8-K
Four Corners Property Trust, Inc. (FCPT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) : February 16, 2022
FOUR CORNERS PROPERTY TRUST, INC.
(Exact name of registrant as specified in its charter)
| Maryland | 001-37538 | 47-4456296 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
591 Redwood Highway, Suite 3215, Mill Valley, California 94941
(Address of principal executive offices, including zip code)
(415) 965-8030
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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 | Name of Exchange on Which Registered |
|---|---|---|
| Common Stock, $0.0001 par value per share | FCPT | 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. ☐
| Item 2.02 | Results of Operations and Financial Condition. |
|---|
On February 16, 2022, Four Corners Property Trust, Inc. (the “Company”) announced its financial results for the quarter and twelve months ended December 31, 2021. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and a copy of the Company’s Supplemental Financial & Operating Information for the quarter and twelve months ended December 31, 2021 is attached hereto as Exhibit 99.2.
The information in this Item 2.02 and Exhibits 99.1 and 99.2 to this Form 8-K is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall they be deemed to be incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly set forth by specific reference in such a filing.
| Item 7.01 | Regulation FD Disclosure. |
|---|
Members of management of the Company will present an overview of the Company during upcoming investor presentations. A copy of the presentation is attached as Exhibit 99.3 and incorporated by reference herein.
The information in this Item 7.01 and Exhibit 99.3 to this Form 8-K is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall they be deemed to be incorporated by reference in any filing under the Exchange Act or the Securities Act except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d) Exhibits
| Exhibit<br>No. | Exhibit Description |
|---|---|
| 99.1 | Press Release dated February 16, 2022 |
| 99.2 | Supplemental Financial & Operating Information for the Quarter and Twelve Months Ended December 31, 2021 |
| 99.3 | Investor Presentation of Four Corners Property Trust, Inc. |
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.
| FOUR CORNERS PROPERTY TRUST, INC. | |
|---|---|
| By: | /s/ JAMES L. BRAT |
| James L. Brat<br>Chief Transaction Officer, General Counsel and Secretary |
Date: February 16, 2022
EXHIBIT LIST
| Exhibit<br>No. | Exhibit Description |
|---|---|
| 99.1 | Press Release dated February 16, 2022 |
| 99.2 | Supplemental Financial & Operating Information for the Quarter and Twelve Months Ended December 31, 2021 |
| 99.3 | Investor Presentation of Four Corners Property Trust, Inc. |
fcpt-2021q4earningspr_21
FCPT Announces Fourth Quarter 2021 Financial and Operating Results MILL VALLEY, CA – February 16, 2022 / Business Wire – Four Corners Property Trust, Inc. (“FCPT” or the “Company”, NYSE: FCPT) today announced financial results for the three months and year ended December 31, 2021. Management Comments “FCPT closed out 2021 with over $70 million of acquisitions in the fourth quarter, high rent collection levels and strong AFFO per share growth of over 10% for the quarter and 8% for the year in total,” said CEO Bill Lenehan. “We continue to benefit from the expanded addressable universe outside of restaurants for acquisitions in other targeted verticals. We also raised over $86 million in equity capital in the quarter to fund this growth and agreed to issue $125 million in private notes at a 3.1% rate in early 2022 which sets a strong footing for further growth this year.” Rent Collection Update As of December 31, 2021, the Company has received rent payments representing 99.8% of its portfolio contractual base rent for the quarter ending December 31, 2021, and 99.9% for the year ending December 31, 2021. Financial Results Rental Revenue and Net Income Attributable to Common Shareholders • Rental revenue for the fourth quarter increased 13.5% over the prior year to $45.5 million. Rental revenue consisted of $44.2 million in cash rents and $1.3 million of straight-line and other non-cash rent adjustments. • Net income attributable to common shareholders was $23.7 million for the fourth quarter, or $0.30 per diluted share. These results compare to net income attributable to common shareholders of $20.3 million for the same quarter in the prior year, or $0.27 per diluted share. • Net income attributable to common shareholders was $85.6 million for the year ended December 31, 2021, or $1.11 per diluted share. These results compare to net income attributed to common shareholders of $77.3 million, or $1.08 per diluted share for the prior year. Funds from Operations (FFO) • NAREIT-defined FFO per diluted share for the fourth quarter was $0.42, representing a $0.04 per share increase compared to the same quarter in 2020. • NAREIT-defined FFO per diluted share for the year ended December 31, 2021 was $1.56, representing a $0.07 per share increase compared to the prior year. Adjusted Funds from Operations (AFFO) • AFFO per diluted share for the fourth quarter was $0.41, representing a $0.04 per share increase compared to the same quarter in 2020. • AFFO per diluted share for the year ended December 31, 2021 was $1.56, representing a $0.12 per share increase compared to the prior year.
General and Administrative (G&A) Expense • G&A expense for the fourth quarter was $4.2 million, which included $0.9 million of stock-based compensation. These results compare to G&A expense in the fourth quarter of 2020 of $3.7 million, including $0.9 million of stock-based compensation. • Cash G&A expense (after excluding stock-based compensation) for the fourth quarter was $3.3 million, representing 7.5% of cash rental income for the quarter. For the year ended December 31, 2021, cash G&A expense was $13.7 million. Dividends • FCPT declared a dividend of $0.3325 per common share for the fourth quarter of 2021, which represented a 4.7% increase over prior quarter. Portfolio Activities Acquisitions • During the fourth quarter of 2021, FCPT acquired 33 properties for a combined purchase price of $70.5 million at an initial weighted average cash yield of 6.4% and a weighted average remaining lease term of 8.4 years. Liquidity and Capital Markets Capital Raising • During the fourth quarter, FCPT issued 3,036,304 shares of common stock via its At-The-Market (ATM) stock program at a weighted average offering price of $28.36 for gross proceeds of $86.1 million. • As announced on December 17, 2021, FCPT entered into agreements to issue $125 million of senior unsecured notes (the “Notes”) in the first quarter of 2022. The Notes consist of $75.0 million of notes with a ten-year term and priced at a fixed interest rate of 3.11%, and $50.0 million of notes with a nine-year term and priced at a fixed interest rate of 3.09%. The Notes are scheduled to fund on or before March 17, 2022, at the election of the Company. Liquidity • At December 31, 2021, FCPT had approximately $220.3 million of available liquidity including $6.3 million of cash and cash equivalents and $214.0 million of undrawn credit line capacity. Credit Facility and Unsecured Notes • At December 31, 2021, FCPT had $886 million of outstanding debt, consisting of $400 million of term loans and $450 million of unsecured fixed rate notes and $36 million outstanding revolver balance. FCPT’s leverage, as measured by the ratio of net debt to adjusted EBITDAre, is 5.4x at quarter-end. Real Estate Portfolio • As of December 31, 2021, the Company’s rental portfolio consisted of 919 properties located in 46 states. The properties are 99.9% occupied (measured by square feet) under long-term, net leases with a weighted average remaining lease term of approximately 9.3 years.
Conference Call Information Company management will host a conference call and audio webcast on Thursday, February 17 at 11:00 a.m. Eastern Time to discuss the results. Interested parties can listen to the call via the following: Phone: 1 844 200 6205 (domestic) or 1 929 526 1599 (international), Call Access Code: 887267. Live webcast: https://events.q4inc.com/attendee/240838965 In order to pre-register for the call, investors can visit https://www.incommglobalevents.com/registration/q4inc/9814/fcpt-fourth-quarter-2021-financial- results-conference-call/ and enter in their contact information. Replay: Available through May 18, 2022 by dialing 1 866 813 9403 (domestic) or 44 204 525 0658 (international), Replay Access Code 229989. About FCPT FCPT, headquartered in Mill Valley, CA, is a real estate investment trust primarily engaged in the ownership, acquisition and leasing of restaurant and retail properties. The Company seeks to grow its portfolio by acquiring additional real estate to lease, on a net basis, for use in the restaurant and retail industries. Additional information about FCPT can be found on the website at fcpt.com. Cautionary Note Regarding Forward-Looking Statements This press release contains forward-looking statements within the meaning of the federal securities laws. Forward- looking statements include all statements that are not historical statements of fact and those regarding the Company’s intent, belief or expectations, including, but not limited to, statements regarding: operating and financial performance, announced transactions, expectations regarding the making of distributions and the payment of dividends, and the effect of pandemics such as COVID-19 on the business operations of the Company and the Company’s tenants and their continued ability to pay rent in a timely manner or at all. Words such as “anticipate(s),” “expect(s),” “intend(s),” “plan(s),” “believe(s),” “may,” “will,” “would,” “could,” “should,” “seek(s)” and similar expressions, or the negative of these terms, are intended to identify such forward-looking statements. Forward-looking statements speak only as of the date on which such statements are made and, except in the normal course of the Company’s public disclosure obligations, the Company expressly disclaims any obligation to publicly release any updates or revisions to any forward- looking statements to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which any statement is based. Forward-looking statements are based on management’s current expectations and beliefs and the Company can give no assurance that its expectations or the events described will occur as described. Forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from those set forth in or implied by such forward-looking statements. In addition, the extent to which COVID-19 impacts the Company and its tenants will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact and the direct and indirect economic effects of the pandemic and containment measures, among others. For a further discussion of these and other factors that could cause the company’s future results to differ materially from any forward-looking statements, see the section entitled “Risk Factors” in the company’s most recent annual report on Form 10-K, and other risks described in documents subsequently filed by the company from time to time with the Securities and Exchange Commission.
