitation on incurrence of secured debt (Secured Debt/Total Assets) ≤ 40% —% —%
Debt service coverage (Consolidated Income Available for Debt Service/Annual Debt Service) - trailing twelve months ≥ 1.5 x 3.9x 3.9x
Maintenance of total unencumbered assets (Unencumbered Assets/Unsecured Debt) ≥ 150% of unsecured debt 225% 226%
(1) See page 14 for details of calculations.
Q4 2019 Supplemental Page 13
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CAPITAL STRUCTURE
SENIOR NOTES
(UNAUDITED, DOLLARS IN THOUSANDS)
COVENANT CALCULATIONS
TOTAL ASSETS: December 31, 2019 TOTAL DEBT: December 31, 2019
Total Assets per balance sheet $ 6,577,511 Secured debt obligations $ 24,995
Add: accumulated depreciation 989,254 Unsecured debt obligations:
Less: intangible assets, net (44,692 ) Unsecured debt 3,115,000
Total Assets $ 7,522,073 Outstanding letters of credit
Guarantees
Derivatives at fair market value, net, if liability 3,442
Total unsecured debt obligations: 3,118,442
TOTAL UNENCUMBERED ASSETS: December 31, 2019 Total Debt $ 3,143,437
Unencumbered real estate assets, gross $ 6,422,723
Cash and cash equivalents 528,763
Land held for development 28,080
Property under development 36,756
Total Unencumbered Assets $ 7,016,322
CONSOLIDATED INCOME AVAILABLE FOR DEBT SERVICE: 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 TRAILING TWELVE MONTHS
Adjusted EBITDA per bond documents $ 140,350 $ 147,196 (1) $ 140,606 $ 136,619 (1) $ 564,771
Less: straight-line rental revenue (3,516 ) (4,399 ) (3,223 ) (2,414 ) (13,552 )
CONSOLIDATED INCOME AVAILABLE FOR DEBT SERVICE $ 136,834 $ 142,797 $ 137,383 $ 134,205 $ 551,219
ANNUAL DEBT SERVICE:
Interest expense, gross $ 36,442 $ 37,575 $ 37,999 $ 37,138 $ 149,154
Less: deferred financing fees amortization (1,621 ) (1,552 ) (1,517 ) (1,502 ) (6,192 )
ANNUAL DEBT SERVICE $ 34,821 $ 36,023 $ 36,482 $ 35,636 $ 142,962
DEBT SERVICE COVERAGE 3.9 4.0 3.8 3.8 3.9
(1) Includes prepayment fees.
Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income.
Q4 2019 Supplemental Page 14
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CAPITAL STRUCTURE AS OF DECEMBER 31, 2019
(UNAUDITED, DOLLARS IN THOUSANDS EXCEPT SHARE INFORMATION)
EQUITY
SECURITY PRICE PER SHARE AT DECEMBER 31, 2019 LIQUIDIATION PREFERENCE DIVIDEND RATE CONVERTIBLE CONVERSION RATIO AT DECEMBER 31, 2019 CONVERSION PRICE AT DECEMBER 31, 2019
Common shares $70.64 N/A (1) N/A N/A N/A
Series C $31.40 $134,851 5.750% Y 0.4049 $61.74
Series E $38.19 $86,185 9.000% Y 0.4759 $52.53
Series G $25.82 $150,000 5.750% N N/A N/A
CALCULATION OF TOTAL MARKET CAPITALIZATION:
Common shares outstanding at December 31, 2019 multiplied by closing price at December 31, 2019 $ 5,542,621
Aggregate liquidation value of Series C preferred shares (2) 134,851
Aggregate liquidation value of Series E preferred shares (2) 86,185
Aggregate liquidation value of Series G preferred shares (2) 150,000
Net debt at December 31, 2019 (3) 2,611,232
Total consolidated market capitalization $ 8,524,889
(1) Total monthly dividends declared in the fourth quarter of 2019 were 1.125 per share.
(2) Excludes accrued unpaid dividends at December 31, 2019.
(3) See pages 25 through 27 for definitions.

All values are in US Dollars.

