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8-K

Epr Properties (EPR)

8-K 2020-05-06 For: 2020-05-06
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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): May 6, 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 May 6, 2020, the Company announced its results of operations and financial condition for the first quarter ended March 31, 2020. 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 May 6, 2020, the Company made available on its website an investor slide presentation and supplemental operating and financial data for the first quarter ended March 31, 2020, 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 May 6, 2020 issued by EPR Properties announcing its results of operations and financial condition for the first quarter ended March 31, 2020.
99.2 Investor slide presentation for the first quarter ended March 31, 2020, made available by EPR Properties on May 6, 2020.
99.3 Supplemental Operating and Financial Data for the first quarter ended March 31, 2020, made available by EPR Properties on May 6, 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: May 6, 2020

		Exhibit

Exhibit 99.1

EPR PROPERTIES REPORTS FIRST QUARTER 2020 RESULTS

Kansas City, MO, May 6, 2020 -- EPR Properties (NYSE:EPR) today announced operating results for the first quarter ended March 31, 2020 (dollars in thousands, except per share data):

Three Months Ended March 31,
2020 2019 (1)
Total revenue from continuing operations $ 151,012 $ 150,527
Net income available to common shareholders 31,084 59,315
Net income available to common shareholders per diluted common share 0.40 0.79
Funds From Operations as adjusted (FFOAA) (a non-GAAP financial measure) 75,926 102,991
FFOAA per diluted common share (a non-GAAP financial measure) 0.97 1.36
Adjusted Funds From Operations (AFFO) (a non-GAAP financial measure) 89,891 104,115
AFFO per diluted common share (a non-GAAP financial measure) 1.14 1.38

(1) The operating results of the Company's public charter school portfolio for the three months ended March 31, 2019, including a $5.0 million termination fee, are included in all metrics in this column except for total revenue from continuing operations. The remaining public charter school portfolio was sold subsequent to this period.

CEO Comments

“As we continue to navigate our way through these uncertain times, the health and safety of our employees and customers remain our top priority,” stated Company President and CEO Greg Silvers. “Given the shelter-in-place and social distancing directives, the majority of our tenants have been particularly impacted given the Company’s focus on experiential real estate.  We have established an internal task force focused on COVID-19 to work with our tenants and borrowers in the near-term to help ensure long-term stability, and assist them in establishing re-opening plans. Today we are announcing further measures to ensure our liquidity, including the temporary suspension of our monthly cash dividend to common shareholders and a planned suspension of our share repurchase program.  We do not take these steps lightly; however, given the uncertainties that exist, we believed it unwise to burden our future with a higher leveraged balance sheet.”

Mr. Silvers continued, “While the country is currently facing tremendous challenges, this will be transient. We entered this period with substantial liquidity, and we have acted swiftly to adjust our plans and maintain our flexibility. Furthermore, our properties are a part of the fabric of society and we believe there will be a strong demand for the time-tested experiences our tenants offer. We remain confident in our investment thesis and in our positioning as the leading experiential real estate investment trust.”

COVID-19 Response and Update

The Company has acted swiftly and taken a number of steps in response to the pandemic. These include the following:

• COVID-19 Task Force. This internal team is comprised of individuals from across the Company and is focused on addressing all areas of challenges brought on by the pandemic including monitoring customer status and working with them to help ensure long-term stability and assisting them in establishing re-opening plans.
• Enhanced liquidity position. The Company remains focused on maintaining a strong balance sheet, strong liquidity and financial flexibility. The Company deferred an anticipated gaming investment of approximately $1.0 billion and revised its 2020 anticipated investment spending to include only previously committed investment spending totaling approximately $100.0 million. As a precautionary measure, the Company borrowed $750 million under its revolving credit facility in March to increase its cash position and preserve financial flexibility. As further discussed below, in conjunction with waivers or modifications the Company expects to obtain with respect to its bank credit facilities and private placement notes in the second quarter of 2020, the Company is temporarily suspending its monthly cash dividend to common shareholders subsequent to the common share dividend previously declared and payable on May 15, 2020. Additionally, the Company has no scheduled debt maturities until 2022.
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• Collections. Tenants and borrowers paid approximately 15% of April 2020 contractual base rent and mortgage payments. The Company remains focused on working with its customers for long-term mutual benefit. As substantially all of the Company's customers remain temporarily closed, the Company has agreed to defer the rent and mortgage payments on a month-to-month basis for substantially all of the customers that did not pay rent for the month of April 2020. The
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Company does not expect any significant changes in collections until after tenants and borrowers resume operations, which may occur on a state-by-state basis and is subject to local restrictions.

• Tenant update. As previously disclosed, the parent of American Multi-Cinema, Inc., or “AMC”, announced the closing of a private offering of $500.0 million of first lien notes on April 24, 2020 and has indicated that these additional proceeds would provide it with sufficient liquidity to withstand a global suspension of operations until a partial reopening ahead of Thanksgiving. Despite this increase in short term liquidity, the Company believes it is prudent to begin recognizing revenue for AMC on a cash basis. Accordingly, the Company recorded a non-cash write-off of straight-line rent receivable of approximately $12.5 million for the quarter ended March 31, 2020 related to AMC as well as two small tenants where a similar assessment was made that cash accounting is appropriate.

Portfolio Update

The Company's total investments (a non-GAAP financial measure) were approximately $6.7 billion at March 31, 2020 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 March 31, 2020:

• 181 theatre properties;
• 56 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
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• seven fitness & wellness properties.
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As of March 31, 2020, the Company's owned Experiential portfolio consisted of approximately 19.5 million square feet, which was 98.3% leased and included $30.1 million in property under development and $24.6 million in undeveloped land inventory.

The Company's Education portfolio consisted of the following property types (owned or financed) at March 31, 2020:

• 70 early childhood education center properties; and
• 16 private school properties.
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As of March 31, 2020, 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 21.4 million square feet and was 98.4% leased.

Investment Update

The Company's investment spending for the three months ended March 31, 2020 totaled $41.9 million and included the acquisition of two theatre properties for approximately $22.1 million, and spending on Experiential build-to-suit development and redevelopment projects.

Balance Sheet and Liquidity Update

At March 31, 2020, the Company's net debt to gross assets ratio (a non-GAAP Financial Measure) was 38% and its net debt to adjusted EBITDA ratio (a non-GAAP financial measure) was 5.1x.

The Company had $1.2 billion of unrestricted cash on hand and $750.0 million outstanding under its $1.0 billion unsecured revolving credit facility at March 31, 2020. The Company has no scheduled debt maturities until 2022 when its unsecured revolving credit facility comes due.

During the quarter, the Company's Board of Trustees (the "Board") approved a share repurchase program to which the Company may repurchase up to $150.0 million of the Company's common shares. The share repurchase program is scheduled to expire on December 31, 2020, however, the Company will suspend the program upon the effective date of the covenant modification agreements, as discussed below. Subsequent to March 31, 2020, the Company repurchased 1,015,731 common shares under the share repurchase program for approximately $20.4 million. The repurchases were made under a Rule 10b5-1 trading plan.

Dividend and Debt Covenant Waiver Information

The Board declared monthly cash dividends during the first quarter of 2020 totaling $1.1325 per common share. Subsequent to quarter-end, the Board declared a monthly cash dividend of $0.3825 per common share payable on May 15, 2020 to shareholders of record as of April 30, 2020.

The Board 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.

Because certain financial covenants under the Company’s bank credit facilities and its private placement notes are calculated based on the most recent quarterly net operating income, the Company expects that it will not be in technical compliance (non-payment related) with such covenants at the end of the second quarter of 2020. Accordingly, the Company is in discussions with its lenders and private placement note holders to obtain a temporary suspension or modification of these covenants, with some suspended financial covenants expected to extend through the first quarter of 2021. As a part of this process, the Company has also determined that it will temporarily suspend its monthly cash dividend to common shareholders after the common share dividend payable May 15, 2020 (except as may be necessary to maintain REIT status and to not owe income tax) and will suspend the share repurchase program upon the effective date of the covenant modification agreements, which is expected to occur in the next 30 days.

Conference Call Information

Management will host a conference call to discuss the Company's financial results on May 7, 2020 at 8:30 a.m. Eastern Daylight Time. The call may also include discussion of Company developments, and forward-looking and other material information about business and financial matters. The conference will be webcast and can be accessed via the Webcasts 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 6981919.

You may watch a replay of the webcast by visiting the Webcasts page at http://investors.eprkc.com/webcasts.