Notice Regarding Non-GAAP Financial Measures: In addition to U.S. GAAP financial measures, this press release and the referenced supplemental financial and operating report contain and may refer to certain non-GAAP financial measures. These non-GAAP financial measures are in addition to, not a substitute for or superior to, measures of financial performance prepared in accordance with GAAP. These non-GAAP financial measures should not be considered replacements for, and should be read together with, the most comparable GAAP financial measures. Reconciliations to the most directly comparable GAAP financial measures and statements of why management believes these measures are useful to investors are included in the supplemental financial and operating report, which can be found in the investor relations section of our website. Supplemental Materials and Website: Supplemental materials on the Fourth Quarter 2021 operating results and other information on the Company are available on the investors relations section of FCPT’s website at investors.fcpt.com. FCPT Bill Lenehan, 415-965-8031 CEO Gerry Morgan, 415-965-8032 CFO
Four Corners Property Trust Consolidated Statements of Income (In thousands, except share and per share data) 2021 2020 2021 2020 Revenues: Rental revenue 45,462$ 40,091$ 172,812$ 154,721$ Restaurant revenue 7,192 4,527 26,566 16,223 Total revenues 52,654 44,618 199,378 170,944 Operating expenses: General and administrative 4,160 3,744 17,650 15,046 Depreciation and amortization 9,371 7,763 34,826 29,433 Property expenses 1,383 969 5,040 3,508 Restaurant expenses 6,569 4,283 24,563 16,082 Total operating expenses 21,483 16,759 82,079 64,069 Interest expense (8,227) (7,499) (32,555) (29,231) Other income, net 26 2 36 170 Realized gain on sale, net - - 431 - Income tax income (expense) 765 (55) 534 (247) Net income 23,735 20,307 85,745 77,567 Net income attributable to noncontrolling interest (35) (55) (164) (235) Net Income Attributable to Common Shareholders 23,700$ 20,252$ 85,581$ 77,332$ Basic net income per share 0.30$ 0.27$ 1.12$ 1.08$ Diluted net income per share 0.30$ 0.27$ 1.11$ 1.08$ Regular dividends declared per share 0.3325$ 0.3175$ 1.2850$ 1.2325$ Weighted-average shares outstanding: Basic 78,394,876 73,940,013 76,674,046 71,312,326 Diluted 78,575,024 74,283,324 76,838,569 71,609,068 Twelve Months Ended December 31,Three Months Ended December 31, (Unaudited)
Four Corners Property Trust Consolidated Balance Sheets (In thousands, except share data) December 31, 2021 December 31, 2020 Real estate investments: Land 966,565$ 827,502$ Buildings, equipment and improvements 1,437,840 1,327,641 Total real estate investments 2,404,405 2,155,143 Less: Accumulated depreciation (682,430) (657,621) Total real estate investments, net 1,721,975 1,497,522 Intangible lease assets, net 104,251 96,291 Total real estate investments and intangible lease assets, net 1,826,226 1,593,813 Real estate held for sale - 2,763 Cash and cash equivalents 6,300 11,064 Straight-line rent adjustment 55,397 47,938 Derivative assets 2,591 762 Deferred tax assets 864 - Other assets 11,602 11,839 Total Assets 1,902,980$ 1,668,179$ Liabilities: Long-term debt ($886,000 and $760,000 principal, respectively) 877,591$ 753,878$ Dividends payable 26,655 24,058 Rent received in advance 11,311 11,926 Derivative liabilities 7,517 18,717 Other liabilities 16,014 15,099 Total liabilities 939,088 823,678 Equity: Preferred stock, $0.0001 par value per share, 25,000,000 shares authorized, zero shares issued and outstanding - - Common stock, $0.0001 par value per share, 500,000,000 shares authorized, 80,279,217 and 75,874,966 shares issued and outstanding, respectively 8 8 Additional paid-in capital 958,737 840,455 Accumulated other comprehensive (loss) income (9,824) (25,695) Noncontrolling interest 2,218 3,061 Retained earnings 12,753 26,672 Total equity 963,892 844,501 Total Liabilities and Equity 1,902,980$ 1,668,179$ ASSETS LIABILITIES AND EQUITY
Four Corners Property Trust FFO and AFFO (Unaudited) (In thousands, except share and per share data) 2021 2020 2021 2020 Funds from operations (FFO): Net income 23,735$ 20,307$ 85,745$ 77,567$ Depreciation and amortization 9,336 7,737 34,715 29,351 Realized gain on sales of real estate - - (431) - FFO (as defined by NAREIT) 33,071$ 28,044$ 120,029$ 106,918$ Straight-line rental revenue (1,808) (2,070) (7,583) (8,588) Recognized rental revenue abated (1) - - - (1,568) Non-cash deferred income tax benefit (2) (864) - (864) - Stock-based compensation 857 880 3,948 3,376 Non-cash amortization of deferred financing costs 468 543 2,368 2,132 Other non-cash interest income (expense) - 1 - - Non-real estate investment depreciation 35 26 111 82 Other non-cash revenue adjustments 529 497 2,119 1,296 Adjusted Funds from Operations (AFFO) 32,288$ 27,921$ 120,128$ 103,648$ Fully diluted shares outstanding (3) 78,689,583 74,482,398 76,986,538 71,823,973 FFO per diluted share 0.42$ 0.38$ 1.56$ 1.49$ AFFO per diluted share 0.41$ 0.37$ 1.56$ 1.44$ assets at Kerrow Restaurant Operating Business. (3) Assumes the issuance of common shares for OP units held by non-controlling interest. (2) Amount represents non-cash income tax benefit recognized in the fourth quarter of 2021 related to the removal of a valuation allowance on net deferred tax recognized in the second and third quarters of 2020. The receivables associated with the abatements were recognized as lease incentives and will be amortized as a reduction to rental revenue over the amended lease terms. Three Months Ended December 31, Twelve Months Ended December 31, (1) Amount represents base rent that the Company abated as a result of lease amendments. In 2020, the Company abated $1.57 million of rental revenue
q42021supplemental_21620
1 | FCPT | Q4 2021 www.fcpt .comSUPPLEMENTAL FINANCI AL & OPERATING INFORMATION | Q4 2021 FOUR CORNERS PROPERTY TRUST N YS E : F C P T
2 | FCPT | Q4 2021 C AU T I O N AR Y N O T E R E G AR D I N G F O R W AR D - L O O K I N G S T AT E M E N T S This presentation contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements include all statements that are not historical statements of fact and those regarding FCPT’s intent, belief or expectations, including, but not limited to, statements regarding: operating and financial performance, acquisition pipeline, expectations regarding the making of distributions and the payment of dividends, and the effect of pandemics such as COVID-19 on the business operations of FCPT and FCPT’s tenants and their continued ability to pay rent in a timely manner or at all. Words such as “anticipate(s),” “expect(s),” “intend(s),” “plan(s),” “believe(s),” “may,” “will,” “would,” “could,” “should,” “seek(s)” and similar expressions, or the negative of these terms, are intended to identify such forward-looking statements. Forward-looking statements speak only as of the date on which such statements are made and, except in the normal course of FCPT’s public disclosure obligations, FCPT expressly disclaims any obligation to publicly release any updates or revisions to any forward-looking statements to reflect any change in FCPT’s expectations or any change in events, conditions or circumstances on which any statement is based. Forward- looking statements are based on management’s current expectations and beliefs and FCPT can give no assurance that its expectations or the events described will occur as described. For a further discussion of these and other factors that could cause FCPT’s future results to differ materially from any forward- looking statements, see the risk factors described under the section entitled “Item 1A. Risk Factors” in FCPT’s annual report on Form 10-K for the year ended December 31, 2020, and other risks described in documents subsequently filed by FCPT from time to time with the Securities and Exchange Commission
3 | FCPT | Q4 2021 TABLE OF CONTENTS Financial Summary Page Consolidating Balance Sheet 4 Consolidated Income Statement 5 FFO and AFFO Reconciliation 6 Net Asset Value Components 7 Capitalization and Key Credit Metrics 8 Debt Summary 9 Debt Maturity Schedule 10 Debt Covenants 11 Real Estate Portfolio Summary Property Locations by Brand 12 Brand Diversification 13 Geographic Diversification 14 Lease Maturity Schedule 15 Exhibits Glossary and Non-GAAP Definitions 16 Reconciliation of Net Income to Adjusted EBITDAre 17
4 | FCPT | Q4 2021 CONSOLIDATING BALANCE SHEET As of 12/31/2020 ($000s, except shares and per share data) Unaudited Real Estate Operations Restaurant Operations Elimination Consolidated FCPT Consolidated FCPT ASSETS Real estate investments: Land 959,109$ 7,456$ -$ 966,565$ 827,502$ Buildings, equipment and improvements 1,423,060 14,780 - 1,437,840 1,327,641 Total real estate investments 2,382,169 22,236 - 2,404,405 2,155,143 Less: accumulated depreciation (676,183) (6,247) - (682,430) (657,621) Real estate investments, net 1,705,986 15,989 - 1,721,975 1,497,522 Intangible lease assets, net 104,251 - - 104,251 96,291 Total real estate investments and intangible lease assets, net 1,810,237 15,989 - 1,826,226 1,593,813 Real estate held for sale - - - - 2,763 Cash and cash equivalents 4,830 1,470 - 6,300 11,064 Straight-line rent adjustment 55,397 - - 55,397 47,938 Deferred tax assets - 864 - 864 - Other assets 7,137 4,465 - 11,602 11,839 Derivative assets 2,591 - - 2,591 762 Investment in subsidiary 16,503 - (16,503) - - Intercompany receivable 1,381 - (1,381) - - Total Assets 1,898,076$ 22,788$ (17,884)$ 1,902,980$ 1,668,179$ LIABILITIES AND EQUITY Liabilities: Term loan ($400,000, net of deferred financing costs) 394,802$ -$ -$ 394,802$ 396,744$ Revolving facility ($250,000 capacity) 36,000 - - 36,000 10,000 Unsecured notes ($450,000, net of deferred financing costs) 446,789 - - 446,789 347,134 Rent received in advance 11,311 - - 11,311 11,926 Derivative liabilities 7,517 - - 7,517 18,717 Dividends payable 26,655 - - 26,655 24,058 Other liabilities 10,443 5,571 - 16,014 15,099 Intercompany payable - 1,381 (1,381) - - Total liabilities 933,517$ 6,952$ (1,381)$ 939,088$ 823,678$ Equity: Preferred stock -$ -$ -$ -$ -$ Common stock 8 - - 8 8 Additional paid-in capital 958,737 16,503 (16,503) 958,737 840,455 Accumulated other comprehensive (loss) income (9,824) - - (9,824) (25,695) Noncontrolling interest 2,218 - - 2,218 3,061 Retained earnings 13,420 (667) - 12,753 26,672 Total equity 964,559$ 15,836$ (16,503)$ 963,892$ 844,501$ Total Liabilities and Equity 1,898,076$ 22,788$ (17,884)$ 1,902,980$ 1,668,179$ As of 12/31/2021