Q4 2019 Supplemental Page 15

SUMMARY OF RATIOS
(UNAUDITED)
4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018 3RD QUARTER 2018
Net debt to total market capitalization 31% 32% 34% 33% 37% 35%
Net debt to gross assets 35% 40% 42% 42% 43% 42%
Net debt/Adjusted EBITDA (1)(2) 4.7 5.2 5.8 5.7 5.5 5.3
Adjusted net debt/Annualized adjusted EBITDA (3)(4) 4.8 5.2 5.5 5.4 5.4 5.3
Interest coverage ratio (5) 3.8 3.8 3.7 3.7 3.8 3.8
Fixed charge coverage ratio (5) 3.3 3.3 3.2 3.2 3.3 3.3
Debt service coverage ratio (5) 3.8 3.8 3.7 3.7 3.8 3.8
FFO payout ratio (6) 95% 148% 92% 91% 83% 70%
FFO as adjusted payout ratio (7) 89% 77% 83% 83% 78% 68%
AFFO payout ratio (8) 90% 78% 82% 82% 77% 68%
(1) See pages 25 through 27 for definitions.
(2) Adjusted EBITDA is for the quarter multiplied times four. See calculation on page 33.
(3) Adjusted net debt is net debt less 40% times property under development. See pages 25 through 27 for definitions.
(4) Annualized adjusted EBITDA is Adjusted EBITDA for the quarter further adjusted for in-service and disposed projects, percentage rent and participating interest and other non-recurring items which is then multiplied times four. These calculations can be found on page 33 under the reconciliation of Adjusted EBITDA and Annualized Adjusted EBITDA. See pages 25 through 27 for definitions.
(5) See page 29 for detailed calculation.
(6) FFO payout ratio is calculated by dividing dividends declared per common share by FFO per diluted common share.
(7) FFO as adjusted payout ratio is calculated by dividing dividends declared per common share by FFO as adjusted per diluted common share.
(8) AFFO payout ratio is calculated by dividing dividends declared per common share by AFFO per diluted common share.
Q4 2019 Supplemental Page 16
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SUMMARY OF MORTGAGE NOTES RECEIVABLE
(UNAUDITED, DOLLARS IN THOUSANDS)
DESCRIPTION INTEREST RATE PAYOFF DATE/MATURITY DATE DECEMBER 31, 2019 DECEMBER 31, 2018
Three attraction properties Kansas City, Kansas, New Braunfels, Texas and South Padre Island, Texas 7.00% and 10.00% 7/1/2019 $ $ 179,846
Public charter school property Jersey City, New Jersey 10.00% 7/10/2019 15,652
Public charter school property Vineland, New Jersey 9.95% 11/1/2019 9,839
Eight public charter school properties Indiana, Ohio, South Carolina and Pennsylvania 7.00% 11/22/2019 54,535
Public charter school property St. Paul, Minnesota 8.93% to 9.38% 11/22/2019 8,835
Public charter school property Millville, New Jersey 10.35% 11/22/2019 6,383
Public charter school property Roswell, Georgia 9.10% 11/22/2019 4,165
Public charter school property Atlanta, Georgia 8.84% 11/22/2019 4,236
Public charter school property Bronx, New York 8.75% 11/22/2019 23,718
Public charter school property Colorado Springs, Colorado 9.02% 11/22/2019 14,325
Attraction property Powells Point, North Carolina 7.75% 6/30/2025 27,423
Fitness & wellness property Omaha, Nebraska 7.85% 12/28/2026 5,803 5,803
Fitness & wellness property Omaha, Nebraska 7.85% 1/3/2027 10,977 10,977
Fitness & wellness property Merriam, Kansas 7.55% 7/31/2029 5,985
Ski property Girdwood, Alaska 8.25% 12/31/2029 37,000
Experiential lodging property Nashville, Tennessee 6.99% 9/30/2031 70,396
Eat & play property Austin, Texas 11.31% 6/1/2033 11,582 11,934
Ski property West Dover and Wilmington, Vermont 11.61% 12/1/2034 51,050 51,050
Four ski properties Ohio and Pennsylvania 10.75% 12/1/2034 37,562 37,562
Ski property Chesterland, Ohio 11.21% 12/1/2034 4,550 4,550
Ski property Hunter, New York 8.43% 1/5/2036 21,000 21,000
Eat & play property Midvale, Utah 10.25% 5/31/2036 17,505 17,505
Eat & play property West Chester, Ohio 9.75% 8/1/2036 18,068 18,068
Private school property Mableton, Georgia 8.84% 4/30/2037 5,048 4,952
Fitness & wellness property Fort Collins, Colorado 7.85% 1/31/2038 10,360 10,360
Early childhood education center Lake Mary, Florida 7.75% 5/9/2039 4,258
Eat & play property Eugene, Oregon 8.13% 6/17/2039 14,800
Early childhood education center Lithia, Florida 8.25% 10/31/2039 4,024 2,172
Total mortgage notes and related accrued interest receivable $ 357,391 $ 517,467
Q4 2019 Supplemental Page 17
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INVESTMENT SPENDING AND DISPOSITION SUMMARIES
(UNAUDITED, DOLLARS IN THOUSANDS)
INVESTMENT SPENDING THREE MONTHS ENDED DECEMBER 31, 2019
INVESTMENT TYPE TOTAL INVESTMENT SPENDING NEW DEVELOPMENT RE-DEVELOPMENT ASSET ACQUISITION MORTGAGE NOTES OR NOTES RECEIVABLE INVESTMENT IN JOINT VENTURES
Theatres $ 48,874 $ 115 $ 124 $ 48,635 $ $
Eat & Play 10,663 5,896 3,658 109 1,000
Ski 37,000 37,000
Experiential Lodging 6,195 369 12 5,814
Gaming 350 350
Cultural 198 198
Fitness & Wellness 1,395 1,395
Total Experiential 104,675 6,928 3,794 48,744 45,209
Early Childhood Education Centers 1,456 690 108 658
Public Charter Schools 3,900 3,750 150
Total Education 5,356 4,440 108 808
Total Investment Spending $ 110,031 $ 11,368 $ 3,902 $ 48,744 $ 46,017 $
INVESTMENT SPENDING YEAR ENDED DECEMBER 31, 2019
INVESTMENT TYPE TOTAL INVESTMENT SPENDING NEW DEVELOPMENT RE-DEVELOPMENT ASSET ACQUISITION MORTGAGE NOTES OR NOTES RECEIVABLE INVESTMENT IN JOINT VENTURES
Theatres $ 459,393 $ 4,500 $ 28,429 $ 426,464 $ $
Eat & Play 76,739 51,209 6,901 1,429 17,200
Attractions 102 102
Ski 37,288 288 37,000
Experiential Lodging 125,170 53,130 935 70,000 1,105
Gaming 608 608
Cultural 30,661 198 23,963 6,500
Fitness & Wellness 5,950 5,950
Total Experiential 735,911 109,645 36,553 451,856 136,752 1,105
Private Schools 4,914 4,914
Early Childhood Education Centers 18,798 2,300 1,474 5,871 9,153
Public Charter Schools 35,068 29,953 5,115
Total Education 58,780 37,167 1,474 5,871 14,268
Total Investment Spending $ 794,691 $ 146,812 $ 38,027 $ 457,727 $ 151,020 $ 1,105
2019 DISPOSITIONS
THREE MONTHS ENDED DECEMBER 31, 2019 YEAR ENDED DECEMBER 31, 2019
INVESTMENT TYPE TOTAL DISPOSITIONS NET PROCEEDS FROM SALE OF REAL ESTATE NET PROCEEDS FROM PAYDOWN OF MORTGAGE NOTES TOTAL DISPOSITIONS NET PROCEEDS FROM SALE OF REAL ESTATE NET PROCEEDS FROM PAYDOWN OF MORTGAGE NOTES
Theatres $ 4,382 $ 4,382 $ $ 4,382 $ 4,382 $
Eat & Play 601 601
Attractions 10,992 10,992 204,775 14,984 189,791
Total Experiential 15,374 15,374 209,758 19,967 189,791
Early Childhood Education Centers 6 6 12,974 12,974
Public Charter Schools 477,300 467,475 9,825 660,124 632,488 27,636
Total Education 477,306 467,481 9,825 673,098 645,462 27,636
Total Dispositions $ 492,680 $ 482,855 $ 9,825 $ 882,856 $ 665,429 $ 217,427
Q4 2019 Supplemental Page 18
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PROPERTY UNDER DEVELOPMENT - INVESTMENT SPENDING ESTIMATES AT DECEMBER 31, 2019 (1)
(UNAUDITED, DOLLARS IN THOUSANDS)
OWNED BUILD-TO-SUIT SPENDING ESTIMATES
# OF PROJECTS 1ST QUARTER 2020 2ND QUARTER 2020 3RD QUARTER 2020 4TH QUARTER 2020 THEREAFTER TOTAL EXPECTED COSTS (2) % LEASED
Total Build-to-Suit (3) 21,938 4 $ 6,372 $ 6,188 $ 3,026 $ 3,064 $ $ 40,588 100 %
Non Build-to-Suit Development
Total Property Under Development 36,756
DECEMBER 31, 2019 OWNED BUILD-TO-SUIT IN-SERVICE ESTIMATES
# OF PROJECTS 1ST QUARTER 2020 2ND QUARTER 2020 3RD QUARTER 2020 4TH QUARTER 2020 THEREAFTER TOTAL IN-SERVICE (2) ACTUAL IN-SERVICE 4TH QUARTER 2019
Total Build-to-Suit 4 $ 22,728 $ $ 1,860 $ 16,000 $ $ 40,588 $
MORTGAGE BUILD-TO-SUIT SPENDING ESTIMATES
# OF PROJECTS 1ST QUARTER 2020 2ND QUARTER 2020 3RD QUARTER 2020 4TH QUARTER 2020 THEREAFTER TOTAL EXPECTED COSTS (2)
Total Build-to-Suit Mortgage Notes 48,789 3 $ 1,667 $ 3,033 $ 4,700 $ 4,700 $ 13,333 $ 76,222
Non Build-to-Suit Mortgage Notes
Total Mortgage Notes Receivable 357,391
(1) This schedule includes only those properties for which the Company has commenced construction as of December 31, 2019.
(2) "Total Expected Costs" and "Total In-Service" each reflect the total capital costs expected to be funded by the Company through completion (including capitalized interest or accrued interest as applicable).
(3) Total Build-to-Suit excludes property under development related to the Company's two unconsolidated real estate joint ventures that own recreation anchored lodging properties in St. Petersburg, Florida. The Company's spending estimates for this are estimated at 14.6 million for 2020.
Note: This schedule includes future estimates for which the Company can give no assurance as to timing or amounts. Development projects have risks. See Item 1A - "Risk Factors" in the Company's most recent Annual Report on Form 10-K and, to the extent applicable, the Company's Quarterly Reports on Form 10-Q.