Quarterly Supplemental

The Company's supplemental information package for the first quarter ended March 31, 2020 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 March 31,
2020 2019
Rental revenue $ 135,043 $ 140,292
Other income 7,573 344
Mortgage and other financing income 8,396 9,891
Total revenue 151,012 150,527
Property operating expense 13,093 15,551
Other expense 9,534 —
General and administrative expense 10,988 11,710
Severance expense — 420
Interest expense, net 34,753 33,963
Transaction costs 1,075 5,123
Credit loss expense 1,192 —
Depreciation and amortization 43,810 36,002
Income before equity in loss from joint ventures, other items and discontinued operations 36,567 47,758
Equity in (loss) income from joint ventures (420 ) 489
Gain (loss) on sale of real estate 220 (388 )
Income before income taxes 36,367 47,859
Income tax benefit 751 605
Income from continuing operations $ 37,118 $ 48,464
Discontinued operations:
Income from discontinued operations before other items — 10,169
Gain on sale of real estate from discontinued operations — 6,716
Income from discontinued operations — 16,885
Net income 37,118 65,349
Preferred dividend requirements (6,034 ) (6,034 )
Net income available to common shareholders of EPR Properties $ 31,084 $ 59,315
Net income available to common shareholders of EPR Properties per share:
Continuing operations $ 0.40 $ 0.57
Discontinued operations — 0.22
Basic $ 0.40 $ 0.79
Continuing operations $ 0.40 $ 0.57
Discontinued operations — 0.22
Diluted $ 0.40 $ 0.79
Shares used for computation (in thousands):
Basic 78,467 74,679
Diluted 78,476 74,725

EPR Properties

Condensed Consolidated Balance Sheets

(Unaudited, dollars in thousands)

March 31, 2020 December 31, 2019
Assets
Real estate investments, net of accumulated depreciation of $1,023,993 and $989,254 at March 31, 2020 and December 31, 2019, respectively $ 5,184,692 $ 5,197,308
Land held for development 28,080 28,080
Property under development 30,063 36,756
Operating lease right-of-use assets 207,605 211,187
Mortgage notes and related accrued interest receivable 356,666 357,391
Investment in joint ventures 33,897 34,317
Cash and cash equivalents 1,225,122 528,763
Restricted cash 4,583 2,677
Accounts receivable 72,537 86,858
Other assets 112,095 94,174
Total assets $ 7,255,340 $ 6,577,511
Liabilities and Equity
Accounts payable and accrued liabilities $ 112,167 $ 122,939
Operating lease liabilities 232,343 235,650
Dividends payable 36,097 35,458
Unearned rents and interest 84,190 74,829
Debt 3,854,062 3,102,830
Total liabilities 4,318,859 3,571,706
Total equity $ 2,936,481 $ 3,005,805
Total liabilities and equity $ 7,255,340 $ 6,577,511

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 the three months ended March 31, 2019. The operating results relating to discontinued operations are as follows (dollars in thousands):

Three Months Ended March 31,
2019
Rental revenue $ 10,431
Mortgage and other financing income 3,584
Total revenue 14,015
Property operating expense 242
Interest expense, net (137 )
Depreciation and amortization 3,741
Income from discontinued operations before other items 10,169
Gain on sale of real estate 6,716
Income from discontinued operations $ 16,885

Non-GAAP Financial Measures

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

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 and AFFO. FFOAA is presented by adding to FFO costs (gain) associated with loan refinancing or payoff, net, transaction costs, severance expense, preferred share redemption costs, termination fees associated with tenants' exercises of public charter school buy-out options and credit loss expense and subtracting deferred income tax (benefit) expense. AFFO is presented by adding to FFOAA 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.

FFO, FFOAA and AFFO 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, FFOAA and AFFO herein because it believes this information is useful to investors in this regard. FFO, FFOAA and AFFO are non-GAAP financial measures. FFO, FFOAA and AFFO 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, FFOAA and AFFO the same way so comparisons with other REITs may not be meaningful.

The following table summarizes FFO, FFOAA and AFFO for the three months ended March 31, 2020 and 2019 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 March 31,
2020 2019
FFO:
Net income available to common shareholders of EPR Properties $ 31,084 $ 59,315
Gain on sale of real estate (220 ) (6,328 )
Real estate depreciation and amortization 43,525 39,514
Allocated share of joint venture depreciation 383 555
FFO available to common shareholders of EPR Properties $ 74,772 $ 93,056
FFO available to common shareholders of EPR Properties $ 74,772 $ 93,056
Add: Preferred dividends for Series C preferred shares 1,939 1,939
Add: Preferred dividends for Series E preferred shares 1,939 1,939
Diluted FFO available to common shareholders of EPR Properties $ 78,650 $ 96,934
FFOAA:
FFO available to common shareholders of EPR Properties $ 74,772 $ 93,056
Transaction costs 1,075 5,123
Severance expense — 420
Termination fees included in gain on sale — 5,001
Credit loss expense 1,192 —
Deferred income tax benefit (1,113 ) (609 )
FFOAA available to common shareholders of EPR Properties $ 75,926 $ 102,991
FFOAA available to common shareholders of EPR Properties $ 75,926 $ 102,991
Add: Preferred dividends for Series C preferred shares 1,939 1,939
Add: Preferred dividends for Series E preferred shares 1,939 1,939
Diluted FFOAA available to common shareholders of EPR Properties $ 79,804 $ 106,869
AFFO:
FFOAA available to common shareholders of EPR Properties $ 75,926 $ 102,991
Non-real estate depreciation and amortization 285 229
Deferred financing fees amortization 1,634 1,502
Share-based compensation expense to management and trustees 3,509 3,177
Amortization of above and below market leases, net and tenant allowances (152 ) (59 )
Maintenance capital expenditures (1) (928 ) (297 )
Straight-lined rental revenue 9,708 (2,414 )
Non-cash portion of mortgage and other financing income (91 ) (1,014 )
AFFO available to common shareholders of EPR Properties $ 89,891 $ 104,115
AFFO available to common shareholders of EPR Properties $ 89,891 $ 104,115
Add: Preferred dividends for Series C preferred shares 1,939 1,939
Add: Preferred dividends for Series E preferred shares 1,939 1,939
Diluted AFFO available to common shareholders of EPR Properties $ 93,769 $ 107,993
FFO per common share:
Basic $ 0.95 $ 1.25
Diluted 0.95 1.23
FFOAA per common share:
Basic $ 0.97 $ 1.38
Diluted 0.97 1.36
AFFO per common share:
Basic $ 1.15 $ 1.39
Diluted 1.14 1.38
Shares used for computation (in thousands):
Basic 78,467 74,679
Diluted 78,476 74,725
Weighted average shares outstanding-diluted EPS 78,476 74,725
Effect of dilutive Series C preferred shares 2,232 2,145
Effect of dilutive Series E preferred shares 1,664 1,622
Adjusted weighted average shares outstanding-diluted Series C and Series E 82,372 78,492
Other financial information:
Dividends per common share $ 1.1325 $ 1.1250

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 ended March 31, 2020 and 2019. 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.

Gross Assets

Gross Assets represents total assets (reported in accordance with GAAP) adjusted to exclude accumulated depreciation and reduced for cash and cash equivalents. By excluding accumulated depreciation and reducing cash and cash equivalents, the result provides an estimate of the investment made by the Company. The Company believes that investors commonly use versions of this calculation in a similar manner. The Company's method of calculating Gross Assets may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

Net Debt to Gross Assets

Net Debt to Gross Assets is a supplemental measure derived from non-GAAP financial measures that the Company uses to evaluate capital structure and the magnitude of debt to gross assets. The Company believes that investors commonly use versions of this ratio in a similar manner. The Company's method of calculating Net Debt to Gross Assets 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 severance expense, credit loss expense, transaction costs and prepayment fees. This number for the quarter is then multiplied by four to get an annual amount. For the three months ended March 31, 2020, Adjusted EBITDA was further adjusted to reflect the write-offs of straight-line rent receivables against rental revenue of $12.5 million related to the COVID-19 disruption.