5 | FCPT | Q4 2021 CONSOLIDATED INCOME STATEMENT ($000s, except shares and per share data) Unaudited 2021 2020 2021 2020 Revenues: Rental revenue 45,462$ 40,091$ 172,812$ 154,721$ Restaurant revenue 7,192 4,527 26,566 16,223 Total revenues 52,654 44,618 199,378 170,944 Operating expenses: General and administrative 4,160 3,744 17,650 15,046 Depreciation and amortization 9,371 7,763 34,826 29,433 Property expenses 1,383 969 5,040 3,508 Restaurant expenses 6,569 4,283 24,563 16,082 Total operating expenses 21,483 16,759 82,079 64,069 Interest expense (8,227) (7,499) (32,555) (29,231) Other income, net 26 2 36 170 Realized gain on sale, net - - 431 - Income tax expense 765 (55) 534 (247) Net income 23,735 20,307 85,745 77,567 Net income attributable to noncontrolling interest (35) (55) (164) (235) Net Income Attributable to Common Shareholders 23,700$ 20,252$ 85,581$ 77,332$ Basic net income per share 0.30$ 0.27$ 1.12$ 1.08$ Diluted net income per share 0.30$ 0.27$ 1.11$ 1.08$ Regular dividends declared per share 0.3325$ 0.3175$ 1.2850$ 1.2325$ Weighted-average shares outstanding: Basic 78,394,876 73,940,013 76,674,046 71,312,326 Diluted 78,575,024 74,283,324 76,838,569 71,609,068 Three Months Ended December 31, Twelve Months Ended December 31,
6 | FCPT | Q4 2021 FFO & AFFO RECONCIL IATION ___________________________ (1) Amount represents base rent that the Company abated as a result of lease amendments. In 2020, the Company abated $1.57 million of rental revenue recognized in the second and third quarters of 2020. The receivables associated with the abatements were recognized as lease incentives and will be amortized as a reduction to rental revenue over the amended lease terms. (2) Amount represents non-cash income tax benefit recognized in the fourth quarter of 2021 related to the removal of a valuation allowance on net deferred tax assets at Kerrow Restaurant Operating Business. (3) Assumes the issuance of common shares for OP units held by non-controlling interest. ($000s, except shares and per share data) Unaudited 2021 2020 2021 2020 Net income 23,735$ 20,307$ 85,745$ 77,567$ Depreciation and amortization 9,336 7,737 34,715 29,351 Realized gain on sales of real estate - - (431) - FFO (as defined by NAREIT) 33,071$ 28,044$ 120,029$ 106,918$ Straight-line rent (1,808) (2,070) (7,583) (8,588) Recognized rental revenue abated(1) - - - (1,568) Non-cash deferred income tax benefit(2) (864) - (864) - Stock-based compensation 857 880 3,948 3,376 Non-cash amortization of deferred financing costs 468 543 2,368 2,132 Other non-cash interest income - 1 - - Non-real estate investment depreciation 35 26 111 82 Other non-cash revenue adjustments 529 497 2,119 1,296 Adjusted Funds From Operations (AFFO) 32,288$ 27,921$ 120,128$ 103,648$ Fully diluted shares outstanding(3) 78,689,583 74,482,398 76,986,538 71,823,973 FFO per diluted share 0.42$ 0.38$ 1.56$ 1.49$ AFFO per diluted share 0.41$ 0.37$ 1.56$ 1.44$ Three Months Ended December 31, Twelve Months Ended December 31,
7 | FCPT | Q4 2021 NET ASSET VALUE COMPONENTS ___________________________ (1) See glossary on page 16 for tenant EBITDAR and tenant EBITDAR coverage definitions: results based on tenant reporting representing 78% of portfolio annual cash base rent. Non-restaurant not reported due to most tenants not reporting financial data. We have estimated Darden current quarter EBITDAR coverage using reported sales results for the FCPT portfolio and Darden brand average margins the quarter ended November 2021. (2) Lease term weighted by annual cash base rent (ABR) as defined in glossary. (3) Current scheduled minimum contractual rent as of 12/31/2021. (4) FCPT acquired 33 properties and leasehold interests in Q4 2021; FCPT had no dispositions in the quarter. Real Estate Portfolio as of 12/31/2021 Purchase Price ($000s) # of Rental Leases Total Square Feet (000s) Avg. Rent Per Square Foot ($) Tenant EBITDAR Coverage(1) Lease Term Remaining (Yrs)(2) Annual Cash Base Rent ($000s)(3) % Total Cash Base Rent(3) Darden - 440 3,419 30 5.2x 8.4 104,167 59.4% Other restaurant - 366 1,689 32 3.0x 11.8 54,146 30.9% Non-restaurant - 130 881 19 n/a 6.9 16,906 9.6% Total Owned Portfolio - 936 5,989 29 4.4x 9.3 175,219 100.0% Q4 2021 Transaction Activity(4) Leases acquired 70,485 36 199 23 n/a 8.4 4,522 2.6% No sales in Q4 2021 Tangible Assets Book Value ($000s) Cash, cash equivalents, and restricted cash 6,300$ Other tangible assets 6,616 Total Tangible Assets 12,916$ Debt Face Value ($000s) Term loan 400,000$ Senior fixed rate notes 450,000 Revolving credit facility 36,000 Total Debt 886,000$ Tangible Liabilities Book Value ($000s) Dividends payable 26,655$ Rent received in advance, accrued interest, and other accrued expenses 19,743 Total Tangible Liabilities 46,398$ Shares Outstanding Common stock (shares outstanding as of 12/31/2021) 80,279,217 Operating partnership units (OP units outstanding as of 12/31/2021) 114,559 Total Common Stock and OP Units Outstanding 80,393,776
8 | FCPT | Q4 2021 C APITALIZ ATION & KEY CREDIT METRICS ___________________________ (1) Fourth quarter 2021 dividend was declared on 11/29/2021, payable on 1/14/2022. (2) Principal debt amount less cash and cash equivalents. (3) Current quarter annualized. See glossary on page 16 for definitions of EBITDAre and Adjusted EBITDAre and page 17 for reconciliation to net income. % of Market Capitalization Equity: Share price (12/31/2021) 29.41$ Shares and OP units outstanding (12/31/2021) 80,393,776 Equity Value 2,364,381$ 72.7% Debt: Term loan 400,000$ 12.3% Revolving credit facility 36,000 1.1% Unsecured notes 450,000 13.8% Total Debt 886,000$ 27.3% Total Market Capitalization 3,250,381$ 100.0% Less: cash (6,300) Implied Enterprise Value 3,244,081$ Dividend Data (fully diluted) Q4 2021 Common dividend per share(1) $0.3325 AFFO per share $0.41 AFFO payout ratio 81.0% Credit Metrics Net Debt(2) Adjusted EBITDAre (3) Ratio Net debt to Adjusted EBITDAre 879,700$ 162,312$ 5.4x Q4 2021 Capitalization ($000s, except shares and per share data)
9 | FCPT | Q4 2021 DEBT SUMMARY ___________________________ (1) Borrowings under the term loans accrue interest at a rate of LIBOR plus 1.25%-1.35%. FCPT has entered into interest rate swaps that fix 87.5% of the term loans’ rate exposure through November 2022, 75% through November 2023, 63% through November 2024, and 50% through November 2025. The all-in cash interest rate on the portion of the term loan that is fixed is approximately 3.2% for 2022, 3.1% for 2023, and 2.7% for 2024. A LIBOR rate of 0.10% as of 12/31/2021 is used for the 12.5% of term loans that are not hedged. (2) These notes are senior unsecured fixed rate obligations of the Company. Cash interest rate excludes amortization of swap gains and losses incurred in connection with the issuance of these notes. The annual amortization of net hedge losses is currently $669 thousand per year. (3) As of 12/31/2021, FCPT had no mortgage debt and 100% of FCPT properties were unencumbered. (4) Excludes amortization of deferred financing costs on the credit facility and unsecured notes. Debt Type Maturity Date Balance as of December 31, 2021 ($000s) % of Debt Cash Interest Rate as of December 31, 2021(4) Weighted Average Maturity (Yrs.) Credit Facility(1) Revolving facility Nov-2025 36,000 4.1% 1.40% 3.9 Term loan Nov-2023 50,000 5.6% 2.90% 1.9 Term loan Mar-2024 100,000 11.3% 2.90% 2.2 Term loan Nov-2025 150,000 16.9% 2.95% 3.9 Term loan Nov-2026 100,000 11.3% 2.95% 4.9 Principal Amount 436,000$ Unsecured Notes(2) June 2017 Jun-2024 50,000$ 5.6% 4.68% 2.4 June 2017 Jun-2027 75,000 8.5% 4.93% 5.4 December 2018 Dec-2026 50,000 5.6% 4.63% 5.0 December 2018 Dec-2028 50,000 5.6% 4.76% 7.0 March 2020 Jun-2029 50,000 5.6% 3.15% 7.4 March 2020 Apr-2030 75,000 8.5% 3.20% 8.3 January 2021 Apr-2029 50,000 5.6% 2.74% 7.3 January 2021 Apr-2031 50,000 5.6% 2.99% 9.3 Principal Amount 450,000$ Mortgages Payable(3) None - - - - Total/Weighted Average 886,000$ 100.0% 3.36% 5.0 Unamortized Deferred Financing Costs Credit facility (5,198)$ Unsecured notes (3,211) Debt Carrying Value (GAAP) 877,591$ Fixed rate 800,000$ 90% Variable rate 86,000$ 10% Credit Rating (Fitch): BBB-
10 | FCPT | Q4 2021 FCPT DEBT MATURITY SCHEDULE ___________________ Figures as of 12/31/2021 (1) The revolving credit facility expires on November 9, 2025 subject to FCPT’s availability to extend the term for one additional six-month period to May 9, 2026. Current Debt Maturity Schedule ($ millions) $50 $50 $150 $100 $36 $214 $0 $0 $50 $150 $150 $75 $50 $100 $75 $50 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 Undrawn Revolver Capacity Drawn Revolver Unsecured Term Loan Unsecured Notes $100 21% 5.1-year weighted average term for notes/term loans 90% fixed rate debt 3.36% weighted average cash interest rate $214 million available on revolver (1) 0% 0% 6% 17% 17% 11% 8% 6%8% 6%% of Total Debt Outstanding
11 | FCPT | Q4 2021 DEBT COVENANTS As of December 31, 2021 Covenants Q4 2021 Limitation on incurrence of total debt ≤ 60% of consolidated capitalization value 35.5% Limitation on incurrence of secured debt ≤ 40% of consolidated capitalization value 0.0% Fixed charge coverage ratio ≥ 1.50x 5.2x Limitation on unencumbered leverage ≤ 60% 35.5% Unencumbered interest coverage ratio ≥ 1.75x 5.9x Requirement The following is a summary of the key financial covenants for our unsecured credit facility. These calculations are not based on U.S. GAAP measurements and are presented to demonstrate compliance with current credit covenants.