All values are in US Dollars.

Q4 2019 Supplemental Page 19

ANNUALIZED ADJUSTED REVENUE BY PROPERTY TYPE
AS OF DECEMBER 31, 2019
(UNAUDITED, DOLLARS IN THOUSANDS)
TOTAL NUMBER OF ANNUALIZED PERCENTAGE OF ANNUALIZED
PROPERTY TYPE PROPERTIES ADJUSTED REVENUE (1) ADJUSTED REVENUE
Theatres 179 $ 268,192 45.4%
Eat & Play 55 133,812 22.6%
Attractions 18 35,548 6.0%
Ski 13 45,296 7.7%
Experiential Lodging 6 20,652 3.5%
Gaming 1 10,100 1.7%
Cultural 3 7,136 1.2%
Fitness & Wellness 7 5,400 0.9%
Total Experiential Portfolio 282 $ 526,136 89.0%
Early Childhood Education Centers 72 31,688 5.4%
Private Schools 16 33,068 5.6%
Total Education Portfolio 88 $ 64,756 11.0%
Total 370 $ 590,892 100.0%
(1) Annualized Adjusted Revenue by property type is a Non-GAAP financial measure. See pages 25 through 27 for definitions. See calculation on page 33.
Q4 2019 Supplemental Page 20
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LEASE EXPIRATIONS
AS OF DECEMBER 31, 2019
(UNAUDITED, DOLLARS IN THOUSANDS)
YEAR TOTAL NUMBER OF PROPERTIES RENTAL REVENUE FOR THE YEAR ENDED DECEMBER 31, 2019 (1)(2) % OF TOTAL REVENUE (2)
2020 2 $ 4,855 1 %
2021 8 12,268 2 %
2022 11 23,671 4 %
2023 8 19,993 3 %
2024 14 29,977 4 %
2025 7 13,313 2 %
2026 10 24,136 4 %
2027 22 43,972 7 %
2028 16 28,211 4 %
2029 15 25,612 4 %
2030 20 27,007 4 %
2031 22 25,269 4 %
2032 16 17,664 3 %
2033 12 15,741 2 %
2034 36 48,962 7 %
2035 18 50,485 8 %
2036 10 23,994 4 %
2037 24 46,979 7 %
2038 14 26,035 4 %
2039 24 19,022 3 %
Thereafter 36 28,332 4 %
345 $ 555,498 85 %
Note: This schedule excludes non-theatre tenant leases within the Company's entertainment districts, properties under construction, land held for development, properties operated by the Company and investments in mortgage notes receivable.
(1) Rental revenue for the year ended December 31, 2019 includes lease revenue related to the Company's existing operating ground leases (leases in which the Company is a sub-lessor) as well as the gross-up of tenant reimbursed expenses recognized during the year ended December 31, 2019 in accordance with Accounting Standards Update (ASU) No. 2016-02 Leases (Topic 842).
(2) Excludes revenue from discontinued operations.
Q4 2019 Supplemental Page 21
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TOP TEN CUSTOMERS BY PERCENTAGE OF TOTAL REVENUE
(UNAUDITED, DOLLARS IN THOUSANDS)
PERCENTAGE OF TOTAL REVENUE PERCENTAGE OF TOTAL REVENUE
FOR THE THREE MONTHS ENDED FOR THE YEAR ENDED
CUSTOMERS DECEMBER 31, 2019 DECEMBER 31, 2019
1. AMC Theatres 17.7% 17.6%
2. Regal Entertainment Group 12.4% 10.8%
3. Topgolf 12.0% 11.2%
4. Cinemark 5.7% 5.5%
5. Vail Resorts 3.9% 2.7%
6. Basis Independent Schools 3.1% 3.1%
7. Camelback Resort 2.9% 2.9%
8. Six Flags 2.8% 2.4%
9. Premier Parks 2.6% 2.5%
10. VSS Southern 2.3% 2.4%
Total 65.4% 61.1%
Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income.
Q4 2019 Supplemental Page 22
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NET ASSET VALUE (NAV) COMPONENTS
AS OF DECEMBER 31, 2019
(UNAUDITED, DOLLARS AND SHARES IN THOUSANDS)
OWNED (2) FINANCED TOTAL
ANNUALIZED CASH NET OPERATING INCOME (NOI) RUN RATE (1) $ 533,252 $ 33,028 $ 566,280
ANNUALIZED GAAP NOI RUN RATE (1) $ 547,784 $ 33,124 $ 580,908
OTHER NAV COMPONENTS
ASSETS LIABILITIES
Property under development $ 36,756 Long-term debt (5) $ 3,139,995
Land held for development 28,080 Series G liquidation value 150,000
Real estate investments, net related to Kartrite Resort and Indoor Waterpark (2) 255,730 Accounts payable and accrued liabilities (6) 114,005
Investment in joint ventures 34,317 Preferred dividends payable 6,034
Cash and cash equivalents 528,763 Unearned rents and interest (7) 17,118
Restricted cash 2,677
Accounts receivable (3) 13,476
Other assets (4) 16,590
SHARES
Common shares outstanding 78,463
Effect of dilutive securities - share options 29
Effect of dilutive Series C preferred shares 2,184
Effect of dilutive Series E preferred shares 1,640
Diluted shares outstanding 82,316

