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) : July 26, 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 July 26, 2022, Four Corners Property Trust, Inc. (the “Company”) announced its financial results for the quarter ended June 30, 2022. 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 ended June 30, 2022 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 July 26, 2022 |
| 99.2 | Supplemental Financial & Operating Information for the Quarter Ended June 30, 2022 |
| 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: July 26, 2022
EXHIBIT LIST
| Exhibit<br>No. | Exhibit Description |
|---|---|
| 99.1 | Press Release dated July 26, 2022 |
| 99.2 | Supplemental Financial & Operating Information for the Quarter Ended June 30, 2022 |
| 99.3 | Investor Presentation of Four Corners Property Trust, Inc. |
fcpt-2022q2earningspr_7
FCPT Announces Second Quarter 2022 Financial and Operating Results MILL VALLEY, CA – July 26, 2022 / Business Wire – Four Corners Property Trust, Inc. (“FCPT” or the “Company”, NYSE: FCPT) today announced financial results for the three and six months ended June 30, 2022. Management Comments “We are pleased with FCPT’s strong performance through the first half of the year. In the second quarter, we experienced continued high rent collections, and acquired a number of quality restaurant and retail properties. We continue to maintain a conservative balance sheet and ample liquidity and obtained our second investment grade rating from Moody’s Investors Service in May which improves our cost of debt,” said CEO Bill Lenehan. “The Company is set up well to take advantage of investment opportunities in the second half of the year.” Rent Collection Update As of June 30, 2022, the Company has received rent payments representing 99.9% of its portfolio contractual base rent for the quarter ending June 30, 2022. Financial Results Rental Revenue and Net Income Attributable to Common Shareholders • Rental revenue for the second quarter increased 13.6% over the prior year to $47.9 million. Rental revenue consisted of $46.8 million in cash rents and $1.1 million of straight-line and other non-cash rent adjustments. • Net income attributable to common shareholders was $28.1 million for the second quarter, or $0.35 per diluted share. These results compare to net income attributable to common shareholders of $20.1 million for the same quarter in the prior year, or $0.26 per diluted share. • Net income attributable to common shareholders was $50.4 million for the six months ended June 30, 2022, or $0.63 per diluted share. These results compare to net income attributed to common shareholders of $40.7 million for the same six-month period in 2021, or $0.53 per diluted share. Funds from Operations (FFO) • NAREIT-defined FFO per diluted share for the second quarter was $0.40, representing a $0.03 per share increase compared to the same quarter in 2021. • NAREIT-defined FFO per diluted share for the six months ended June 30, 2022 was $0.80, representing a $0.05 per share increase compared to the same six-month period in 2021. Adjusted Funds from Operations (AFFO) • AFFO per diluted share for the second quarter was $0.41, representing a $0.03 per share increase compared to the same quarter in 2021. • AFFO per diluted share for the six months ended June 30, 2022 was $0.82, representing $0.06 per share increase compared to the same six-month period in 2021.
General and Administrative (G&A) Expense • G&A expense for the second quarter was $4.7 million, which included $1.0 million of stock-based compensation. These results compare to G&A expense in the second quarter of 2021 of $4.5 million, including $0.9 million of stock-based compensation. • Cash G&A expense (after excluding stock-based compensation) for the second quarter was $3.7 million, representing 7.8% of cash rental income for the quarter. Dividends • FCPT declared a dividend of $0.3325 per common share for the second quarter of 2022. Portfolio Activities Acquisitions • During the second quarter of 2022, FCPT acquired 26 properties for a combined purchase price of $54.0 million at an initial weighted average cash yield of 6.4%, reflecting rent credits at closing and near-term rent increases, or 6.1% on rents in place as of June 30, 2022 and a weighted average remaining lease term of 5.6 years. Dispositions • During the second quarter of 2022, FCPT sold three properties for a combined sales price of $12.8 million representing $5.8 million of gain and a 4.7% cash capitalization rate on rents that were previously in place and exclusive of transaction costs. Liquidity and Capital Markets Capital Raising • During the quarter, the Company settled 173,424 shares of Common Stock that had been sold pursuant to a forward sale agreement at a price of $26.16 for gross proceeds of $4.6 million. At quarter end, 2,062,583 shares of Common Stock were sold by a forward purchaser through a manager for gross proceeds of approximately $56.4 million based on the initial weighted average forward price of $27.35. The Company currently expects to fully physically settle the forward sale agreement with the forward purchaser on one or more dates prior to December 31, 2022. • During the quarter, FCPT received an inaugural Investment Grade rating from Moody’s Investors Service of Baa3, stable outlook, on its senior unsecured revolving and term loan facility. This rating, along with the BBB rating from Fitch, qualifies FCPT for lower credit spreads under its Credit Facility which will save over $1 million in annual interest expense, and benefit the company on future debt offerings. Liquidity • At June 30, 2022, FCPT had approximately $267.7 million of available liquidity including $17.7 million of cash and cash equivalents and $250 million of undrawn credit line capacity. Credit Facility and Unsecured Notes • At June 30, 2022, FCPT had $975 million of outstanding debt, consisting of $400 million of term loans and $575 million of unsecured fixed rate notes and no outstanding revolver balance. FCPT’s leverage, as measured by the ratio of net debt to adjusted EBITDAre, is 5.7x at quarter-end. Real Estate Portfolio • As of June 30, 2022, the Company’s rental portfolio consisted of 960 properties located in 47 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 8.8 years.