12 | FCPT | Q4 2021 PROPERTY LOCATIONS BY BRAND 936 Leases (1) 112 Brands ___________________________ Figures as of 12/31/2021 (1) FCPT owns 919 rental properties as of 12/31/2021 with 936 leases. Lease Count: Olive Garden (311) Longhorn Steakhouse (115) Chili’s (78) KFC (33) Burger King (25) Red Lobster (22) Buffalo Wild Wings (21) Caliber Collision (18) Arby’s (16) Bob Evans (16) Starbucks (13) BJ’s Restaurant (11) Taco Bell (11) Texas Roadhouse (11) Verizon (11) Bahama Breeze (10) Outback Steakhouse (10) Sonic (9) Tires Plus (9) Wendy’s (8) Other (178)
13 | FCPT | Q4 2021 44% 311 Units 13% 115 Units 9% 78 Units 3% 14 Units Other Restaurants 22% 288 units 47 brands Non-Restaurant Retail 10% / 130 units / 58 brands Other Darden(2) BRAND DIVERSIF ICATION ___________________ (1) Represents current scheduled minimum Annual Cash Base Rent (ABR) as of 12/31/2021, as defined in glossary. (2) Other Darden represents Bahama Breeze, Cheddar’s, Seasons 52, and Eddie V’s branded restaurants. (3) Investment Grade Ratings represent the credit rating of our tenants, their subsidiaries or affiliated companies from Fitch, S&P or Moody's. FCPT total ABR(1): $175.2 million % Investment Grade(3): 64% FCPT Portfolio Brands Rank Brand Name Number Square Feet (000s) % of ABR(1) 1 Olive Garden 311 2,646 44.3% 2 Longhorn Steakhouse 115 645 12.6% 3 Chili's 78 427 8.9% 4 Red Lobster 22 163 2.9% 5 Buffalo Wild Wings 21 128 2.0% 6 Burger King 25 80 2.0% 7 Bahama Breeze 10 92 1.8% 8 KFC 33 95 1.8% 9 Bob Evans 16 88 1.5% 10 BJ's Restaurant 11 89 1.5% 11 Caliber Collision 18 234 1.1% 12 Arby's 16 50 1.0% 13 Outback Steakhouse 10 64 1.0% 14 Texas Roadhouse 11 81 0.9% 15 Starbucks 13 29 0.8% 16 Verizon 11 30 0.7% 17 National Tire & Battery 8 55 0.6% 18 Tires Plus 9 56 0.6% 19 Taco Bell 11 28 0.6% 20 Chick-Fil-A 8 39 0.5% 21 Wendy's 8 27 0.5% 22 REI 2 48 0.5% 23 Seasons 52 2 18 0.4% 24 Sonic 9 13 0.4% 25 Panera 6 30 0.4% 26-112 Other 152 733 10.7% Total Lease Portfolio 936 5,989 100%
14 | FCPT | Q4 2021 % ABR(1) ≥10.0% 5.0%–10.0% 3.0%–5.0% 2.0%–3.0% 1.0 %–2.0% <1.0% No Properties MN SD NJ OHINIL VT NHID AL AZ AR CA CO CT DE FL GA IA KS KY LA ME MD MA MI MS MO MT NE NV NM NY NC ND OK OR PA RI SC TN TX UT VA WA WV WI WY GEOGRAPHIC DIVERSIF ICATION ___________________________ (1) Annual cash base rent (ABR) as defined in glossary. State % ABR Leases TX 10.9% 78 VA 2.9% 27 CA 2.5% 15 KY 1.8% 19 KS 1.0% 8 FL 10.5% 78 PA 2.9% 24 MS 2.4% 24 MN 1.5% 12 Other 7.6% 68 OH 7.1% 70 TN 2.9% 28 WI 2.4% 29 LA 1.5% 13 GA 6.0% 57 MD 2.7% 28 AL 2.4% 30 AZ 1.4% 12 IL 4.5% 50 NY 2.7% 26 CO 2.3% 24 NV 1.3% 8 MI 4.0% 44 NC 2.5% 25 IA 1.9% 23 MO 1.2% 13 IN 3.9% 51 SC 2.5% 26 OK 1.8% 17 AR 1.1% 9
15 | FCPT | Q4 2021 0.5% 1.1% 2.6% 2.1% 2.2% 11.8% 12.9% 11.0% 11.1% 10.8% 6.8% 13.7% 1.4% 1.7% 3.0% 1.1% 0.2% 0.6% 1.7% 1.0% 0.0% 0.0% 2.6% 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 LEASE MATURITY SCHEDULE ___________________ Note: Excludes renewal options. All data as of 12/31/2021 (1) Annual cash base rent (ABR) as defined in glossary. (2) Occupancy based on portfolio square footage. Lease Maturity Schedule (% Annualized Cash Base Rent1) 99.9% occupied2 as of 12/31/2021 Weighted average lease term of 9.3 years Less than 8.6% of rental income matures prior to 2027
16 | FCPT | Q4 2021 GLOSSARY AND NON-GAAP DEFINIT IONS This document includes certain non-GAAP financial measures that management believes are helpful in understanding our business, as further described below. Our definition and calculation of non-GAAP financial measures may differ from those of other REITs and therefore may not be comparable. The non-GAAP measures should not be considered an alternative to net income as an indicator of our performance and should be considered only a supplement to net income, and to cash flows from operating, investing or financing activities as a measure of profitability and/or liquidity, computed in accordance with GAAP. ABR refers to annual cash base rent as of 12/31/2021 and represents monthly contractual cash rent, excluding percentage rents, from leases, recognized during the final month of the reporting period, adjusted to exclude amounts received from properties sold during that period and adjusted to include a full month of contractual rent for properties acquired during that period. EBITDA represents earnings (GAAP net income) plus interest expense, income tax expense, depreciation and amortization. EBITDAre is a non-GAAP measure computed in accordance with the definition adopted by the National Association of Real Estate Investment Trusts (“NAREIT”) as EBITDA (as defined above) excluding gains (or losses) on the disposition of depreciable real estate and real estate impairment losses. Adjusted EBITDAre is computed as EBITDAre (as defined above) excluding transaction costs incurred in connection with the acquisition of real estate investments and gains or losses on the extinguishment of debt. We believe that presenting supplemental reporting measures, or non- GAAP measures, such as EBITDA, EBITDAre and Adjusted EBITDAre, is useful to investors and analysts because it provides important information concerning our on-going operating performance exclusive of certain non-cash and other costs. These non- GAAP measures have limitations as they do not include all items of income and expense that affect operations. Accordingly, they should not be considered alternatives to GAAP net income as a performance measure and should be considered in addition to, and not in lieu of, GAAP financial measures. Our presentation of such non-GAAP measures may not be comparable to similarly titled measures employed by other REITs. Tenant EBITDAR is calculated as EBITDA plus rental expense. EBITDAR is derived from the most recent data provided by tenants that disclose this information. For Darden, EBITDAR is updated once annually by multiplying the most recent individual property level sales information (reported by Darden twice annually to FCPT) by the brand average EBITDA margin reported by Darden in its most recent comparable period, and then adding back property level rent. FCPT does not independently verify financial information provided by its tenants. Tenant EBITDAR coverage is calculated by dividing our reporting tenants’ most recently reported EBITDAR by annual in-place cash base rent. Funds From Operations (“FFO”) is a supplemental measure of our performance which should be considered along with, but not as an alternative to, net income and cash provided by operating activities as a measure of operating performance and liquidity. We calculate FFO in accordance with the standards established by NAREIT. FFO represents net income (loss) (computed in accordance with GAAP), excluding gains (or losses) from sales of property and undepreciated land and impairment write-downs of depreciable real estate, plus real estate related depreciation and amortization (excluding amortization of deferred financing costs) and after adjustments for unconsolidated partnerships and joint ventures. We also omit the tax impact of non- FFO producing activities from FFO determined in accordance with the NAREIT definition. Our management uses FFO as a supplemental performance measure because, in excluding real estate related depreciation and amortization and gains and losses from property dispositions, it provides a performance measure that, when compared year over year, captures trends in occupancy rates, rental rates and operating costs. We offer this measure because we recognize that FFO will be used by investors as a basis to compare our operating performance with that of other REITs. However, because FFO excludes depreciation and amortization and captures neither the changes in the value of our properties that result from use or market conditions, nor the level of capital expenditures and capitalized leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our financial condition and results from operations, the utility of FFO as a measure of our performance is limited. FFO is a non-GAAP measure and should not be considered a measure of liquidity including our ability to pay dividends or make distributions. In addition, our calculations of FFO are not necessarily comparable to FFO as calculated by other REITs that do not use the same definition or implementation guidelines or interpret the standards differently from us. Investors in our securities should not rely on these measures as a substitute for any GAAP measure, including net income. Adjusted Funds From Operations “AFFO” is a non-GAAP measure that is used as a supplemental operating measure specifically for comparing year over year ability to fund dividend distribution from operating activities. AFFO is used by us as a basis to address our ability to fund our dividend payments. We calculate adjusted funds from operations by adding to or subtracting from FFO: 1. Transaction costs incurred in connection with business combinations 2. Straight-line rent 3. Stock-based compensation expense 4. Non-cash amortization of deferred financing costs 5. Other non-cash interest expense (income) 6. Non-real estate investment depreciation 7. Merger, restructuring and other related costs 8. Impairment charges 9. Other non-cash revenue adjustments, including amortization of above and below market leases and lease incentives 10. Amortization of capitalized leasing costs 11. Debt extinguishment gains and losses 12. Recurring capital expenditures and tenant improvements 13. Non-cash expense (income) adjustments related to deferred tax benefits AFFO is not intended to represent cash flow from operations for the period, and is only intended to provide an additional measure of performance by adjusting the effect of certain items noted above included in FFO. AFFO is a widely-reported measure by other REITs; however, other REITs may use different methodologies for calculating AFFO and, accordingly, our AFFO may not be comparable to other REITs. Properties refers to properties available for lease. Non-GAAP Definitions and Cautionary Note Regarding Forward-Looking Statements:
17 | FCPT | Q4 2021 RECONCIL IATION OF NET INCOME TO ADJUSTED EBITDAR E ___________________________ (1) See glossary on page 16 for non-GAAP definitions. ($000s, except shares and per share data) Unaudited 2021 2020 2021 2020 Net Income 23,735$ 20,307$ 85,745$ 77,567$ Adjustments: Interest expense 8,227 7,499 32,555 29,231 Income tax expense (765) 55 (534) 247 Depreciation and amortization 9,371 7,763 34,826 29,433 EBITDA(1) 40,568 35,624 152,592 136,478 Adjustments: Gain on dispositions and exchange of real estate - - (431) - Provision for impairment of real estate - - - - EBITDAre (1) 40,568 35,624 152,161 136,478 Adjustments: Real estate transaction costs 10 40 149 240 Gain or loss on extinguishment of debt - - - - Adjusted EBITDAre (1) 40,578 35,664 152,310 136,718 Annualized Adjusted EBITDAre 162,312$ 142,655$ 152,310$ 136,718$ Three Months Ended December 31, Twelve Months Ended December 31,
18 | FCPT | Q4 2021 www.fcpt .comSUPPLEMENTAL FINANCI AL & OPERATING INFORMATION | Q4 2021 FOUR CORNERS PROPERTY TRUST N YS E : F C P T
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1 | FCPT | FEBRUARY 2022 www.fcpt .comINVESTOR PRESENTATION | FEBRUARY 2022 FOUR CORNERS PROPERTY TRUST N YS E : F C P T
2 | FCPT | FEBRUARY 2022 FORWARD LOOKING STATEMENTS AND DISCLAIMERS Cautionary Note Regarding Forward-Looking Statements: This presentation contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements include all statements that are not historical statements of fact and those regarding FCPT’s intent, belief or expectations, including, but not limited to, statements regarding: operating and financial performance, acquisition pipeline, expectations regarding the making of distributions and the payment of dividends, and the effect of pandemics such as COVID-19 on the business operations of FCPT and FCPT’s tenants and their continued ability to pay rent in a timely manner or at all. Words such as “anticipate(s),” “expect(s),” “intend(s),” “plan(s),” “believe(s),” “may,” “will,” “would,” “could,” “should,” “seek(s)” and similar expressions, or the negative of these terms, are intended to identify such forward-looking statements. Forward-looking statements speak only as of the date on which such statements are made and, except in the normal course of FCPT’s public disclosure obligations, FCPT expressly disclaims any obligation to publicly release any updates or revisions to any forward- looking statements to reflect any change in FCPT’s expectations or any change in events, conditions or circumstances on which any statement is based. Forward-looking statements are based on management’s current expectations and beliefs and FCPT can give no assurance that its expectations or the events described will occur as described. For a further discussion of these and other factors that could cause FCPT’s future results to differ materially from any forward-looking statements, see the risk factors described under the section entitled “Item 1A. Risk Factors” in FCPT’s annual report on Form 10-K for the year ended December 31, 2020 and other risks described in documents subsequently filed by FCPT from time to time with the Securities and Exchange Commission Notice Regarding Non-GAAP Financial Measures: The information in this communication contains and refers to certain non-GAAP financial measures, including FFO and AFFO. These non- GAAP financial measures are in addition to, not a substitute for or superior to, measures of financial performance prepared in accordance with GAAP. These non-GAAP financial measures should not be considered replacements for, and should be read together with, the most comparable GAAP financial measures. Reconciliations to the most directly comparable GAAP financial measures and statements of why management believes these measures are useful to investors are included in the supplemental financial and operating report, which can be found in the Investors section of our website at www.fcpt.com, and on page 28 of this presentation.
3 | FCPT | FEBRUARY 2022 AGENDA Restaurant Industry Update Page 17 Company Overview Page 3 Appendix and Selected Supplemental Slides Page 20 High Quality Portfolio Page 10
4 | FCPT | FEBRUARY 2022 OPERATING HIGHLIGHTS ____________________ Figures as of 12/31/2021, unless otherwise noted 1. See page 28 for non-GAAP definitions, and page 30 for reconciliation of net income to AFFO. 2. Based on contractual Annual Cash Base Rent as defined in glossary, except for occupancy which is based on portfolio square footage. 3. Net debt to adjusted EBITDAre leverage as of 12/31/2021, see page 29 for reconciliation of net income to adjusted EBITDAre and page 28 for non-GAAP definitions. FCPT is a public net-lease REIT focused on the acquisition and ownership of high-quality restaurant and other retail properties AFFO Growth FCPT reported 2021 net income per share of $1.11, compared to $1.08 in the year prior. 2021 AFFO per share was $1.56 compared to $1.44 in the year prior, representing growth of 8.3%1. Portfolio Update2 Portfolio of 919 properties across 112 restaurant and other retail brands with strong occupancy of 99.9% Approximately 85% of leases are corporate operated or guaranteed Weighted average lease term of 9.3 years with less than 8.6% of portfolio base rent expiring before 2027 FCPT has collected all previously deferred rent and has had sector leading rent collections of 99.9% for 2021 Many of FCPT’s restaurant tenants are experiencing sales levels in excess of 2019 pre-pandemic levels Acquisitions Acquired $70.5 million of properties in the fourth quarter at a weighted average cap rate of 6.4% Acquired $257.4 million of high-quality restaurant and retail tenants in 2021, while maintaining a weighted average cap rate of 6.5% Liquidity and Capital Markets During the fourth quarter, FCPT issued $86.1 million of common stock via its At-The-Market (ATM) program at a weighted average offering price of $28.36 per share FCPT entered into agreements to issue $125 million of senior unsecured notes in the first quarter of 2022. The Notes consist of $75 million of notes with a ten-year term and priced at a fixed interest rate of 3.11%, and $50 million of notes with a nine-year term and priced at a fixed interest rate of 3.09% At December 31, 2021, FCPT had approximately $220 million of available liquidity including $6 million of cash and $214 million of undrawn credit line capacity No near-term debt maturities with weighted average maturity of 5.0 years and current leverage at 5.4x3
5 | FCPT | FEBRUARY 2022 ACQUIS IT IONS BY YEAR 5 | FCPT | OCTOBER 2019 Note: Figures exclude capitalized transaction costs. Initial cash yield calculation excludes $2.1 million, and $2.4 million of real estate purchases in our Kerrow operating business for 2019 and 2020, respectively. 2016 2017 2018 59 properties $94 million 6.6% initial cash yield 0% non-restaurant 10% corporate 43 properties $99 million 6.8% initial cash yield 0% non-restaurant 51% corporate 97 properties $263 million 6.5% initial cash yield 0% non-restaurant 90% corporate 2019 2020 2021 90 properties $199 million 6.5% initial cash yield 13% non-restaurant 80% corporate 101 properties $223 million 6.5% initial cash yield 32% non-restaurant 71% corporate 122 properties $257 million 6.5% initial cash yield 64% non-restaurant 86% corporate • FCPT has experienced strong acquisition levels since initiating acquisition activity in July 2016