(1) See pages 25 through 27 for definitions and see Appendix on pages 28 through 33 for reconciliations of certain non-GAAP financial measures.

(2) Excludes NOI related to Kartrite Resort and Indoor Waterpark. Kartrite Resort and Indoor Waterpark assets are disclosed at carrying value under other NAV components.

(3) Excludes straight-line receivable of $73.4 million.

(4) Excludes deferred tax assets of $15.4 million, net deferred financing costs of $3.5 million, net intangible assets of $44.7 million and notes and related accrued interest of $14.0 million.

(5) Excludes deferred financing costs, net of $37.2 million.

(6) Excludes below market leases, net of $8.9 million.

(7) Excludes deferred rent liabilities related to portions of real estate investments funded by tenants of $33.4 million and cash paid by tenants during construction of $24.4 million.

Q4 2019 Supplemental Page 23

GUIDANCE
(DOLLARS IN MILLIONS EXCEPT FOR PER SHARE INFORMATION) MEASURE 2020 GUIDANCE
--- --- --- ---
Investment spending $1,600.0 to $1,800.0
Disposition proceeds and mortgage note payoff $50.0 to $100.0
Percentage rent and participating interest income $14.0 to $16.0
General and administrative expense $46.0 to $49.0
FFO per diluted share $5.17 to $5.37
FFO as adjusted per diluted share $5.19 to $5.39
RECONCILIATION FROM NET INCOME AVAILABLE TO COMMON SHAREHOLDERS OF EPR PROPERTIES (PER DILUTED SHARE): 2020 GUIDANCE
Net income available to common shareholders of EPR Properties $2.92 to $3.12
Gain on sale of real estate (0.03)
Real estate depreciation and amortization 2.31
Allocated share of joint venture depreciation 0.03
Impact of Series C and Series E Dilution, if applicable (0.06)
FFO available to common shareholders of EPR Properties $5.17 to $5.37
Transaction costs 0.03
Deferred income tax expense (0.01)
Impact of Series C and Series E Dilution, if applicable
FFO as adjusted available to common shareholders of EPR Properties $5.19 to $5.39

Note: This schedule includes future estimates for which the Company can give no assurance as to timing or amounts. See cautionary statement concerning forward-looking statements on page 3.

Q4 2019 Supplemental Page 24

DEFINITIONS - NON-GAAP FINANCIAL MEASURES

EBITDAre

The National Association of Real Estate Investment Trusts (“NAREIT”) developed EBITDAre as a relative non-GAAP financial measure of REITs, independent of a company's capital structure, to provide a uniform basis to measure the enterprise value of a company. Pursuant to the definition of EBITDAre by the Board of Governors of NAREIT, the Company calculates EBITDAre as net income, computed in accordance with GAAP, excluding interest expense (net), income tax (benefit) expense, depreciation and amortization, gains and losses from disposition of real estate, impairment losses on real estate, costs (gain) associated with loan refinancing or payoff, gain on early extinguishment of debt and adjustments for unconsolidated partnerships, joint ventures and other affiliates. Management provides EBITDAre herein because it believes this information is useful to investors as a supplemental performance measure as it can help facilitate comparisons of operating performance between periods and with other REITs. The Company's method of calculating EBITDAre may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. EBITDAre is not a measure of performance under GAAP, does not represent cash generated from operations as defined by GAAP and is not indicative of cash available to fund all cash needs, including distributions. This measure should not be considered an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or cash flows or liquidity as defined by GAAP.