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, total assets and net income (all reported in accordance with GAAP) to Net Debt, Gross Assets, Net Debt to Gross Assets, 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):

March 31,
2020 2019
Net Debt:
Debt $ 3,854,062 $ 3,045,742
Deferred financing costs, net 35,933 32,838
Cash and cash equivalents (1,225,122 ) (11,116 )
Net Debt $ 2,664,873 $ 3,067,464
Gross Assets:
Total Assets $ 7,255,340 $ 6,431,231
Accumulated depreciation 1,023,993 920,409
Cash and cash equivalents (1,225,122 ) (11,116 )
Gross Assets $ 7,054,211 $ 7,340,524
Net Debt to Gross Assets 38 % 42 %
Three Months Ended March 31,
2020 2019
EBITDAre and Adjusted EBITDA:
Net income $ 37,118 $ 65,349
Interest expense, net 34,753 33,826
Income tax benefit (751 ) (605 )
Depreciation and amortization 43,810 39,743
Gain on sale of real estate (220 ) (6,328 )
Equity in loss (income) from joint ventures 420 (489 )
EBITDAre (for the quarter) $ 115,130 $ 131,496
Severance expense — 420
Transaction costs 1,075 5,123
Credit loss expense 1,192 —
Straight-line rental revenue write-offs (1) 12,532 —
Prepayment fees — (900 )
Adjusted EBITDA (for the quarter) $ 129,929 $ 136,139
Adjusted EBITDA (2) $ 519,716 $ 544,556
Net Debt/Adjusted EBITDA Ratio 5.1 5.6
Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income.
(1) Included in rental revenue from continuing operations in the accompanying consolidated statements of income. Rental revenue includes the following:
Three Months Ended March 31,
2020 2019
Minimum rent $ 138,219 $ 130,497
Tenant reimbursements 3,698 6,102
Percentage rent 2,757 1,355
Straight-line rental revenue 2,824 2,245
Straight-line rental revenue write-offs (12,532 ) —
Other rental revenue 77 93
Rental revenue $ 135,043 $ 140,292
(2) Adjusted EBITDA for the quarter is multiplied by four to calculate an annual amount.

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 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):

March 31, 2020 December 31, 2019
Total Investments:
Real estate investments, net of accumulated depreciation $ 5,184,692 $ 5,197,308
Add back accumulated depreciation on real estate investments 1,023,993 989,254
Land held for development 28,080 28,080
Property under development 30,063 36,756
Mortgage notes and related accrued interest receivable 356,666 357,391
Investment in joint ventures 33,897 34,317
Intangible assets, gross (1) 58,784 57,385
Notes receivable and related accrued interest receivable, net (1) 14,011 14,026
Total investments $ 6,730,186 $ 6,714,517
Total investments $ 6,730,186 $ 6,714,517
Cash and cash equivalents 1,225,122 528,763
Restricted cash 4,583 2,677
Operating lease right-of-use assets 207,605 211,187
Accounts receivable 72,537 86,858
Less: accumulated depreciation on real estate investments (1,023,993 ) (989,254 )
Less: accumulated amortization on intangible assets (13,531 ) (12,693 )
Prepaid expenses and other current assets 52,831 35,456
Total assets $ 7,255,340 $ 6,577,511
(1) Included in other assets in the accompanying consolidated balance sheet. Other assets include the following:
March 31, 2020 December 31, 2019
Intangible assets, gross $ 58,784 $ 57,385
Less: accumulated amortization on intangible assets (13,531 ) (12,693 )
Notes receivable and related accrued interest receivable, net 14,011 14,026
Prepaid expenses and other current assets 52,831 35,456
Total other assets $ 112,095 $ 94,174

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 stable and attractive returns. 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 the uncertain financial impact of COVID-19, our capital resources and liquidity, expected waivers of financial covenants related to the Company's bank credit facilities and private placement notes, expected liquidity and performance of our customers, including AMC, our expected dividend payments and share repurchases and our results of operations and financial condition. The estimates presented herein are based on the Company's current expectations and, given the current economic uncertainty, there can be no assurances that definitive agreements providing for the expected waivers of financial covenant compliance will be entered into or that the waivers will be obtained in the time presently expected, if at all, or that the Company will be able to continue to comply with other applicable covenants under its debt agreements, which could materially impact actual performance. 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. Forward-looking statements necessarily are dependent on assumptions, data or methods that may be incorrect or imprecise. 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 Quarterly Report 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

q12020earningscall

First Quarter 2020 Earnings Call May 7, 2020

DISCLAIMER 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 the uncertain financial impact of COVID-19, our capital resources and liquidity, expected waivers of financial covenants related to the Company's bank credit facilities and private placement notes, expected liquidity and performance of our customers, including AMC, our expected dividend payments and share repurchases and our results of operations and financial condition. The estimates presented herein are based on the Company's current expectations and, given the current economic uncertainty, there can be no assurances that definitive agreements providing for the expected waivers of financial covenant compliance will be entered into or that the waivers will be obtained in the time presently expected, if at all, or that the Company will be able to continue to comply with other applicable covenants under its debt agreements, which could materially impact actual performance. 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. Forward- looking statements necessarily are dependent on assumptions, data or methods that may be incorrect or imprecise. 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. 2

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. 3

PORTFOLIO UPDATE 4

PORTFOLIO OVERVIEW Portfolio Snapshot Q1 Update $6.7B Total Investments* Investment Spending $41.9M Occupancy at 98% 371 Properties, 64 Operators ** Company-level rent coverage 1.92x * 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 December 2019. Attractions data is TTM August 2019. Private School data is TTM June 2019. Ski data is TTM April 2019. 5

EXPERIENTIAL PORTFOLIO PORTFOLIO HIGHLIGHTS $6.0B INVESTED* 98% OCCUPIED 285 PROPERTIES IN SERVICE THEATRES EAT & PLAY SKI ATTRACTIONS 2 PROPERTIES UNDER DEVELOPMENT EXPERIENTIAL GAMING CULTURAL FITNESS & LODGING WELLNESS 48 OPERATORS * See investor supplemental for the applicable period for definitions and calculations of this Non-GAAP measure 6

ESTIMATED PORTFOLIO REOPENING Theatres Reopening – Expected to begin July 1 • Operators are diligently developing health & safety measures • Anticipate gradual ramp up until new product is released Film Slate – Strong titles scheduled for remainder of 2020 and 2021 7

ESTIMATED PORTFOLIO REOPENING Phased Reopening – Based on industry/tenant/location; new health protocols will be in place to enhance customer protection & confidence • May – Fitness & Wellness, Eat & Play, Early Childhood Education • June – Experiential Lodging • July – Theatres, Attractions, Cultural, Gaming • August/September – Private Schools • Q4 – Ski Rent and Mortgage Payments – Actively working with customers, anticipate ramp up of rent and mortgage payments in Q3 & Q4 • Strong relationships with operators • Make long-term investments 8

FINANCIAL REVIEW 9

FINANCIAL HIGHLIGHTS Financial Performance* Quarter ended March 31, 2020 2019(1) $ Change % Change Total Revenue (Continuing Ops) $151.0 $150.5 $0.5 -% Net Income - Common 31.1 59.3 (28.2) (48%) FFO as adj. – Common* 75.9 103.0 (27.1) (26%) AFFO – Common* 89.9 104.1 (14.2) (14%) Net Income/share – Common 0.40 0.79 (0.39) (49%) FFO/share - Common, as adj.* 0.97 1.36 (0.39) (29%) AFFO/share - Common* 1.14 1.38 (0.24) (17%) (In millions except per-share data) (1) The operating results of the Company's public charter school portfolio for the three months ended March 31, 2019, including a $5.0 million termination fee, are included in all metrics in this column except for total revenue from continuing operations. The remaining public charter school portfolio was sold subsequent to this period. * See investor supplementals for the applicable periods for definitions and calculations of these non-GAAP measures 10

FINANCIAL HIGHLIGHTS Key Ratios* Quarter ended March 31, 2020 2019 Net debt to gross assets (book basis) 38% 42% Net debt to Adjusted EBITDA 5.1x 5.6x Fixed charge coverage 3.1x 3.2x Debt service coverage 3.6x 3.7x * 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. 11

CAPITAL MARKETS UPDATE Total Debt is $3.9B at 3/31/20 • $3.1B fixed rate or fixed through int. rate swaps; wtd. avg. = 4.3% • $750M drawn on $1B revolver • Weighted average debt maturity ~6 years; No scheduled debt maturities until revolver matures in 2022 Liquidity Position • $1.2B unrestricted cash • Suspension of monthly common share dividend after the dividend payable May 15, 2020 Share Repurchase Plan • During Q1, $150M share repurchase plan approved by our Board • Repurchased 1.0M common shares subsequent to 3/31/20 for $20.4M • Expiration on 12/31/2020; Suspension of program upon effective date of covenant modification agreements 12

EXPECTED REVENUE RECOGNITION AND COLLECTIONS Last 3 Quarters Full Year of 2020 2020 % of pre-COVID contractual cash 75% - 85% 80% - 90% revenue to be recognized % of pre-COVID contractual cash 35% - 45% 50% - 60% revenue to be collected 13

CLOSING COMMENTS 14

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

		Exhibit

Exhibit 99.3

eprsupplementalcoverd1a01.jpg

Supplemental Operating and Financial Data
First Quarter Ended March 31, 2020
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
Definitions-Non-GAAP Financial Measures 23
Appendix-Reconciliation of Certain Non-GAAP Financial Measures 26
Q1 2020 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 the uncertain financial impact of COVID-19, our capital resources and liquidity, expected dividend payments, expected liquidity and performance of our customers, including AMC, future expenditures for development projects and our results of operations and financial condition. The estimates presented herein are based on the Company's current expectations and, given the current economic uncertainty, there can be no assurances that the Company will be able to continue paying dividends at expected levels, or at all, or continue to comply with applicable covenants under its debt agreements, which could materially impact actual performance. 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. Forward-looking statements necessarily are dependent on assumptions, data or methods that may be incorrect or imprecise. 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 Quarterly Report 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 23 through 25 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 26 through 30.