6 | FCPT | FEBRUARY 2022 2021 ACQUIS IT ION SUMMARY FCPT closed $257 million of investments in 2021. The subsector split by acquisition volume was 39% restaurant, 36% auto service, 18% medical retail and 7% other We continue to benefit from increased optionality to acquire assets across our new verticals while still acquiring restaurants with good pricing and strong credit profiles The non-restaurant properties share similar characteristics as restaurants with good real estate qualities such as strong demographics, customer visibility, and are supported by attractive residual land values. They are also resistant to both e- commerce and recessionary pressures 2021 Acquisitions by Subsector ($ millions) 2021 Closed YTD Volume % Total Cap Rate Quick Service $41.4 16% 6.2% Casual Dining $59.5 23% 6.3% Restaurant $100.9 39% 6.3% Tire / Collision $81.4 32% 6.7% C-Store $12.5 5% 6.7% Auto Service $93.9 36% 6.7% Medical Retail $45.9 18% 6.6% Bank / Other $16.7 7% 6.6% Other $62.7 24% 6.6% Non-Restaurant $156.5 61% 6.7% Total $257.4 100% 6.5%
7 | FCPT | FEBRUARY 2022 ACQUIS IT ION GROWTH Annual Cash Base Rent ($ million)1 7 | FCPT | OCTOBER 2019 Number of Properties . 94.4 94.4 94.4 95.9 101.0 102.1 105.2 105.3 108.0 109.4 109.6 120.9 125.6 126.8 129.7 130.9 139.4 142.0 144.1 147.8 156.0 158.2 161.6 168.8 175.2 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 3Q19 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 3Q21 4Q21 +11% CAGR ___________________ 1. As defined on page 28. +14% CAGR 418 418 418 434 475 484 506 508 515 527 535 591 610 621 642 650 699 722 733 751 799 810 833 886 919 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 3Q19 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 3Q21 4Q21
8 | FCPT | FEBRUARY 2022 ___________________ Figures represent FCPT financials as of and for three months ended 12/31/2021 1. Represents Q4 2021 annualized results. See page 29 for reconciliation of net income to adjusted EBITDAre and page 28 for non-GAAP definitions. 2. Figure represents Annual Cash Base Rent (ABR) as of 12/31/2021. 3. Based on quarterly cash dividend of $0.3325 per share declared on 11/29/2021 annualized. The declaration of future dividends will be at the discretion of FCPT’s Board of Directors. 4. Dividend yield calculated based on the price per share as of 12/31/2021 and declared dividend per share for the most recent quarter, annualized. 5. Net debt figure (in $ millions) represents total debt ($886 million) less cash and cash equivalents ($6 million) as of 12/31/2021. SUMMARY CAPITALIZATION AND F INANCIALS Capitalization ($ million, except per share) Share price (12/31/2021) $29.41 Shares and OP units outstanding (millions) 80.4 Equity value $2,364 Debt: Bank term debt $400 Revolving credit facility $36 Unsecured private notes $450 Total market capitalization $3,250 Less: Cash and cash equivalents ($6) Implied enterprise Value $3,244 Credit Metrics Current Net debt5 to enterprise value 27.1% Net debt5 to adjusted EBITDAre1 5.4x Current Trading Metrics Annual base rent2 ($ million) $175.2 Implied Cap Rate 5.3% Annualized Dividend per share3 $1.33 Dividend Yield3,4 4.5%
9 | FCPT | FEBRUARY 2022 FCPT DEBT MATURITY SCHEDULE ___________________ Figures as of 12/31/2021 1. The revolving credit facility expires on November 9, 2025 subject to FCPT’s availability to extend the term for one additional six-month period to May 9, 2026. Current Debt Maturity Schedule ($ millions) $50 $50 $150 $100 $36 $214 $0 $0 $50 $150 $150 $75 $50 $100 $75 $50 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 Undrawn Revolver Capacity Drawn Revolver Unsecured Term Loan Unsecured Notes $100 21% 5.1-year weighted average term for notes/term loans 90% fixed rate debt 3.36% weighted average cash interest rate $214 million available on revolver (1) 0% 0% 6% 17% 17% 11% 8% 6%8% 6%% of Total Debt Outstanding
10 | FCPT | FEBRUARY 2022 AGENDA Restaurant Industry Update Page 17 Company Overview Page 3 Appendix and Selected Supplemental Slides Page 20 High Quality Portfolio Page 10
11 | FCPT | FEBRUARY 2022 104 leases 300 leases 14 leases FCPT has one of the highest-quality portfolios in the net lease sector. Performance during the COVID- 19 pandemic has been exceptional with high collections and occupancy well over 99% during the past two years FCPT deferred less than 1% and abated approximately 1% of 2020 rent. The deferred rent was paid on schedule later in 2020, and the abated rent was exchanged for lease modifications including more fulsome financial reporting, guarantor improvements including properties into master leases, and lease extensions FCPT’s portfolio has low rents and high-quality tenants which translates to strong coverage and few tenant vacancies Ground leases, which are low rent in design, make up approximately 10% of the portfolio Additionally, 57% of the portfolio is made up of the original Darden spin assets where rents were purposely set low as evidenced by its strong rent coverage FCPT has been increasing its diversification into new retail sectors, focusing on auto service and medical retail as these sectors are more resistant to both e-commerce and recessionary pressures The properties share similar characteristics as restaurants with good real estate qualities such as strong demographics, customer visibility, and are supported by attractive residual land values Because of its relatively recent inception, FCPT does not have “legacy assets” that have been impacted by modern retail trends such as Amazon and the adoption of smart phones FCPT’S H IGH QUALITY PORTFOLIO
12 | FCPT | FEBRUARY 2022 FCPT’S STRONG PERFORMANCE DURING THE PANDEMIC 99.5% 98.8% 99.6% 99.6% 99.7% 99.8% 99.8% 99.8% Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021 Q4 2021 99.6% 99.6% 99.6% 99.6% 99.7% 99.7% 99.8% 99.9% Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021 Q4 2021 • FCPT’s portfolio has continued to perform at a high level even during the COVID-19 pandemic • In exchange for rent deferrals and abatements in the second quarter of 2020, FCPT received beneficial lease modifications including higher quality financial reporting, guarantor improvements, and lease extensions ____________________ 1. FCPT reported 92% collected rent in Q2 2020, with 4% abated in return for lease modifications and 3% deferred. FCPT collected the 3% deferred rent in Q4 2020. The 98.8% number above included deferred rent that was paid and the abated rent for which FCPT received beneficial lease modifications. 2. Occupancy based on portfolio square footage. Occupancy2 Rent Collections 1
13 | FCPT | FEBRUARY 2022 Building and Ground Lease: 33% 384 leases Darden Spin Portfolio : 57% 411 leases Ground Lease: 10% 141 leases ___________________ 1. See glossary on page 28 for tenant EBITDAR and tenant EBITDAR coverage definitions: results based on tenant reporting representing 78% of portfolio annual cash base rent. We have estimated Darden current quarter EBITDAR coverage using reported sales results for the FCPT portfolio and Darden brand average margins the quarter ended November 2021. 2. Represents current Annual Cash Base Rent (ABR) as of 12/31/2021, as defined on page 28. 104 leases 300 leases 14 leases FCPT Portfolio2: FCPT’s portfolio is characterized by low rents and high EBITDAR to rent coverage of over 4.4x1 57% of the portfolio is the original Darden spin properties where rents were purposely set low as evidenced by strong EBITDAR to rent coverage of 5.2x. Current rent to sales, a metric that is commonly used to gauge the health of a restaurant’s operation and the level of rent those operations can support, is approximately 5% for the Darden portfolio. It is common to see restaurants with 8% to 10% rent to sales figures FCPT has also acquired properties with ground leases equal to 10% of the portfolio. These leases are characterized by low rents tied to the land value since the tenant constructed and owns the building. The building ownership typically reverts to FCPT at the end of the lease This low-rent portfolio has led to high collection and occupancy levels and gives FCPT the ability to invest further into properties when needed to support tenant upgrades or for re-tenanting LOW RENT / H IGH COVERAGE PORTFOLIO Tenant Rental Coverage1: 67% 5.2x 3.0x 4.4x Darden Other Reporting Tenants Total Reporting Tenants
14 | FCPT | FEBRUARY 2022 COM PAN Y MOM ENTUM SINCE INCEPTION IN NOV EMBER 2015 Team Members 4 +25 29 Annual Base Rent1 $94.4 million +$80.8 million / +86% $175.2 million Properties 418 +501 / +120% 919 Brands 5 +107 112 % Darden2 100% -41% 59% Overhead Efficiency3 10.0% -2.5% 7.5% Equity Market Cap $848 million +$1.5 billion $2.4 billion4 Enterprise Value $1.3 billion +$1.9 billion $3.2 billion4 Financial Leverage 4.6x +0.8x 5.4x4 Weighted Average Lease Term 15 years - 5.7 years 9.3 years As of 12/31/2021 Restaurant Non-Restaurant At Inception Representative Brands ____________________ 1. Annual Cash Base Rent (ABR) as defined on page 28. 2. Based on Annual Base Rent. 3. Overhead Efficiency defined as cash G&A expense divided by cash rental income. 4. See page 8 for calculation.