ADJUSTED EBITDA AND ANNUALIZED ADJUSTED EBITDA

Management uses Adjusted EBITDA in its analysis of the performance of the business and operations of the Company. Management believes Adjusted EBITDA is useful to investors because it excludes various items that management believes are not indicative of operating performance, and that it is an informative measure to use in computing various financial ratios to evaluate the Company. The Company defines Adjusted EBITDA as EBITDAre (defined above) for the quarter excluding gain on insurance recovery, severance expense, litigation settlement expense, the provision for loan losses, transaction costs and prepayment fees. This number for the quarter is then multiplied by four to get an annual amount. Annualized Adjusted EBITDA is Adjusted EBITDA for the quarter further adjusted for in-service and disposed projects, percentage rent and participating interest and other non-recurring items, which is then multiplied by four to get an annual amount.

The Company's method of calculating Adjusted EBITDA and Annualized Adjusted EBITDA may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. Adjusted EBITDA and Annualized Adjusted EBITDA are not measures of performance under GAAP, do not represent cash generated from operations as defined by GAAP and are not indicative of cash available to fund all cash needs, including distributions. These measures should not be considered as an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or cash flows or liquidity as defined by GAAP.

NET DEBT AND ADJUSTED NET DEBT

Net Debt represents debt (reported in accordance with GAAP) adjusted to exclude deferred financing costs, net and reduced for cash and cash equivalents. By excluding deferred financing costs, net and cash and cash equivalents, the result provides an estimate of the contractual amount of borrowed capital to be repaid, net of cash available to repay it. The Company believes this calculation constitutes a beneficial supplemental non-GAAP financial disclosure to investors in understanding its financial condition. Adjusted net debt is net debt less 40% times property under development to remove the estimated portion of property under development that has been financed with debt but has not yet produced earnings. The Company's method of calculating Net Debt and Adjusted Net Debt may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

NET DEBT TO ADJUSTED EBIDTA AND ADJUSTED NET DEBT TO ANNUALIZED ADJUSTED EBITDA

Net Debt to Adjusted EBITDA and Adjusted Net Debt to Annualized Adjusted EBITDA are supplemental measures derived from non-GAAP financial measures that the Company uses to evaluate its capital structure and the magnitude of its debt against its operating performance. The Company believes that investors commonly use versions of these ratios in a similar manner. In addition, financial institutions use versions of these ratios in connection with debt agreements to set pricing and

Q4 2019 Supplemental Page 25

covenant limitations. The Company's method of calculating both ratios may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

NET OPERATING INCOME ("NOI") AND NOI RUN RATES

NOI is a widely used financial measure in many industries, including the REIT industry, and is presented to assist investors and analysts in analyzing the performance of the Company. Management uses NOI in its analysis of the operations and valuation of the Company and believes it is useful to investors because it excludes various items included in net income that are not indicative of the operating performance of the Company's investments, such as gains (or losses) from sales of property, depreciation and amortization, and general and administrative expense, and is used in computing various financial ratios as a measure of operational performance. The Company computes NOI by adding back to Adjusted EBITDA - Continuing Operations the impact of general and administrative expense and corporate/unallocated and other.

Quarterly Cash NOI Run Rate is computed by taking the most recent quarterly NOI and making adjustments for in-service and disposed projects, percentage rent and participating interest, non-cash revenue and non-recurring adjustments to provide a quarterly cash run rate of such measure. Quarterly Cash NOI Run Rate multiplied by four equals Annualized Cash NOI Run Rate.

Quarterly GAAP NOI Run Rate is computed by taking the most recent quarterly NOI and making adjustments for in-service and disposed projects, percentage rent and participating interest and non-recurring adjustments to provide a quarterly GAAP run rate of such measure. Quarterly GAAP NOI Run Rate multiplied by four equals Annualized GAAP NOI Run Rate.

The Company's method of calculating NOI, Quarterly Cash NOI Run Rate and Quarterly GAAP NOI Run Rate may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

FUNDS FROM OPERATIONS (“FFO”) AND FFO AS ADJUSTED

NAREIT developed FFO as a relative non-GAAP financial measure of performance of an equity REIT in order to recognize that income-producing real estate historically has not depreciated on the basis determined under GAAP and management provides FFO herein because it believes this information is useful to investors in this regard. FFO is a widely used measure of the operating performance of real estate companies and is provided here as a supplemental measure to GAAP net income available to common shareholders and earnings per share. Pursuant to the definition of FFO by the Board of Governors of NAREIT, the Company calculates FFO as net income available to common shareholders, computed in accordance with GAAP, excluding gains and losses from disposition of real estate and impairment losses on real estate, plus real estate related depreciation and amortization, and after adjustments for unconsolidated partnerships, joint ventures and other affiliates. Adjustments for unconsolidated partnerships, joint ventures and other affiliates are calculated to reflect FFO on the same basis. The Company has calculated FFO for all periods presented in accordance with this definition. In addition, the Company presents FFO as adjusted. Management believes it is useful to provide FFO as adjusted as a supplemental measure to GAAP net income available to common shareholders and earnings per share. FFO as adjusted is FFO plus costs (gain) associated with loan refinancing or payoff, transaction costs, severance expense, litigation settlement expense, preferred share redemption costs, termination fees associated with tenants' exercises of education properties buy-out options and provision for loan losses, and by subtracting gain on early extinguishment of debt, gain on insurance recovery and deferred income tax benefit (expense). FFO and FFO as adjusted are non-GAAP financial measures. FFO and FFO as adjusted do not represent cash flows from operations as defined by GAAP and are not indicative that cash flows are adequate to fund all cash needs and are not to be considered an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations, cash flows or liquidity as defined by GAAP. It should also be noted that not all REITs calculate FFO and FFO as adjusted the same way so comparisons with other REITs may not be meaningful.