Q1 2020 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 | | --- | | Q1 2020 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.

Q1 2020 Supplemental Page 5
SELECTED FINANCIAL INFORMATION
(UNAUDITED, DOLLARS AND SHARES IN THOUSANDS)
THREE MONTHS ENDED MARCH 31,
Operating Information: 2020 2019
Revenue (1) $ 151,012 $ 150,527
Net income available to common shareholders of EPR Properties 31,084 59,315
EBITDAre (2) 115,130 131,496
Adjusted EBITDA (2) 129,929 136,139
Interest expense, net (1) 34,753 33,963
Capitalized interest 262 3,137
Straight-lined rental revenue (9,708 ) 2,414
Dividends declared on preferred shares 6,034 6,034
Dividends declared on common shares 88,996 84,343
General and administrative expense 10,988 11,710
MARCH 31,
Balance Sheet Information: 2020 2019
Total assets $ 7,255,340 $ 6,431,231
Accumulated depreciation 1,023,993 920,409
Cash and cash equivalents 1,225,122 11,116
Total assets before accumulated depreciation less cash and cash equivalents (gross assets) 7,054,211 7,340,524
Debt 3,854,062 3,045,742
Deferred financing costs, net 35,933 32,838
Net debt (2) 2,664,873 3,067,464
Equity 2,936,481 2,912,779
Common shares outstanding 78,588 75,483
Total market capitalization (using EOP closing price) 4,939,300 9,243,164
Net debt/gross assets 38 % 42 %
Net debt/Adjusted EBITDA (3) 5.1 5.6
Adjusted net debt/Annualized adjusted EBITDA (2)(4)(5) 4.9 5.4
(1) Excludes discontinued operations.
(2) See pages 23 through 25 for definitions. See calculation as applicable on page 29.
(3) Adjusted EBITDA is for the quarter multiplied times four. See pages 23 through 25 for definitions. See calculation on page 29.
(4) Adjusted net debt is net debt less 40% times property under development. See pages 23 through 25 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 29 under the reconciliation of Adjusted EBITDA and Annualized Adjusted EBITDA. See pages 23 through 25 for definitions.
Q1 2020 Supplemental Page 6
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SELECTED BALANCE SHEET INFORMATION
(UNAUDITED, DOLLARS IN THOUSANDS)
ASSETS 1ST QUARTER 2020 4TH QUARTER 2019 3ND QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018
Real estate investments $ 6,208,685 $ 6,186,562 $ 6,558,790 $ 6,553,052 $ 5,992,707 $ 5,907,231
Less: accumulated depreciation (1,023,993 ) (989,254 ) (989,480 ) (954,806 ) (920,409 ) (883,174 )
Land held for development 28,080 28,080 28,080 28,080 28,080 34,177
Property under development 30,063 36,756 31,825 80,695 315,237 287,546
Operating lease right-of-use assets 207,605 211,187 219,459 220,758 211,299 —
Mortgage notes and related accrued interest receivable 356,666 357,391 413,695 550,131 527,627 517,467
Investment in direct financing leases, net — — 20,727 20,675 20,616 20,558
Investment in joint ventures 33,897 34,317 35,222 35,658 35,188 34,486
Cash and cash equivalents 1,225,122 528,763 115,839 6,927 11,116 5,872
Restricted cash 4,583 2,677 5,929 5,010 11,166 12,635
Accounts receivable 72,537 86,858 99,190 108,433 111,146 98,369
Other assets 112,095 94,174 94,014 92,042 87,458 96,223
Total assets $ 7,255,340 $ 6,577,511 $ 6,633,290 $ 6,746,655 $ 6,431,231 $ 6,131,390
LIABILITIES AND EQUITY
Liabilities:
Accounts payable and accrued liabilities $ 112,167 $ 122,939 $ 121,351 $ 126,015 $ 117,746 $ 168,463
Operating lease liabilities 232,343 235,650 244,358 245,372 235,612 —
Common dividends payable 30,063 29,424 29,340 29,084 28,306 26,765
Preferred dividends payable 6,034 6,034 6,034 6,034 6,034 6,034
Unearned rents and interest 84,190 74,829 89,797 78,629 85,012 79,051
Line of credit 750,000 — — 240,000 70,000 30,000
Deferred financing costs, net (35,933 ) (37,165 ) (38,384 ) (31,957 ) (32,838 ) (33,941 )
Other debt 3,139,995 3,139,995 3,139,995 3,008,580 3,008,580 2,989,995
Total liabilities 4,318,859 3,571,706 3,592,491 3,701,757 3,518,452 3,266,367
Equity:
Common stock and additional paid-in-capital 3,845,911 3,835,674 3,815,278 3,759,032 3,597,916 3,505,266
Preferred stock at par value 148 148 148 148 148 148
Treasury stock (154,357 ) (147,435 ) (147,435 ) (147,143 ) (146,906 ) (130,728 )
Accumulated other comprehensive income (5,289 ) 7,275 4,659 5,174 8,397 12,085
Distributions in excess of net income (749,932 ) (689,857 ) (631,851 ) (572,313 ) (546,776 ) (521,748 )
Total equity 2,936,481 3,005,805 3,040,799 3,044,898 2,912,779 2,865,023
Total liabilities and equity $ 7,255,340 $ 6,577,511 $ 6,633,290 $ 6,746,655 $ 6,431,231 $ 6,131,390
Q1 2020 Supplemental Page 7
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SELECTED OPERATING DATA
(UNAUDITED, DOLLARS IN THOUSANDS)
1ST QUARTER 2020 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018
Rental revenue $ 135,043 $ 154,765 $ 150,962 $ 147,003 $ 140,292 $ 133,491
Other income 7,573 8,386 11,464 5,726 344 435
Mortgage and other financing income 8,396 7,195 6,930 9,011 9,891 16,991
Total revenue 151,012 170,346 169,356 161,740 150,527 150,917
Property operating expense 13,093 16,097 14,494 14,597 15,551 8,285
Other expense 9,534 10,173 11,403 8,091 — 325
General and administrative expense 10,988 10,831 11,600 12,230 11,710 12,165
Severance expense — 423 1,521 — 420 5,938
Costs associated with loan refinancing or payoff — — 38,269 — — —
Interest expense, net 34,753 34,914 36,667 36,458 33,963 33,584
Transaction costs 1,075 5,784 5,959 6,923 5,123 1,583
Credit loss expense 1,192 — — — — —
Impairment charges — 2,206 — — — 10,735
Depreciation and amortization 43,810 42,398 41,644 38,790 36,002 35,728
Income before equity in (loss) income from joint ventures and other items 36,567 47,520 7,799 44,651 47,758 42,574
Equity in (loss) income from joint ventures (420 ) (905 ) (435 ) 470 489 (5 )
Gain (loss) on sale of real estate 220 3,717 845 — (388 ) 349
Income tax benefit (expense) 751 530 600 1,300 605 (108 )
Income from continuing operations 37,118 50,862 8,809 46,421 48,464 42,810
Discontinued operations:
Income from discontinued operations before other items — 4,937 11,736 10,399 10,169 11,221