15 | FCPT | FEBRUARY 2022 F C P T E V O L U T I ON S I N C E S P I N - O FF : S I G N I F I C A N T P R O G R E S S O N T E N A N T D I V E R S I F I C A TI ON ___________________ 1. Represents current Annual Cash Base Rent (ABR) as of 12/31/2021, as defined on page 28. 2. Other Darden represents Bahama Breeze, Cheddar’s, Seasons 52, and Eddie V’s branded restaurants. 74% 20% 6% Initial Portfolio at Spin: 418 Leases / 5 Brands Annual Base Rent of $94.4 million 100% Darden Exposure 104 leases 300 leases 14 leases FCPT Portfolio Today: 936 Leases / 112 Brands Annual Base Rent of $175.2 million1 59% Darden Exposure +86% in rent 44% 311 leases 13% 115 leases 3% 14 leases 9% 78 leases Other Restaurants 22% 288 leases 47 brands Non-Restaurant Retail 10% / 130 Leases / 58 Brands Other Darden2 Other Darden Brand Exposure by Annualized Base Rent (ABR)
16 | FCPT | FEBRUARY 2022 MAINTAINING ACQUIS IT ION PHILOSOPHY AND CRITERIA Acquisition Philosophy • Acquire strong restaurants and retail brands that are well located with creditworthy lease guarantors • Purchase assets only when accretive to cost of capital with a focus on low basis • Focused on adding concepts that are category-leaders in resilient industries—only leading brands and no theaters, fitness, or entertainment in FCPT’s portfolio or pipeline Underwriting Criteria • Acquisition criteria is approximately split 50% / 50% between credit and real estate metrics based on FCPT’s proprietary scorecard • The “score” allows FCPT to have an objective underwriting model and comparison tool for asset management as well Real Estate Criteria (~50%): − Location − Retail corridor strength and demographics − Access/visibility − Absolute and market rent − Pad site and building reusability Credit Criteria (~50%): − Guarantor credit and fitness − Brand durability − Store performance − Lease term − Lease structure
17 | FCPT | FEBRUARY 2022 AGENDA Restaurant Industry Update Page 17 Company Overview Page 3 Appendix and Selected Supplemental Slides Page 20 High Quality Portfolio Page 10
18 | FCPT | FEBRUARY 2022 • Baird’s weekly restaurant survey shows both quick service and casual dining restaurants are performing near or above COVID-19 levels Baird Restaurants Surveys: Weekly Same-Store Sales vs. Two-Years Prior ____________________ Source: Data per The Baird Restaurant Surveys (produced by R.W. Baird & Co. Equity Research) reported 2/7/2022 Note: Results shown may not be indicative of the ability or willingness of our tenants to pay rent on a timely basis or at all +11% -3% +15% -60% -50% -40% -30% -20% -10% 0% 10% 20% 30% Q2 2020 4/4/2021 5/2/2021 5/30/2021 6/27/2021 7/25/2021 8/22/2021 9/19/2021 10/17/2021 11/14/2021 12/12/2021 1/9/2022 2/6/2022 Overall Casual Dining Quick Service RESTAURANT SALES TRENDS BY SECTOR
19 | FCPT | FEBRUARY 2022 DARDEN PERFORMANCE AND CONCENTRATION Inception November 2015 FCPT BBB- Rating January 2017 Pre-COVID Q4 2019 Current Q4 2021 Darden Restaurants Rating BBB BBB BBB BBB Sales per Store - Olive Garden ($ millions) $4.9 $4.9 $5.1 $4.9 Sales per Store - LongHorn ($ millions) $3.7 $3.6 $3.8 $4.1 EBITDA Margins - Olive Garden 20.3% 19.9% 21.0% 21.8% EBITDA Margins - LongHorn 17.8% 19.1% 19.2% 15.3% Total Revenue ($ millions) $7,513 $7,738 $8,916 $9,089 Share Price (Dollars per Share) ~$55 ~$85 ~$120 ~$145 FCPT FCPT Rating N/A BBB- BBB- BBB- Darden Rent Coverage 4.2x 4.8x 5.1x 5.2x Number of Darden Restaurants 418 416 426 440 Darden as Percent of ABR1 100% 90% 71% 59% ___________________ 1. As defined on page 28. Note: Darden public SEC filing data from the fourth quarter (ended May) of each year annualized, except Post-COVID results which represents Darden’s fiscal second quarter 2022 annualized (ending November 2021). FCPT data is for Q4 2015, Q2 2017, Q4 2019, and Q4 2021, respectively • Darden continues to report strong results with sales per store above pre-COVID levels and highest rent coverage since FCPT inception
20 | FCPT | FEBRUARY 2022 AGENDA Restaurant Industry Update Page 17 Company Overview Page 3 Appendix and Selected Supplemental Slides Page 20 High Quality Portfolio Page 10
21 | FCPT | FEBRUARY 2022 Auto service is a resilient industry as it is both e-commerce and recession resistant. It has a service component and consumer cost-savings angle to repair instead of purchasing new vehicles Most auto service tenants were deemed “essential” businesses during COVID-19 Auto service tends to operate in high-traffic corridors with good visibility, boosting the intrinsic real estate value and reuse potential More limited relocation options due to zoning restrictions lead to high tenant renewal probability Representative Acquired Brands Portfolio includes 68 leases (5% of annual base rent) in auto service sector1 FCPT is targeting auto service centers (including collision and tire), auto part retailers, and gas stations with large format convenience stores FCPT’s focus is on sectors and properties that are resistant to a long-term electric vehicle transition NON-RESTAURANT: AUTO SERVICE INDUSTRY ___________________ 1. As of December 31, 2021.
22 | FCPT | FEBRUARY 2022 Representative Acquired Brands NON-RESTAURANT: MEDICAL RETAIL INDUSTRY Portfolio includes 23 leases (2% of annual base rent)1 FCPT targets medical retail locations such as urgent care, dental clinics, dialysis centers, and veterinary care E-commerce and recession resistant industry given its service- based nature Deemed “essential” businesses during COVID-19 Large opportunity for growth with rapid spending increases on healthcare and pets – The number of urgent care centers has grown 52% since 20132 – Spending on pets has grown 14.7% since 20183 Medical net-lease opportunities are increasing given credit upgrades and store count growth that comes with consolidation amongst regional and national operators to take advantage of shared resources and costs Site selection process is similar to that of branded restaurants for both chain dental and urgent care clinics boosting intrinsic real estate value and reuse potential Large customer base as healthcare remains an essential service across lifespan Favorable demographic tailwinds with both the aging of baby boomers and increased pet ownership ___________________ 1. As of December 31, 2021. 2. Source: Urgent Care Association. 3. Source: American Pet Products Association 2021 State of the Industry.
23 | FCPT | FEBRUARY 2022 GEOGRAPHIC DIVERSIF ICATION ___________________ Figures as of 12/31/2021. Excludes seven owned / ground leased restaurants in the Kerrow Restaurant Operating Business 1. Annual Cash Base Rent (ABR) as defined on page 28. 919 Properties 46 States 112 Brands 6.0 mm sq ft Portfolio at Inception Representative Acquired Brands Annualized Base Rent (%) ≥10.0% 5.0%–10.0% 3.0%–5.0% 2.0%–3.0% 1.0 %–2.0% <1.0% No Properties 1 MN SD NJ OHINIL VT NHID AL AZ AR CA CO CT DE FL GA IA KS KY LA ME MD MA MI MS MO MT NE NV NM NY NC ND OK OR PA RI SC TN TX UT VA WA WV WI WY
24 | FCPT | FEBRUARY 2022 0.5% 1.1% 2.6% 2.1% 2.2% 11.8% 12.9% 11.0%11.1%10.8% 6.8% 13.7% 1.4% 1.7% 3.0% 1.1% 0.2% 0.6% 1.7% 1.0% 0.0% 0.0% 2.6% 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 LEASE MATURITY SCHEDULE ___________________ Note: Excludes renewal options. All data as of 12/31/2021 1. Annual cash base rent (ABR) as defined in glossary on page 28. 2. Occupancy based on portfolio square footage. Lease Maturity Schedule (% Annualized Cash Base Rent1) 99.9% occupied2 as of 12/31/2021 Weighted average lease term of 9.3 years Less than 8.6% of rental income matures prior to 2027
25 | FCPT | FEBRUARY 2022 FCPT Portfolio Brands Rank Brand Name Number Square Feet (000s) % of ABR(1) Rank Brand Name Number Square Feet (000s) % of ABR(1) 1 Olive Garden 311 2,646 44.3% 16 Verizon 11 30 0.7% 2 Longhorn Steakhouse 115 645 12.6% 17 National Tire & Battery 8 55 0.6% 3 Chili's 78 427 8.9% 18 Tires Plus 9 56 0.6% 4 Red Lobster 22 163 2.9% 19 Taco Bell 11 28 0.6% 5 Buffalo Wild Wings 21 128 2.0% 20 Chick-Fil-A 8 39 0.5% 6 Burger King 25 80 2.0% 21 Wendy's 8 27 0.5% 7 Bahama Breeze 10 92 1.8% 22 REI 2 48 0.5% 8 KFC 33 95 1.8% 23 Seasons 52 2 18 0.4% 9 Bob Evans 16 88 1.5% 24 Sonic 9 13 0.4% 10 BJ's Restaurant 11 89 1.5% 25 Panera 6 30 0.4% 11 Caliber Collision 18 234 1.1% 26-112 Other 152 733 10.7% 12 Arby's 16 50 1.0% Total Lease Portfolio 936 5,989 100% 13 Outback Steakhouse 10 64 1.0% 14 Texas Roadhouse 11 81 0.9% 15 Starbucks 13 29 0.8% BRAND DIVERSIF ICATION ___________________ 1. Annual Cash Base Rent (ABR) as of 12/31/2021 as defined on page 28. 2. Investment Grade Ratings represent the credit rating of our tenants, their subsidiaries or affiliated companies from Fitch, S&P or Moody's. % Investment Grade(2): 64%
26 | FCPT | FEBRUARY 2022 SUSTAINABIL ITY FRAMEWORK Our commitment to sustainability and Environmental, Social and Governance (ESG) principles creates value for FCPT and our shareholders. We continuously review our internal policies to advance in the areas of environmental sustainability, social responsibility, employee wellbeing, and governance Social We apply values-based negative screening in our underwriting process and do not transact with any tenant, buyer, or seller or acquire any properties with negative social factors. We do not process or have access to any consumer data Governance We aim for best-in-class corporate governance structures and compensation practices that closely align the interests of our board and leadership with those of our stockholders. Three of our eight board directors are female and seven are independent, including our chairperson. Only independent directors serve on the board’s committees Our Team Our culture is inclusive and team-oriented with a high retention rate. We hire for the long-term and invest in development, with a flat organization that drives employee engagement. We are ‘A Great Place to Work’ certified company Environment We evaluate our business operations and the environmental risk aspects of our investment portfolio on an ongoing basis and strive to adhere to sustainable business practices More information can be found in the FCPT 2021 ESG Report on our website at https://fcpt.com/about-us/