ADJUSTED FUNDS FROM OPERATIONS (“AFFO”)

In addition to FFO, the Company presents AFFO by adding to FFO costs (gain) associated with loan refinancing or payoff, net, transaction costs, severance expense, litigation settlement expense, preferred share redemption costs, termination fees associated with tenants' exercises of education properties buy-out options and provision for loan losses, and by subtracting gain on early extinguishment of debt, gain on insurance recovery, and deferred income tax (benefit) expense; adding

Q4 2019 Supplemental Page 26

non-real estate depreciation and amortization, deferred financing fees amortization, share-based compensation expense to management and trustees and amortization of above and below market leases, net and tenant allowances; and subtracting maintenance capital expenditures (including second generation tenant improvements and leasing commissions), straight-lined rental revenue, and the non-cash portion of mortgage and other financing income. AFFO is a widely used measure of the operating performance of real estate companies and is provided here as a supplemental measure to GAAP net income available to common shareholders and earnings per share and management provides AFFO herein because it believes this information is useful to investors in this regard. AFFO is a non-GAAP financial measure. AFFO does not represent cash flows from operations as defined by GAAP and is not indicative that cash flows are adequate to fund all cash needs and is not to be considered an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or its cash flows or liquidity as defined by GAAP. It should also be noted that not all REITs calculate AFFO the same way so comparisons with other REITs may not be meaningful.

INTEREST COVERAGE RATIO

The interest coverage ratio is calculated as the interest coverage amount divided by interest expense, gross. The Company calculates the interest coverage amount by adding to net income impairment charges, provision for loan losses, transaction costs, interest expense, gross (including interest expense in discontinued operations), severance expense, litigation settlement expense, depreciation and amortization, share-based compensation expense to management and trustees and costs (gain) associated with loan refinancing or payoff, net; subtracting interest cost capitalized, straight-line rental revenue, gain on early extinguishment of debt, gain (loss) on sale of real estate from continuing and discontinued operations, gain on insurance recovery, gain on previously held equity interest, gain on early extinguishment of debt, prepayment fees and deferred income tax benefit (expense). The Company calculated interest expense, gross, by adding to interest expense, net, interest income and interest cost capitalized. The Company considers the interest coverage ratio to be an appropriate supplemental measure of a company’s ability to meet its interest expense obligations and management believes it is useful to investors in this regard. The Company's calculation of the interest coverage ratio may be different from the calculation used by other companies, and therefore, comparability may be limited. This information should not be considered as an alternative to any GAAP liquidity measures.

FIXED CHARGE COVERAGE RATIO

The fixed charge coverage ratio is calculated in exactly the same manner as the interest coverage ratio, except that interest expense, gross and preferred share dividends are also added to the denominator. The Company considers the fixed charge coverage ratio to be an appropriate supplemental measure of a company’s ability to make its interest and preferred share dividend payments and management believes it is useful to investors in this regard. The Company's calculation of the fixed charge coverage ratio may be different from the calculation used by other companies and, therefore, comparability may be limited. This information should not be considered as an alternative to any GAAP liquidity measures.

DEBT SERVICE COVERAGE RATIO

The debt service coverage ratio is calculated in exactly the same manner as the interest coverage ratio, except that interest expense, gross and recurring principal payments are also added to the denominator. The Company considers the debt service coverage ratio to be an appropriate supplemental measure of a company’s ability to make its debt service payments and management believes it is useful to investors in this regard. The Company's calculation of the debt service coverage ratio may be different from the calculation used by other companies and, therefore, comparability may be limited. This information should not be considered as an alternative to any GAAP liquidity measures.

ANNUALIZED ADJUSTED REVENUE

Annualized Adjusted Revenue is Total Revenue for the most recent quarter, excluding public charter school total revenue, other income, and pass through revenues (lease and straight-line revenue on existing operating ground leases in which the Company is a sub-lessor and tenant reimbursements), further adjusted for in-service and disposed projects, percentage rent and participating interest and non-recurring adjustments. This number for the quarter is then multiplied by four to get an annual amount.