Conference Call Information Company management will host a conference call and audio webcast on Wednesday, July 27 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: 315589 Live webcast: https://events.q4inc.com/attendee/252670393 In order to pre-register for the call, investors can visit https://ige.netroadshow.com/registration/q4inc/11310/fcpt-second-quarter-2022-financial-results- conference-call/ and enter in their contact information Replay: Available through October 25, 2022 by dialing 1 866 813 9403 (domestic) or 44 204 525 0658 (international), Replay Access Code 612618 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 Second Quarter 2022 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 (Unaudited) (In thousands, except share and per share data) 2022 2021 2022 2021 Revenues: Rental revenue 47,904$ 42,162$ 94,807$ 83,677$ Restaurant revenue 7,521 7,110 15,015 12,341 Total revenues 55,425 49,272 109,822 96,018 Operating expenses: General and administrative 4,698 4,465 9,967 9,228 Depreciation and amortization 10,128 8,388 19,832 16,624 Property expenses 1,987 1,202 3,836 2,204 Restaurant expenses 7,052 6,589 13,935 11,448 Total operating expenses 23,865 20,644 47,570 39,504 Interest expense (9,031) (8,384) (17,406) (16,017) Other income, net 29 7 86 8 Realized gain on sale, net 5,756 - 5,756 431 Income tax expense (144) (71) (232) (134) Net income 28,170 20,180 50,456 40,802 Net income attributable to noncontrolling interest (40) (42) (71) (85) Net Income Attributable to Common Shareholders 28,130$ 20,138$ 50,385$ 40,717$ Basic net income per share 0.35$ 0.26$ 0.63$ 0.54$ Diluted net income per share 0.35$ 0.26$ 0.63$ 0.53$ Regular dividends declared per share 0.3325$ 0.3175$ 0.6650$ 0.6350$ Weighted-average shares outstanding: Basic 80,294,804 76,058,812 80,245,247 76,014,595 Diluted 80,494,443 76,167,465 80,446,167 76,147,769 Six Months Ended June 30,Three Months Ended June 30,
Four Corners Property Trust Consolidated Balance Sheets (In thousands, except share data) June 30, 2022 (Unaudited) December 31, 2021 Real estate investments: Land 1,014,297$ 966,565$ Buildings, equipment and improvements 1,471,086 1,437,840 Total real estate investments 2,485,383 2,404,405 Less: Accumulated depreciation (693,855) (682,430) Total real estate investments, net 1,791,528 1,721,975 Intangible lease assets, net 105,311 104,251 Total real estate investments and intangible lease assets, net 1,896,839 1,826,226 Real estate held for sale 1,374 - Cash and cash equivalents 17,714 6,300 Straight-line rent adjustment 58,419 55,397 Derivative assets 19,558 2,591 Deferred tax assets 803 864 Other assets 16,010 11,601 Total Assets 2,010,717$ 1,902,980$ Liabilities: Long-term debt ($975,000 and $760,000 principal, respectively) 966,493$ 877,591$ Dividends payable 26,730 26,655 Rent received in advance 10,739 11,311 Derivative liabilities - 7,517 Deferred tax liabilities - - Other liabilities 15,207 16,014 Total liabilities 1,019,169 939,088 Equity: Preferred stock, $0.0001 par value per share, 25,000,000 shares authorized, zero shares issued and outstanding - - Common stock, $0.0001 par value per share, 500,000,000 shares authorized, 80,543,986 and 80,279,217 shares issued and outstanding, respectively 8 8 Additional paid-in capital 964,607 958,737 Accumulated other comprehensive income (loss) 14,945 (9,824) Noncontrolling interest 2,248 2,218 Retained earnings 9,740 12,753 Total equity 991,548 963,892 Total Liabilities and Equity 2,010,717$ 1,902,980$ ASSETS LIABILITIES AND EQUITY
Four Corners Property Trust FFO and AFFO (Unaudited) (In thousands, except share and per share data)
q22022supplemental_7
1 | FCPT | Q2 2022 www.fcpt .comSUPPLEMENTAL FINANCI AL & OPERATING INFORMATION | Q2 2022 FOUR CORNERS PROPERTY TRUST N YS E : F C P T
2 | FCPT | Q2 2022 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, 2021, and other risks described in documents subsequently filed by FCPT from time to time with the Securities and Exchange Commission.