27 | FCPT | FEBRUARY 2022 2021 ACQUIS IT IONS 1. Totals indicate weighted average. 2021 Closed Acquisitions # of Properties Purchase Price ($ millions) Initial Cash Yield Initial Term (years)1 Q1 - Q3 2021 Closed Acquisitions: Q1 2021 Summary: 13 $33.9 6.6% 10 Q2 2021 Summary: 23 $45.6 6.9% 7 Q3 2021 Summary: 53 $107.4 6.4% 10 Q4 2021 Closed Acquisitions: Tenant Location # of Properties Operator / Guarantor Purchase Price ($ millions) Initial Cash Yield Initial Term (years)1 Announcement Date Oak Street Health OK 1 Corporate $1.8 -- -- 10/13/2021 Aspen Dental AR 1 Corporate $1.9 -- -- 10/14/2021 Chili's MO 1 Franchisee $3.2 6.5% 20 10/15/2021 WPG: Raising Cane's IL 1 Corporate $2.2 -- 14 10/19/2021 Carrabba's MO 1 Corporate $1.7 6.2% 6 10/28/2021 Caliber Collision OH 2 Corporate $1.0 6.6% 8 11/3/2021 Seritage: Bank of America MI 1 Corporate $1.4 -- 5 11/19/2021 Buffalo Wild Wings / Chipotle NM 1 Corporate $3.4 6.4% 6 11/22/2021 Aspen Dental / WellNow Urgent Care NY 1 Corporate $3.0 -- -- 12/3/2021 RadNet Imaging FL 1 Corporate $2.2 -- 6 12/3/2021 Little General WV 1 Corporate $1.7 -- 5 12/15/2021 WPG: National Tire & Battery MD 1 Corporate $1.6 -- 5 12/16/2021 Bank Portfolio IL 3 Corporate $5.4 6.5% 9 12/20/2021 Olive Garden PA 1 Corporate $4.2 -- 10 12/22/2021 Jack in the Box AZ 1 Franchisee $1.2 6.8% 4 12/22/2021 Express Oil MS 2 Corporate $4.6 6.3% -- 12/22/2021 Circle K IL 1 Corporate $3.2 7.2% 3 12/23/2021 WellNow Urgent Care NY 2 Corporate $5.4 -- -- 12/28/2021 Mr. Tire Portfolio MD 3 Corporate $2.5 6.5% 8 12/29/2021 AT&T / Red Robin Outparcels MO, ID 2 Corporate $2.8 -- 2 12/29/2021 Portillos WI 1 Corporate $3.3 -- -- 12/29/2021 Caliber Collision PA 1 Corporate $3.0 6.2% 8 12/30/2021 Red Lobster NY 1 Corporate $1.9 -- 8 12/30/2021 Davita / Nephrology Associates FL 1 Corporate $4.5 6.8% 6 12/30/2021 WPG: Chick-Fil-A CT 1 Corporate $3.5 -- 14 12/30/2021 Q4 2021 Total/Weighted Average 33 $70.5 6.4% 8 2021 Total/Weighted Average 122 $257.4 6.5% 9
28 | FCPT | FEBRUARY 2022 GLOSSARY AND NON-GAAP DEFINIT IONS This document includes certain non-GAAP financial measures that management believes are helpful in understanding our business, as further described below. Our definition and calculation of non-GAAP financial measures may differ from those of other REITs and therefore may not be comparable. The non-GAAP measures should not be considered an alternative to net income as an indicator of our performance and should be considered only a supplement to net income, and to cash flows from operating, investing or financing activities as a measure of profitability and/or liquidity, computed in accordance with GAAP. ABR refers to annual cash base rent as of 12/31/2021 and represents monthly contractual cash rent, excluding percentage rents, from leases, recognized during the final month of the reporting period, adjusted to exclude amounts received from properties sold during that period and adjusted to include a full month of contractual rent for properties acquired during that period. EBITDA represents earnings (GAAP net income) plus interest expense, income tax expense, depreciation and amortization. EBITDAre is a non-GAAP measure computed in accordance with the definition adopted by the National Association of Real Estate Investment Trusts (“NAREIT”) as EBITDA (as defined above) excluding gains (or losses) on the disposition of depreciable real estate and real estate impairment losses. Adjusted EBITDAre is computed as EBITDAre (as defined above) excluding transaction costs incurred in connection with the acquisition of real estate investments and gains or losses on the extinguishment of debt. We believe that presenting supplemental reporting measures, or non- GAAP measures, such as EBITDA, EBITDAre and Adjusted EBITDAre, is useful to investors and analysts because it provides important information concerning our on-going operating performance exclusive of certain non-cash and other costs. These non- GAAP measures have limitations as they do not include all items of income and expense that affect operations. Accordingly, they should not be considered alternatives to GAAP net income as a performance measure and should be considered in addition to, and not in lieu of, GAAP financial measures. Our presentation of such non-GAAP measures may not be comparable to similarly titled measures employed by other REITs. Tenant EBITDAR is calculated as EBITDA plus rental expense. EBITDAR is derived from the most recent data provided by tenants that disclose this information. For Darden, EBITDAR is updated once annually by multiplying the most recent individual property level sales information (reported by Darden twice annually to FCPT) by the brand average EBITDA margin reported by Darden in its most recent comparable period, and then adding back property level rent. FCPT does not independently verify financial information provided by its tenants. Tenant EBITDAR coverage is calculated by dividing our reporting tenants’ most recently reported EBITDAR by annual in-place cash base rent. Funds From Operations (“FFO”) is a supplemental measure of our performance which should be considered along with, but not as an alternative to, net income and cash provided by operating activities as a measure of operating performance and liquidity. We calculate FFO in accordance with the standards established by NAREIT. FFO represents net income (loss) (computed in accordance with GAAP), excluding gains (or losses) from sales of property and undepreciated land and impairment write-downs of depreciable real estate, plus real estate related depreciation and amortization (excluding amortization of deferred financing costs) and after adjustments for unconsolidated partnerships and joint ventures. We also omit the tax impact of non- FFO producing activities from FFO determined in accordance with the NAREIT definition. Our management uses FFO as a supplemental performance measure because, in excluding real estate related depreciation and amortization and gains and losses from property dispositions, it provides a performance measure that, when compared year over year, captures trends in occupancy rates, rental rates and operating costs. We offer this measure because we recognize that FFO will be used by investors as a basis to compare our operating performance with that of other REITs. However, because FFO excludes depreciation and amortization and captures neither the changes in the value of our properties that result from use or market conditions, nor the level of capital expenditures and capitalized leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our financial condition and results from operations, the utility of FFO as a measure of our performance is limited. FFO is a non-GAAP measure and should not be considered a measure of liquidity including our ability to pay dividends or make distributions. In addition, our calculations of FFO are not necessarily comparable to FFO as calculated by other REITs that do not use the same definition or implementation guidelines or interpret the standards differently from us. Investors in our securities should not rely on these measures as a substitute for any GAAP measure, including net income. Adjusted Funds From Operations “AFFO” is a non-GAAP measure that is used as a supplemental operating measure specifically for comparing year over year ability to fund dividend distribution from operating activities. AFFO is used by us as a basis to address our ability to fund our dividend payments. We calculate adjusted funds from operations by adding to or subtracting from FFO: 1. Transaction costs incurred in connection with business combinations 2. Straight-line rent 3. Stock-based compensation expense 4. Non-cash amortization of deferred financing costs 5. Other non-cash interest expense (income) 6. Non-real estate investment depreciation 7. Merger, restructuring and other related costs 8. Impairment charges 9. Other non-cash revenue adjustments, including amortization of above and below market leases and lease incentives 10. Amortization of capitalized leasing costs 11. Debt extinguishment gains and losses 12. Recurring capital expenditures and tenant improvements 13. Non-cash expense (income) adjustments related to deferred tax benefits AFFO is not intended to represent cash flow from operations for the period, and is only intended to provide an additional measure of performance by adjusting the effect of certain items noted above included in FFO. AFFO is a widely-reported measure by other REITs; however, other REITs may use different methodologies for calculating AFFO and, accordingly, our AFFO may not be comparable to other REITs. Properties refers to properties available for lease. Non-GAAP Definitions and Cautionary Note Regarding Forward-Looking Statements:
29 | FCPT | FEBRUARY 2022 RECONCIL IATION OF NET INCOME TO ADJUSTED EBITDAR E ___________________________ 1. See glossary on page 28 for non-GAAP definitions. ($000s, except shares and per share data) Unaudited 2021 2020 2021 2020 Net Income 23,735$ 20,307$ 85,745$ 77,567$ Adjustments: Interest expense 8,227 7,499 32,555 29,231 Income tax expense (765) 55 (534) 247 Depreciation and amortization 9,371 7,763 34,826 29,433 EBITDA(1) 40,568 35,624 152,592 136,478 Adjustments: Gain on dispositions and exchange of real estate - - (431) - Provision for impairment of real estate - - - - EBITDAre (1) 40,568 35,624 152,161 136,478 Adjustments: Real estate transaction costs 10 40 149 240 Gain or loss on extinguishment of debt - - - - Adjusted EBITDAre (1) 40,578 35,664 152,310 136,718 Annualized Adjusted EBITDAre 162,312$ 142,655$ 152,310$ 136,718$ Three Months Ended December 31, Twelve Months Ended December 31,
30 | FCPT | FEBRUARY 2022 FFO & AFFO RECONCIL IATION ___________________________ 1. Amount represents base rent that the Company abated as a result of lease amendments. In 2020, the Company abated $1.57 million of rental revenue recognized in the second and third quarters of 2020. The receivables associated with the abatements were recognized as lease incentives and will be amortized as a reduction to rental revenue over the amended lease terms. 2. Amount represents non-cash income tax benefit recognized in the fourth quarter of 2021 related to the removal of a valuation allowance on net deferred tax assets at Kerrow Restaurant Operating Business. 3. Assumes the issuance of common shares for OP units held by non-controlling interest. ($000s, except shares and per share data) Unaudited 2021 2020 2021 2020 Net income 23,735$ 20,307$ 85,745$ 77,567$ Depreciation and amortization 9,336 7,737 34,715 29,351 Realized gain on sales of real estate - - (431) - FFO (as defined by NAREIT) 33,071$ 28,044$ 120,029$ 106,918$ Straight-line rent (1,808) (2,070) (7,583) (8,588) Recognized rental revenue abated(1) - - - (1,568) Non-cash deferred income tax benefit(2) (864) - (864) - Stock-based compensation 857 880 3,948 3,376 Non-cash amortization of deferred financing costs 468 543 2,368 2,132 Other non-cash interest income - 1 - - Non-real estate investment depreciation 35 26 111 82 Other non-cash revenue adjustments 529 497 2,119 1,296 Adjusted Funds From Operations (AFFO) 32,288$ 27,921$ 120,128$ 103,648$ Fully diluted shares outstanding(3) 78,689,583 74,482,398 76,986,538 71,823,973 FFO per diluted share 0.42$ 0.38$ 1.56$ 1.49$ AFFO per diluted share 0.41$ 0.37$ 1.56$ 1.44$ Three Months Ended December 31, Twelve Months Ended December 31,
31 | FCPT | FEBRUARY 2022 www.fcpt .comINVESTOR PRESENTATION | FEBRUARY 2022 FOUR CORNERS PROPERTY TRUST N YS E : F C P T