Q4 2019 Supplemental Page 27

image5a07.jpg

Appendix to Supplemental Operating and Financial Data
Reconciliation of Certain Non-GAAP Financial Measures
Fourth Quarter and Year Ended December 31, 2019
Q4 2019 Supplemental Page 28
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CALCULATION OF INTEREST, FIXED CHARGE AND DEBT SERVICE COVERAGE RATIOS
(UNAUDITED, DOLLARS IN THOUSANDS)
INTEREST COVERAGE RATIO (1): 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018 3RD QUARTER 2018
Net income $ 36,297 $ 34,003 $ 66,594 $ 65,349 $ 54,031 $ 91,833
Impairment charges 23,639 10,735
Transaction costs 5,784 5,959 6,923 5,123 1,583 1,101
Interest expense, gross 36,442 37,575 37,999 37,138 36,304 36,360
Severance expense 423 1,521 420 5,938
Depreciation and amortization 44,530 45,134 42,355 39,743 39,541 38,623
Share-based compensation expense
to management and trustees 3,348 3,372 3,283 3,177 3,816 3,687
Costs associated with loan refinancing or payoff 43 38,407
Interest cost capitalized (273 ) (386 ) (1,530 ) (3,137 ) (2,669 ) (2,697 )
Straight-line rental revenue (3,516 ) (4,399 ) (3,223 ) (2,414 ) (3,216 ) (3,079 )
Gain on sale of real estate (5,648 ) (14,303 ) (9,774 ) (6,328 ) (349 ) (2,215 )
Gain on sale of investment in direct financing leases (5,514 )
Prepayment fees (1,760 ) (900 ) (7,391 ) (20,026 )
Deferred income tax (benefit) expense (847 ) (984 ) (1,675 ) (609 ) (182 ) 92
Interest coverage amount $ 140,222 $ 144,139 $ 140,952 $ 137,562 $ 138,141 $ 138,165
Interest expense, net $ 34,907 $ 36,640 $ 36,278 $ 33,826 $ 33,515 $ 33,576
Interest income 1,262 549 191 175 120 87
Interest cost capitalized 273 386 1,530 3,137 2,669 2,697
Interest expense, gross $ 36,442 $ 37,575 $ 37,999 $ 37,138 $ 36,304 $ 36,360
Interest coverage ratio 3.8 3.8 3.7 3.7 3.8 3.8
FIXED CHARGE COVERAGE RATIO (1):
Interest coverage amount $ 140,222 $ 144,139 $ 140,952 $ 137,562 $ 138,141 $ 138,165
Interest expense, gross $ 36,442 $ 37,575 $ 37,999 $ 37,138 $ 36,304 $ 36,360
Preferred share dividends 6,034 6,034 6,034 6,034 6,034 6,036
Fixed charges $ 42,476 $ 43,609 $ 44,033 $ 43,172 $ 42,338 $ 42,396
Fixed charge coverage ratio 3.3 3.3 3.2 3.2 3.3 3.3
DEBT SERVICE COVERAGE RATIO (1):
Interest coverage amount $ 140,222 $ 144,139 $ 140,952 $ 137,562 $ 138,141 $ 138,165
Interest expense, gross $ 36,442 $ 37,575 $ 37,999 $ 37,138 $ 36,304 $ 36,360
Recurring principal payments
Debt service $ 36,442 $ 37,575 $ 37,999 $ 37,138 $ 36,304 $ 36,360
Debt service coverage ratio 3.8 3.8 3.7 3.7 3.8 3.8
(1) See pages 25 through 27 for definitions.
Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income.
Q4 2019 Supplemental Page 29
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RECONCILIATION OF INTEREST COVERAGE AMOUNT TO NET CASH PROVIDED BY OPERATING ACTIVITIES
(UNAUDITED, DOLLARS IN THOUSANDS)
The interest coverage amount per the table on page 29 is a non-GAAP financial measure and should not be considered an alternative to any GAAP liquidity measures. It is most directly comparable to the GAAP liquidity measure, “Net cash provided by operating activities,” and is not directly comparable to the GAAP liquidity measures, “Net cash used by investing activities” and “Net cash provided by financing activities.” The interest coverage amount can be reconciled to “Net cash provided by operating activities” per the consolidated statements of cash flows as follows:
4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018 3RD QUARTER 2018
Net cash provided by operating activities $ 102,268 $ 127,506 $ 87,372 $ 122,384 $ 83,446 $ 151,134
Equity in (loss) income from joint ventures (905 ) (435 ) 470 489 (5 ) 20
Distributions from joint ventures (112 )
Amortization of deferred financing costs (1,621 ) (1,552 ) (1,517 ) (1,502 ) (1,490 ) (1,470 )
Amortization of above and below market leases, net and tenant allowances 119 107 58 59 54 55
Amortization of operating lease assets and liabilities (161 ) (1,323 ) 735 (445 )
Changes in assets and liabilities, net:
Mortgage notes and related accrued interest receivable (8 ) (1,155 ) 1,409 135 (453 ) 596
Accounts receivable 14,320 (500 ) 2,234 (14,669 ) 8,680 7,995
Direct financing lease receivable 17 52 59 58 63 99
Other assets (1,888 ) (2,245 ) (239 ) 5,673 (1,662 ) (1,272 )
Accounts payable and accrued liabilities (21,851 ) (5,639 ) 4,634 (4,684 ) 6,265 (18,002 )
Unearned rents and interest 11,132 (8,769 ) 5,568 (5,951 ) 15,912 (12,649 )
Straight-line rental revenue (3,516 ) (4,399 ) (3,223 ) (2,414 ) (3,216 ) (3,079 )
Interest expense, gross 36,442 37,575 37,999 37,138 36,304 36,360
Interest cost capitalized (273 ) (386 ) (1,530 ) (3,137 ) (2,669 ) (2,697 )
Transaction costs 5,784 5,959 6,923 5,123 1,583 1,101
Severance expense (cash portion) 363 1,103 317 2,720
Prepayment fees (1,760 ) (900 ) (7,391 ) (20,026 )
Interest coverage amount (1) $ 140,222 $ 144,139 $ 140,952 $ 137,562 $ 138,141 $ 138,165
Net cash (used) provided by investing activities $ 381,255 $ 176,446 $ (333,363 ) $ (127,833 ) $ (104,684 ) $ 46,868
Net cash (used) provided by financing activities $ (73,886 ) $ (194,098 ) $ 235,607 $ 9,154 $ (56,075 ) $ (116,130 )
(1) See pages 25 through 27 for definitions.
Q4 2019 Supplemental Page 30
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RECONCILIATION OF QUARTERLY CASH NOI RUN RATE AND QUARTERLY GAAP NOI RUN RATE

Net Operating Income ("NOI"), Quarterly Cash NOI Run Rate and Quarterly GAAP NOI Run Rate as used on page 23 are non-GAAP financial measures and should not be considered as alternatives to net income (loss) in accordance with GAAP as indications of the Company's performance or to cash flows as a measure of the Company's liquidity. The table on page 32 provides reconciliations of these non-GAAP measures and should be read in conjunction with the reconciliations on page 33 of the Company's Adjusted EBITDA - continuing operations to the Company's net income.

The following explanatory notes apply to the table on page 32.

(1) Adjustments for Corporate/Unallocated and Other is calculated by subtracting total investment expenses from total revenue.

(2) Adjustments for properties commencing or terminating GAAP net operating income during the quarter and adjustments to revenue from mortgage notes receivable to be consistent with end of quarter balance.

(3) To adjust percentage rents and participating interest income from the actual latest quarterly amount to the trailing 12 month amount divided by 4 for continuing investments only.

(4) Adjustments for properties commencing or terminating cash payments during the quarter, as well as in-service and disposed projects with only straight-line revenue.

(5) Non-recurring adjustments relate primarily to NOI from properties excluded from the calculation and disclosed at their carrying value.