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
Net income 37,118 36,297 34,003 66,594 65,349 54,031
Preferred dividend requirements (6,034 ) (6,034 ) (6,034 ) (6,034 ) (6,034 ) (6,034 )
Net income available to common shareholders of EPR Properties $ 31,084 $ 30,263 $ 27,969 $ 60,560 $ 59,315 $ 47,997
Q1 2020 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): 1ST QUARTER 2020 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018
Net income available to common shareholders of EPR Properties $ 31,084 $ 30,263 $ 27,969 $ 60,560 $ 59,315 $ 47,997
Gain on sale of real estate (220 ) (5,648 ) (14,303 ) (9,774 ) (6,328 ) (349 )
Impairment charges — 23,639 — — — 10,735
Real estate depreciation and amortization 43,525 44,242 44,863 42,098 39,514 39,297
Allocated share of joint venture depreciation 383 551 553 554 555 56
FFO available to common shareholders of EPR Properties $ 74,772 $ 93,047 $ 59,082 $ 93,438 $ 93,056 $ 97,736
FFO available to common shareholders of EPR Properties $ 74,772 $ 93,047 $ 59,082 $ 93,438 $ 93,056 $ 97,736
Add: Preferred dividends for Series C preferred shares 1,939 1,937 — 1,939 1,939 1,939
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 $ 78,650 $ 96,923 $ 59,082 $ 97,316 $ 96,934 $ 101,614
FUNDS FROM OPERATIONS AS ADJUSTED ("FFOAA") (1):
FFO available to common shareholders of EPR Properties $ 74,772 $ 93,047 $ 59,082 $ 93,438 $ 93,056 $ 97,736
Costs associated with loan refinancing or payoff — 43 38,407 — — —
Transaction costs 1,075 5,784 5,959 6,923 5,123 1,583
Severance expense — 423 1,521 — 420 5,938
Termination fee included in gain on sale — 1,217 11,324 6,533 5,001 —
Credit loss expense 1,192 — — — — —
Deferred income tax benefit (1,113 ) (847 ) (984 ) (1,675 ) (609 ) (182 )
FFO as adjusted available to common shareholders of EPR Properties $ 75,926 $ 99,667 $ 115,309 $ 105,219 $ 102,991 $ 105,075
FFO as adjusted available to common shareholders of EPR Properties $ 75,926 $ 99,667 $ 115,309 $ 105,219 $ 102,991 $ 105,075
Add: Preferred dividends for Series C preferred shares 1,939 1,937 1,939 1,939 1,939 1,939
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 $ 79,804 $ 103,543 $ 119,187 $ 109,097 $ 106,869 $ 108,953
FFO per common share:
Basic $ 0.95 $ 1.19 $ 0.76 $ 1.23 $ 1.25 $ 1.31
Diluted 0.95 1.18 0.76 1.22 1.23 1.30
FFO as adjusted per common share:
Basic $ 0.97 $ 1.27 $ 1.49 $ 1.38 $ 1.38 $ 1.41
Diluted 0.97 1.26 1.46 1.36 1.36 1.39
Shares used for computation (in thousands):
Basic 78,467 78,456 77,632 76,164 74,679 74,343
Diluted 78,476 78,485 77,664 76,199 74,725 74,402
Effect of dilutive Series C preferred shares 2,232 2,184 2,170 2,158 2,145 2,133
Effect of dilutive Series E preferred shares 1,664 1,640 1,634 1,628 1,622 1,615
Adjusted weighted-average shares outstanding-diluted Series C and Series E 82,372 82,309 81,468 79,985 78,492 78,150
(1) See pages 23 through 25 for definitions.
Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income.
Q1 2020 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): 1ST QUARTER 2020 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018
FFO available to common shareholders of EPR Properties $ 74,772 $ 93,047 $ 59,082 $ 93,438 $ 93,056 $ 97,736
Adjustments:
Costs associated with loan refinancing or payoff — 43 38,407 — — —
Transaction costs 1,075 5,784 5,959 6,923 5,123 1,583
Credit loss expense 1,192 — — — — —
Severance expense — 423 1,521 — 420 5,938
Termination fees included in gain on sale — 1,217 11,324 6,533 5,001 —
Deferred income tax benefit (1,113 ) (847 ) (984 ) (1,675 ) (609 ) (182 )
Non-real estate depreciation and amortization 285 288 271 257 229 244
Deferred financing fees amortization 1,634 1,621 1,552 1,517 1,502 1,490
Share-based compensation expense to management and trustees 3,509 3,349 3,372 3,283 3,177 3,816
Amortization of above/below market leases, net and tenant allowances (152 ) (119 ) (107 ) (58 ) (59 ) (54 )
Maintenance capital expenditures (2) (928 ) (2,276 ) (2,370 ) (510 ) (297 ) (336 )
Straight-lined rental revenue 9,708 (3,516 ) (4,399 ) (3,223 ) (2,414 ) (3,216 )
Non-cash portion of mortgage and other financing income (91 ) (91 ) (237 ) (1,069 ) (1,014 ) (784 )
AFFO available to common shareholders of EPR Properties $ 89,891 $ 98,923 $ 113,391 $ 105,416 $ 104,115 $ 106,235
AFFO available to common shareholders of EPR Properties $ 89,891 $ 98,923 $ 113,391 $ 105,416 $ 104,115 $ 106,235
Add: Preferred dividends for Series C preferred shares 1,939 1,937 1,939 1,939 1,939 1,939
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 $ 93,769 $ 102,799 $ 117,269 $ 109,294 $ 107,993 $ 110,113
Weighted average diluted shares outstanding (in thousands) 78,476 78,485 77,664 76,199 74,725 74,402
Effect of dilutive Series C preferred shares 2,232 2,184 2,170 2,158 2,145 2,133
Effect of dilutive Series E preferred shares 1,664 1,640 1,634 1,628 1,622 1,615
Adjusted weighted-average shares outstanding-diluted 82,372 82,309 81,468 79,985 78,492 78,150
AFFO per diluted common share $ 1.14 $ 1.25 $ 1.44 $ 1.37 $ 1.38 $ 1.41
Dividends declared per common share $ 1.1325 $ 1.1250 $ 1.1250 $ 1.1250 $ 1.1250 $ 1.0800
AFFO payout ratio (3) 99 % 90 % 78 % 82 % 82 % 77 %
(1) See pages 23 through 25 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.
Q1 2020 Supplemental Page 10
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CAPITAL STRUCTURE AS OF MARCH 31, 2020
(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 750,000 — 750,000 1.77%
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 — — (35,933 ) —%
$ 750,000 $ 2,715,000 $ 3,854,062 3.85%
BALANCE WEIGHTED AVG INTEREST RATE WEIGHTED AVG MATURITY
Fixed rate unsecured debt (1) $ 3,115,000 4.37 % 6.29
Fixed rate secured debt (2) 24,995 1.39 % 27.33
Variable rate unsecured debt 750,000 1.77 % 1.91
Less: deferred financing costs, net (35,933 ) — % —
Total $ 3,854,062 3.85 % 5.58
(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 3/31/2020 MATURITY AT 3/31/2020
$ 750,000 February 27, 2022 1.77%