Q4 2019 Supplemental Page 31

RECONCILIATION OF NET ASSET VALUE (NAV) COMPONENTS
(UNAUDITED, DOLLARS IN THOUSANDS)
ANNUALIZED NET OPERATING INCOME (NOI) RUN RATES (FOR NAV CALCULATIONS)
FOR THE THREE MONTHS ENDED DECEMBER 31, 2019
OWNED FINANCED CORPORATE/ UNALLOCATED AND OTHER TOTAL
Total revenue $ 168,130 $ 9,058 $ 252 $ 177,440
Property operating expense 15,876 210 16,086
Other expense 9,728 445 10,173
Total investment expense 25,604 655 26,259
General and administrative expense (10,831 ) (10,831 )
Adjusted EBITDA $ 142,526 $ 9,058 $ (11,234 ) $ 140,350
General and administrative expense 10,831 10,831
Corporate/unallocated and other (1) 403 403
NOI $ 142,526 $ 9,058 $ $ 151,584
Quarterly cash NOI run rate
NOI $ 142,526 $ 9,058 $ $ 151,584
In-service and disposition adjustments (4) (3,808 ) (773 ) (4,581 )
Percentage rent/participation adjustments (3) (2,947 ) (2,947 )
Non-recurring adjustments (5) 1,170 1,170
Non-cash revenue (3,628 ) (28 ) (3,656 )
Quarterly cash NOI run rate 133,313 8,257 141,570
x4 x4 x4 x4
Annualized cash NOI run rate $ 533,252 $ 33,028 $ $ 566,280
Quarterly GAAP NOI run rate
NOI $ 142,526 $ 9,058 $ $ 151,584
In-service and disposition adjustments (2) (3,803 ) (777 ) (4,580 )
Percentage rent/participation adjustments (3) (2,947 ) (2,947 )
Non-recurring adjustments (5) 1,170 1,170
Quarterly GAAP NOI run rate $ 136,946 $ 8,281 $ $ 145,227
x4 x4 x4 x4
Annualized GAAP NOI run rate $ 547,784 $ 33,124 $ $ 580,908
Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income.
Q4 2019 Supplemental Page 32
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RECONCILIATION OF EBITDAre, ADJUSTED EBITDA, ANNUALIZED ADJUSTED EBITDA AND ANNUALIZED ADJUSTED REVENUE
(UNAUDITED, DOLLARS IN THOUSANDS)
ADJUSTED EBITDA (1): 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018 3RD QUARTER 2018
Net income $ 36,297 $ 34,003 $ 66,594 $ 65,349 $ 54,031 $ 91,833
Interest expense, net 34,907 36,640 36,278 33,826 33,515 33,576
Income tax (benefit) expense (530 ) (600 ) (1,300 ) (605 ) 108 515
Depreciation and amortization 44,530 45,134 42,355 39,743 39,541 38,623
Gain on sale of real estate (5,648 ) (14,303 ) (9,774 ) (6,328 ) (349 ) (2,215 )
Gain on sale of investment in direct financing leases (5,514 )
Impairment charges 23,639 10,735
Costs associated with loan refinancing or payoff 43 38,407
Equity in loss (income) from joint ventures 905 435 (470 ) (489 ) 5 (20 )
EBITDAre $ 134,143 $ 139,716 $ 133,683 $ 131,496 $ 137,586 $ 156,798
Severance expense 423 1,521 420 5,938
Litigation settlement expense
Transaction costs 5,784 5,959 6,923 5,123 1,583 1,101
Prepayment fees (1,760 ) (900 ) (7,391 ) (20,026 )
Adjusted EBITDA (for the quarter) $ 140,350 $ 145,436 $ 140,606 $ 136,139 $ 137,716 $ 137,873
Adjusted EBITDA (2) $ 561,400 $ 581,744 $ 562,424 $ 544,556 $ 550,864 $ 551,492
ANNUALIZED ADJUSTED EBITDA (1):
Adjusted EBITDA (for the quarter) $ 140,350 $ 145,436 $ 140,606 $ 136,139 $ 137,716 $ 137,873
Corporate/unallocated and other NOI (3) 403 (2,173 ) (1,855 ) (1,925 ) (1,530 ) (1,899 )
In-service and disposition adjustments (4) (4,580 ) 528 5,591 252 243 (3,645 )
Percentage rent/participation adjustments (5) (2,947 ) 206 (856 ) 1,335 (2,339 ) (463 )
Non-recurring adjustments (6) 1,170 213 2,668 (72 ) (240 ) 24
Annualized Adjusted EBITDA (for the quarter) $ 134,396 $ 144,210 $ 146,154 $ 135,729 $ 133,850 $ 131,890
Annualized Adjusted EBITDA (7) $ 537,584 $ 576,840 $ 584,616 $ 542,916 $ 535,400 $ 527,560
ANNUALIZED ADJUSTED REVENUE (1):
Total revenue (for the quarter) $ 177,440
Other income (8,386 )
Pass-through revenues (11,793 )
In-service and disposition adjustments (4) (6,168 )
Percentage rent/participation adjustments (5) (2,947 )
Non-recurring adjustments (6) (423 )
Annualized Adjusted Revenue (for the quarter) $ 147,723
Annualized Adjusted Revenue (8) $ 590,892
(1) See pages 25 through 27 for definitions.
(2) Adjusted EBITDA for the quarter is multiplied by four to calculate an annual amount.
(3) Adjustments for Corporate/Unallocated and Other is calculated by subtracting total investment expenses from total revenue.
(4) Adjustments for properties commencing or terminating GAAP net operating income during the quarter and adjustments to revenue from mortgage notes receivable to be consistent with end of quarter balance, for continuing properties only.
(5) To adjust percentage rents and participating interest income from the actual latest quarterly amount to the trailing 12 month amount divided by 4.
(6) Non-recurring adjustments relate primarily to properties under operating agreements with third parties.
(7) Annualized Adjusted EBITDA for the quarter is multiplied by four to calculate an annual amount.
(8) Annualized Adjusted Revenue for the quarter is multiplied by four to calculate an annual amount.
Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income.
Q4 2019 Supplemental Page 33
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