All values are in US Dollars.

Q1 2020 Supplemental Page 11
CAPITAL STRUCTURE AS OF MARCH 31, 2020 AND DECEMBER 31, 2019
(UNAUDITED, DOLLARS IN THOUSANDS)
CONSOLIDATED DEBT (continued)
SUMMARY OF DEBT: March 31, 2020 December 31, 2019
Unsecured revolving variable rate credit facility, LIBOR + 1.00%, due February 27, 2022 750,000 —
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 500,000 500,000
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 (35,933 ) (37,165 )
Total debt $ 3,854,062 $ 3,102,830
Q1 2020 Supplemental Page 12
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CAPITAL STRUCTURE
SENIOR NOTES
SENIOR DEBT RATINGS AS OF MARCH 31, 2020
Moody's Baa2 (stable)
Fitch BBB- (negative)
Standard and Poor's BBB- (negative)
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 March 31, 2020 and December 31, 2019 are:
Actual Actual
NOTE COVENANTS Required 1st Quarter 2020 (1) 4th Quarter 2019 (1)
Limitation on incurrence of total debt (Total Debt/Total Assets) ≤ 60% 47% 42%
Limitation on incurrence of secured debt (Secured Debt/Total Assets) ≤ 40% —% —%
Limitation on incurrence of debt: Debt service coverage (Consolidated Income Available for Debt Service/Annual Debt Service) - trailing twelve months ≥ 1.5 x 3.8x 3.9x
Maintenance of total unencumbered assets (Unencumbered Assets/Unsecured Debt) ≥ 150% of unsecured debt 200% 225%
(1) See page 14 for details of calculations.
Q1 2020 Supplemental Page 13
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CAPITAL STRUCTURE
SENIOR NOTES
(UNAUDITED, DOLLARS IN THOUSANDS)
COVENANT CALCULATIONS
TOTAL ASSETS: March 31, 2020 TOTAL DEBT: March 31, 2020
Total Assets per balance sheet $ 7,255,340 Secured debt obligations $ 24,995
Add: accumulated depreciation 1,023,993 Unsecured debt obligations:
Less: intangible assets, net (45,253 ) Unsecured debt 3,865,000
Total Assets $ 8,234,080 Outstanding letters of credit —
Guarantees —
Derivatives at fair market value, net, if liability —
Total unsecured debt obligations: 3,865,000
TOTAL UNENCUMBERED ASSETS: March 31, 2020 Total Debt $ 3,889,995
Unencumbered real estate assets, gross $ 6,444,120
Cash and cash equivalents 1,225,122
Land held for development 28,080
Property under development 30,063
Total Unencumbered Assets $ 7,727,385
CONSOLIDATED INCOME AVAILABLE FOR DEBT SERVICE: 1ST QUARTER 2020 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 TRAILING TWELVE MONTHS
Adjusted EBITDA per bond documents $ 117,397 (1) $ 140,350 $ 147,196 (2) $ 140,606 $ 545,549
Less: straight-line rental revenue 9,708 (3,516 ) (4,399 ) (3,223 ) (1,430 )
CONSOLIDATED INCOME AVAILABLE FOR DEBT SERVICE $ 127,105 $ 136,834 $ 142,797 $ 137,383 $ 544,119
ANNUAL DEBT SERVICE:
Interest expense, gross $ 36,794 $ 36,442 $ 37,575 $ 37,999 $ 148,810
Less: deferred financing fees amortization (1,634 ) (1,621 ) (1,552 ) (1,517 ) (6,324 )
ANNUAL DEBT SERVICE $ 35,160 $ 34,821 $ 36,023 $ 36,482 $ 142,486
DEBT SERVICE COVERAGE 3.6 3.9 4.0 3.8 3.8
(1) Includes straight-line rental revenue write-offs.
(2) Includes prepayment fees.
Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income.
Q1 2020 Supplemental Page 14
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CAPITAL STRUCTURE AS OF MARCH 31, 2020
(UNAUDITED, DOLLARS IN THOUSANDS EXCEPT SHARE INFORMATION)
EQUITY
SECURITY PRICE PER SHARE AT MARCH 31, 2020 LIQUIDIATION PREFERENCE DIVIDEND RATE CONVERTIBLE CONVERSION RATIO AT MARCH 31, 2020 CONVERSION PRICE AT MARCH 31, 2020
Common shares $24.22 N/A (1) N/A N/A N/A
Series C $15.79 $134,851 5.750% Y 0.4137 $60.43
Series E $21.51 $86,185 9.000% Y 0.4826 $51.80
Series G $15.55 $150,000 5.750% N N/A N/A
(1) Total monthly dividends declared in the first quarter of 2020 were 1.1325 per share.

All values are in US Dollars.

Q1 2020 Supplemental Page 15
SUMMARY OF RATIOS
(UNAUDITED)
1ST QUARTER 2020 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018
Net debt to gross assets 38% 35% 40% 42% 42% 43%
Net debt/Adjusted EBITDA (1)(2) 5.1 4.7 5.2 5.8 5.6 5.5
Adjusted net debt/Annualized adjusted EBITDA (3)(4) 4.9 4.8 5.2 5.5 5.4 5.4
Interest coverage ratio (5) 3.6 3.8 3.8 3.7 3.7 3.8
Fixed charge coverage ratio (5) 3.1 3.3 3.3 3.2 3.2 3.3
Debt service coverage ratio (5) 3.6 3.8 3.8 3.7 3.7 3.8
FFO payout ratio (6) 119% 95% 148% 92% 91% 83%
FFO as adjusted payout ratio (7) 117% 89% 77% 83% 83% 78%
AFFO payout ratio (8) 99% 90% 78% 82% 82% 77%
(1) See pages 23 through 25 for definitions.
(2) Adjusted EBITDA is for the quarter multiplied times four. See calculation on page 29.
(3) Adjusted net debt is net debt less 40% times property under development. See pages 23 through 25 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 29 under the reconciliation of Adjusted EBITDA and Annualized Adjusted EBITDA. See pages 23 through 25 for definitions.
(5) See page 27 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.
Q1 2020 Supplemental Page 16
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SUMMARY OF MORTGAGE NOTES RECEIVABLE
(UNAUDITED, DOLLARS IN THOUSANDS)
DESCRIPTION INTEREST RATE PAYOFF DATE/MATURITY DATE MARCH 31, 2020 DECEMBER 31, 2019 (1)
Attraction property Powells Point, North Carolina 7.75% 6/30/2025 $ 27,090 $ 27,423
Fitness & wellness property Omaha, Nebraska 7.85% 12/28/2026 5,799 5,803
Fitness & wellness property Omaha, Nebraska 7.85% 1/3/2027 10,904 10,977
Fitness & wellness property Merriam, Kansas 7.55% 7/31/2029 7,968 5,985
Ski property Girdwood, Alaska 8.25% 12/31/2029 36,998 37,000
Experiential lodging property Nashville, Tennessee 6.99% 9/30/2031 68,650 70,396
Eat & play property Austin, Texas 11.31% 6/1/2033 11,487 11,582
Ski property West Dover and Wilmington, Vermont 11.61% 12/1/2034 51,038 51,050
Four ski properties Ohio and Pennsylvania 10.75% 12/1/2034 37,464 37,562
Ski property Chesterland, Ohio 11.21% 12/1/2034 4,430 4,550
Ski property Hunter, New York 8.57% 1/5/2036 21,000 21,000
Eat & play property Midvale, Utah 10.25% 5/31/2036 17,504 17,505
Eat & play property West Chester, Ohio 9.75% 8/1/2036 18,062 18,068
Private school property Mableton, Georgia 8.84% 4/30/2037 5,052 5,048
Fitness & wellness property Fort Collins, Colorado 7.85% 1/31/2038 10,163 10,360
Early childhood education center Lake Mary, Florida 7.75% 5/9/2039 4,241 4,258
Eat & play property Eugene, Oregon 8.13% 6/17/2039 14,794 14,800
Early childhood education center Lithia, Florida 8.25% 10/31/2039 4,022 4,024
Total mortgage notes and related accrued interest receivable $ 356,666 $ 357,391

(1) Balances as of December 31, 2019 are prior to the adoption of ASC Topic 326.

Q1 2020 Supplemental Page 17
INVESTMENT SPENDING AND DISPOSITION SUMMARIES
(UNAUDITED, DOLLARS IN THOUSANDS)
INVESTMENT SPENDING THREE MONTHS ENDED MARCH 31, 2020
INVESTMENT TYPE TOTAL INVESTMENT SPENDING NEW DEVELOPMENT RE-DEVELOPMENT ASSET ACQUISITION MORTGAGE NOTES OR NOTES RECEIVABLE INVESTMENT IN JOINT VENTURES
Theatres $ 24,108 $ 650 $ 1,350 $ 22,108 $ — $ —
Eat & Play 5,073 4,985 88 — — —
Attractions 959 — 959 — — —
Experiential Lodging 9,797 9,580 217 — — —
Cultural 6 — 6 — — —
Fitness & Wellness 1,999 — — — 1,999 —
Total Experiential 41,942 15,215 2,620 22,108 1,999 —
Early Childhood Education Centers 3 — — — 3 —
Total Education 3 — — — 3 —
Total Investment Spending $ 41,945 $ 15,215 $ 2,620 $ 22,108 $ 2,002 $ —
2020 DISPOSITIONS
THREE MONTHS ENDED MARCH 31, 2020
INVESTMENT TYPE TOTAL DISPOSITIONS NET PROCEEDS FROM SALE OF REAL ESTATE NET PROCEEDS FROM PAYDOWN OF MORTGAGE NOTES
Early Childhood Education Centers 2,907 2,907 —
Total Dispositions $ 2,907 $ 2,907 $ —
Q1 2020 Supplemental Page 18
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PROPERTY UNDER DEVELOPMENT - INVESTMENT SPENDING ESTIMATES AT MARCH 31, 2020 (1)
(UNAUDITED, DOLLARS IN THOUSANDS)
OWNED BUILD-TO-SUIT SPENDING ESTIMATES
# OF PROJECTS 2ND QUARTER 2020 3RD QUARTER 2020 4TH QUARTER 2020 1ST QUARTER 2021 THEREAFTER TOTAL EXPECTED COSTS (2) % LEASED
Total Build-to-Suit (3) 15,228 5 $ 5,181 $ 7,576 $ 8,239 $ 6,141 $ 2,617 $ 44,982 100 %
Non Build-to-Suit Development
Total Property Under Development 30,063
MARCH 31, 2020 OWNED BUILD-TO-SUIT IN-SERVICE ESTIMATES
# OF PROJECTS 2ND QUARTER 2020 3RD QUARTER 2020 4TH QUARTER 2020 1ST QUARTER 2021 THEREAFTER TOTAL IN-SERVICE (2) ACTUAL IN-SERVICE 1ST QUARTER 2020
Total Build-to-Suit 5 $ — $ — $ 18,716 $ 26,266 $ — $ 44,982 $ 25,149
MORTGAGE BUILD-TO-SUIT SPENDING ESTIMATES
# OF PROJECTS 2ND QUARTER 2020 3RD QUARTER 2020 4TH QUARTER 2020 1ST QUARTER 2021 THEREAFTER TOTAL EXPECTED COSTS (2)
Total Build-to-Suit Mortgage Notes 44,966 2 $ 1,667 $ 3,333 $ 3,333 $ 3,333 $ 10,002 $ 66,634
Non Build-to-Suit Mortgage Notes
Total Mortgage Notes Receivable 356,666
(1) This schedule includes only those properties for which the Company has commenced construction as of March 31, 2020
(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.

Q1 2020 Supplemental Page 19
ANNUALIZED ADJUSTED REVENUE BY PROPERTY TYPE
AS OF MARCH 31, 2020
(UNAUDITED, DOLLARS IN THOUSANDS)
TOTAL NUMBER OF ANNUALIZED PERCENTAGE OF ANNUALIZED
PROPERTY TYPE PROPERTIES ADJUSTED REVENUE (1) ADJUSTED REVENUE
Theatres 181 $ 272,384 45.5%
Eat & Play 56 134,998 22.6%
Attractions 18 35,495 5.9%
Ski 13 45,287 7.6%
Experiential Lodging 6 20,990 3.5%
Gaming 1 11,187 1.9%
Cultural 3 7,136 1.2%
Fitness & Wellness 7 5,487 0.9%
Total Experiential Portfolio 285 $ 532,964 89.1%
Early Childhood Education Centers 70 31,390 5.3%
Private Schools 16 33,174 5.6%
Total Education Portfolio 86 $ 64,564 10.9%
Total 371 $ 597,528 100.0%
(1) Annualized Adjusted Revenue by property type is a Non-GAAP financial measure. See pages 23 through 25 for definitions. See calculation on page 29.
Q1 2020 Supplemental Page 20
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LEASE EXPIRATIONS
AS OF MARCH 31, 2020
(UNAUDITED, DOLLARS IN THOUSANDS)
YEAR RENTAL REVENUE FOR THE TRAILING TWELVE MONTHS ENDED MARCH 31, 2020 (1)(2) % OF TOTAL REVENUE (2)
2020 $ 1,547 — %
2021 9,527 1 %
2022 21,892 3 %
2023 17,885 3 %
2024 29,528 5 %
2025 13,176 2 %
2026 22,574 3 %
2027 43,045 7 %
2028 27,629 4 %
2029 25,528 4 %
2030 27,476 4 %
2031 23,761 4 %
2032 18,170 3 %
2033 14,650 2 %
2034 56,773 9 %
2035 50,461 8 %
2036 23,950 4 %
2037 47,096 7 %
2038 26,069 4 %
2039 20,039 3 %
Thereafter 28,794 4 %
$ 549,570 84 %
Note: This schedule excludes non-theatre tenant leases within the Company's entertainment districts, properties under development, land held for development, properties operated by the Company and investments in mortgage notes receivable.
(1) Rental revenue for the trailing twelve months ended March 31, 2020 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 trailing twelve months ended March 31, 2020 in accordance with Accounting Standards Update (ASU) No. 2016-02 Leases (Topic 842).
(2) Excludes revenue from discontinued operations and includes the write-offs of straight line rent receivables of 12.5 million against rental revenue during the three months ended March 31, 2020.

All values are in US Dollars.

Q1 2020 Supplemental Page 21
TOP TEN CUSTOMERS BY PERCENTAGE OF TOTAL REVENUE
(UNAUDITED, DOLLARS IN THOUSANDS)
PERCENTAGE OF TOTAL REVENUE
FOR THE THREE MONTHS ENDED
CUSTOMERS MARCH 31, 2020
1. Regal Entertainment Group 14.1%
2. Topgolf 13.3%
3. AMC Theatres (1) 13.3%
4. Cinemark 6.9%
5. Vail Resorts 4.5%
6. Basis Independent Schools 3.6%
7. Camelback Resort 3.4%
8. Premier Parks 2.8%
9. VSS Southern 2.7%
10. Six Flags 2.7%
Total 67.3%

(1) During the three months ended March 31, 2020, the Company wrote-off $9.2 million of straight-line receivables to straight-line rental revenue classified in rental revenue in the consolidated statements of income.

Q1 2020 Supplemental Page 22
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 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 severance expense, credit loss expense, 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 including removing any impact from operating properties, which is then multiplied by four to get an annual amount. For the three months ended March 31, 2020, Adjusted EBITDA was further adjusted to reflect the write-offs of straight line rent receivables against rental revenue of $12.5 million related to the impact of the COVID-19 disruption.

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

Q1 2020 Supplemental Page 23

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 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")

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.

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, net, transaction costs, severance expense, preferred share redemption costs, termination fees associated with tenants' exercises of education properties buy-out options and credit loss expense, and by subtracting gain on early extinguishment of debt 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, credit loss expense, severance expense, preferred share redemption costs, termination fees associated with tenants' exercises of education properties buy-out options, 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 by subtracting gain on early extinguishment of debt, maintenance capital expenditures (including second generation tenant improvements and leasing commissions), straight-lined rental revenue, non-cash portion of mortgage and other financing income and deferred income tax (benefit) expense. 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.

Q1 2020 Supplemental Page 24

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, credit loss expense, transaction costs, interest expense, gross (including interest expense in discontinued operations), severance 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 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 primarily related to operating properties, 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.

Q1 2020 Supplemental Page 25

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Appendix to Supplemental Operating and Financial Data
Reconciliation of Certain Non-GAAP Financial Measures
First Quarter Ended March 31, 2020
Q1 2020 Supplemental Page 26
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CALCULATION OF INTEREST, FIXED CHARGE AND DEBT SERVICE COVERAGE RATIOS
(UNAUDITED, DOLLARS IN THOUSANDS)
INTEREST COVERAGE RATIO (1): 1ST QUARTER 2020 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018
Net income $ 37,118 $ 36,297 $ 34,003 $ 66,594 $ 65,349 $ 54,031
Impairment charges — 23,639 — — — 10,735
Transaction costs 1,075 5,784 5,959 6,923 5,123 1,583
Credit loss expense 1,192 — — — — —
Interest expense, gross 36,794 36,442 37,575 37,999 37,138 36,304
Severance expense — 423 1,521 — 420 5,938
Depreciation and amortization 43,810 44,530 45,134 42,355 39,743 39,541
Share-based compensation expense
to management and trustees 3,509 3,348 3,372 3,283 3,177 3,816
Costs associated with loan refinancing or payoff — 43 38,407 — — —
Interest cost capitalized (262 ) (273 ) (386 ) (1,530 ) (3,137 ) (2,669 )
Straight-line rental revenue 9,708 (3,516 ) (4,399 ) (3,223 ) (2,414 ) (3,216 )
Gain on sale of real estate (220 ) (5,648 ) (14,303 ) (9,774 ) (6,328 ) (349 )
Prepayment fees — — (1,760 ) — (900 ) (7,391 )
Deferred income tax benefit (1,113 ) (847 ) (984 ) (1,675 ) (609 ) (182 )
Interest coverage amount $ 131,611 $ 140,222 $ 144,139 $ 140,952 $ 137,562 $ 138,141
Interest expense, net $ 34,753 $ 34,907 $ 36,640 $ 36,278 $ 33,826 $ 33,515
Interest income 1,779 1,262 549 191 175 120
Interest cost capitalized 262 273 386 1,530 3,137 2,669
Interest expense, gross $ 36,794 $ 36,442 $ 37,575 $ 37,999 $ 37,138 $ 36,304
Interest coverage ratio 3.6 3.8 3.8 3.7 3.7 3.8
FIXED CHARGE COVERAGE RATIO (1):
Interest coverage amount $ 131,611 $ 140,222 $ 144,139 $ 140,952 $ 137,562 $ 138,141
Interest expense, gross $ 36,794 $ 36,442 $ 37,575 $ 37,999 $ 37,138 $ 36,304
Preferred share dividends 6,034 6,034 6,034 6,034 6,034 6,034
Fixed charges $ 42,828 $ 42,476 $ 43,609 $ 44,033 $ 43,172 $ 42,338
Fixed charge coverage ratio 3.1 3.3 3.3 3.2 3.2 3.3
DEBT SERVICE COVERAGE RATIO (1):
Interest coverage amount $ 131,611 $ 140,222 $ 144,139 $ 140,952 $ 137,562 $ 138,141
Interest expense, gross $ 36,794 $ 36,442 $ 37,575 $ 37,999 $ 37,138 $ 36,304
Recurring principal payments — — — — — —
Debt service $ 36,794 $ 36,442 $ 37,575 $ 37,999 $ 37,138 $ 36,304
Debt service coverage ratio 3.6 3.8 3.8 3.7 3.7 3.8
(1) See pages 23 through 25 for definitions.
Amounts above include the impact of discontinued operations, which are separately classified in the consolidated statements of income.
Q1 2020 Supplemental Page 27
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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 27 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:
1ST QUARTER 2020 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018
Net cash provided by operating activities $ 89,044 $ 102,268 $ 127,506 $ 87,372 $ 122,384 $ 83,446
Equity in (loss) income from joint ventures (420 ) (905 ) (435 ) 470 489 (5 )
Distributions from joint ventures — — — — (112 ) —
Amortization of deferred financing costs (1,634 ) (1,621 ) (1,552 ) (1,517 ) (1,502 ) (1,490 )
Amortization of above and below market leases, net and tenant allowances 152 119 107 58 59 54
Changes in assets and liabilities, net:
Amortization of operating lease assets and liabilities (273 ) (161 ) (1,323 ) 735 (445 ) —
Mortgage notes and related accrued interest receivable 512 (8 ) (1,155 ) 1,409 135 (453 )
Accounts receivable (14,149 ) 14,320 (500 ) 2,234 (14,669 ) 8,680
Direct financing lease receivable — 17 52 59 58 63
Other assets 4,454 (1,888 ) (2,245 ) (239 ) 5,673 (1,662 )
Accounts payable and accrued liabilities 13,517 (21,851 ) (5,639 ) 4,634 (4,684 ) 6,265
Unearned rents and interest (6,907 ) 11,132 (8,769 ) 5,568 (5,951 ) 15,912
Straight-line rental revenue 9,708 (3,516 ) (4,399 ) (3,223 ) (2,414 ) (3,216 )
Interest expense, gross 36,794 36,442 37,575 37,999 37,138 36,304
Interest cost capitalized (262 ) (273 ) (386 ) (1,530 ) (3,137 ) (2,669 )
Transaction costs 1,075 5,784 5,959 6,923 5,123 1,583
Severance expense (cash portion) — 363 1,103 — 317 2,720
Prepayment fees — — (1,760 ) — (900 ) (7,391 )
Interest coverage amount (1) $ 131,611 $ 140,222 $ 144,139 $ 140,952 $ 137,562 $ 138,141
Net cash (used) provided by investing activities $ (39,759 ) $ 381,255 $ 176,446 $ (333,363 ) $ (127,833 ) $ (104,684 )
Net cash provided (used) by financing activities $ 649,237 $ (73,886 ) $ (194,098 ) $ 235,607 $ 9,154 $ (56,075 )
(1) See pages 23 through 25 for definitions.
Q1 2020 Supplemental Page 28
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RECONCILIATION OF EBITDAre, ADJUSTED EBITDA, ANNUALIZED ADJUSTED EBITDA AND ANNUALIZED ADJUSTED REVENUE
(UNAUDITED, DOLLARS IN THOUSANDS)
ADJUSTED EBITDA (2): 1ST QUARTER 2020 4TH QUARTER 2019 3RD QUARTER 2019 2ND QUARTER 2019 1ST QUARTER 2019 4TH QUARTER 2018
Net income $ 37,118 $ 36,297 $ 34,003 $ 66,594 $ 65,349 $ 54,031
Interest expense, net 34,753 34,907 36,640 36,278 33,826 33,515
Income tax (benefit) expense (751 ) (530 ) (600 ) (1,300 ) (605 ) 108
Depreciation and amortization 43,810 44,530 45,134 42,355 39,743 39,541
Gain on sale of real estate (220 ) (5,648 ) (14,303 ) (9,774 ) (6,328 ) (349 )
Impairment charges — 23,639 — — — 10,735
Costs associated with loan refinancing or payoff — 43 38,407 — — —
Equity in loss (income) from joint ventures 420 905 435 (470 ) (489 ) 5
EBITDAre $ 115,130 $ 134,143 $ 139,716 $ 133,683 $ 131,496 $ 137,586
Severance expense — 423 1,521 — 420 5,938
Transaction costs 1,075 5,784 5,959 6,923 5,123 1,583
Credit loss expense 1,192 — — — — —
Straight-line rental revenue write-offs (1) 12,532 — — — — —
Prepayment fees — — (1,760 ) — (900 ) (7,391 )
Adjusted EBITDA (for the quarter) $ 129,929 $ 140,350 $ 145,436 $ 140,606 $ 136,139 $ 137,716
Adjusted EBITDA (3) $ 519,716 $ 561,400 $ 581,744 $ 562,424 $ 544,556 $ 550,864
ANNUALIZED ADJUSTED EBITDA (2):
Adjusted EBITDA (for the quarter) $ 129,929 $ 140,350 $ 145,436 $ 140,606 $ 136,139 $ 137,716
Corporate/unallocated and other NOI (145 ) 403 (2,173 ) (1,855 ) (1,925 ) (1,530 )
In-service and disposition adjustments (4) 1,351 (4,580 ) 528 5,591 252 243
Percentage rent/participation adjustments (5) 979 (2,947 ) 206 (856 ) 1,335 (2,339 )
Non-recurring adjustments (6) 3,999 1,170 213 2,668 (72 ) (240 )
Annualized Adjusted EBITDA (for the quarter) $ 136,113 $ 134,396 $ 144,210 $ 146,154 $ 135,729 $ 133,850
Annualized Adjusted EBITDA (7) $ 544,452 $ 537,584 $ 576,840 $ 584,616 $ 542,916 $ 535,400
ANNUALIZED ADJUSTED REVENUE (1):
Total revenue (for the quarter) $ 151,012 $ 177,440
Other income (7,573 ) (8,386 )
Pass-through revenues (9,694 ) (11,793 )
In-service and disposition adjustments (4) 456 (6,168 )
Straight-line rental revenue write-offs (1) 12,532 —
Percentage rent/participation adjustments (5) 979 (2,947 )
Non-recurring adjustments (6) 1,670 (423 )
Annualized Adjusted Revenue (for the quarter) $ 149,382 $ 147,723
Annualized Adjusted Revenue (8) $ 597,528 $ 590,892
See footnotes on following page.
Q1 2020 Supplemental Page 29
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(1) Included in rental revenue from continuing operations in the consolidated statements of income in the Company's Annual Reports on Form 10-K and the Company's Quarterly Reports on Form 10-Q. Reconciliation is as follows:
Minimum rent $ 138,219 $ 139,529 $ 139,844 $ 134,409 $ 130,497 $ 122,489
Tenant reimbursements 3,698 5,790 5,129 5,843 6,102 3,933
Percentage rent 2,757 6,428 3,032 4,147 1,355 5,006
Straight-line rental revenue 2,824 2,926 2,866 2,520 2,245 1,977
Straight-line rental revenue write-offs (12,532 ) — — — — —
Other rental revenue 77 92 91 84 93 86
Rental revenue $ 135,043 $ 154,765 $ 150,962 $ 147,003 $ 140,292 $ 133,491
(2) See pages 23 through 25 for definitions.
(3) Adjusted EBITDA for the quarter is multiplied by four to calculate an annual amount.
(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 to properties under operating agreements with third parties, as applicable, and COVID-19 related adjustments.
(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.
Q1 2020 Supplemental Page 30
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