3 | FCPT | Q2 2022 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 | Q2 2022 CONSOLIDATING BALANCE SHEET As of 12/31/2021 ($000s, except shares and per share data) Unaudited Real Estate Operations Restaurant Operations Elimination Consolidated FCPT Consolidated FCPT ASSETS Real estate investments: Land 1,006,841$ 7,456$ -$ 1,014,297$ 966,565$ Buildings, equipment and improvements 1,456,294 14,792 - 1,471,086 1,437,840 Total real estate investments 2,463,135 22,248 - 2,485,383 2,404,405 Less: accumulated depreciation (687,288) (6,567) - (693,855) (682,430) Real estate investments, net 1,775,847 15,681 - 1,791,528 1,721,975 Intangible lease assets, net 105,311 - - 105,311 104,251 Total real estate investments and intangible lease assets, net 1,881,158 15,681 - 1,896,839 1,826,226 Real estate held for sale 1,374 - - 1,374 Cash and cash equivalents 16,878 836 - 17,714 6,300 Straight-line rent adjustment 58,419 - - 58,419 55,397 Deferred tax assets - 803 - 803 864 Other assets 11,708 4,302 - 16,010 11,602 Derivative assets 19,558 - - 19,558 2,591 Investment in subsidiary 16,503 - (16,503) - - Intercompany receivable 163 - (163) - - Total Assets 2,005,761$ 21,622$ (16,666)$ 2,010,717$ 1,902,980$ LIABILITIES AND EQUITY Liabilities: Term loan ($400,000, net of deferred financing costs) 395,473$ -$ -$ 395,473$ 394,802$ Revolving facility ($250,000 capacity) - - - - 36,000 Unsecured notes ($450,000, net of deferred financing costs) 571,020 - - 571,020 446,789 Rent received in advance 10,739 - - 10,739 11,311 Derivative liabilities - - - - 7,517 Dividends payable 26,730 - - 26,730 26,655 Other liabilities 9,742 5,465 - 15,207 16,014 Intercompany payable - 163 (163) - - Total liabilities 1,013,704$ 5,628$ (163)$ 1,019,169$ 939,088$ Equity: Preferred stock -$ -$ -$ -$ -$ Common stock 8 - - 8 8 Additional paid-in capital 964,607 16,503 (16,503) 964,607 958,737 Accumulated other comprehensive income (loss) 14,945 - - 14,945 (9,824) Noncontrolling interest 2,248 - - 2,248 2,218 Retained earnings 10,249 (509) - 9,740 12,753 Total equity 992,057$ 15,994$ (16,503)$ 991,548$ 963,892$ Total Liabilities and Equity 2,005,761$ 21,622$ (16,666)$ 2,010,717$ 1,902,980$ As of 6/30/2022
5 | FCPT | Q2 2022 CONSOLIDATED INCOME STATEMENT ($000s, except shares and per share data) Unaudited 2022 2021 2022 2021 Revenues: Rental revenue 47,904$ 42,162$ 94,807$ 83,677$ Restaurant revenue 7,521 7,110 15,015 12,341 Total revenues 55,425 49,272 109,822 96,018 Operating expenses: General and administrative 4,698 4,465 9,967 9,228 Depreciation and amortization 10,128 8,388 19,832 16,624 Property expenses 1,987 1,202 3,836 2,204 Restaurant expenses 7,052 6,589 13,935 11,448 Total operating expenses 23,865 20,644 47,570 39,504 Interest expense (9,031) (8,384) (17,406) (16,017) Other income, net 29 7 86 8 Realized gain on sale, net 5,756 - 5,756 431 Income tax expense (144) (71) (232) (134) Net income 28,170 20,180 50,456 40,802 Net income attributable to noncontrolling interest (40) (42) (71) (85) Net Income Attributable to Common Shareholders 28,130$ 20,138$ 50,385$ 40,717$ Basic net income per share 0.35$ 0.26$ 0.63$ 0.54$ Diluted net income per share 0.35$ 0.26$ 0.63$ 0.53$ Regular dividends declared per share 0.3325$ 0.3175$ 0.6650$ 0.6350$ Weighted-average shares outstanding: Basic 80,294,804 76,058,812 80,245,247 76,014,595 Diluted 80,494,443 76,167,465 80,446,167 76,147,769 Three Months Ended June 30, Six Months Ended June 30,
6 | FCPT | Q2 2022 FFO & AFFO RECONCIL IATION ___________________________ (1) Amount represents non-cash deferred income tax expense recognized in the second quarter of 2022 for income tax expense at the Kerrow Restaurant Business (2) Assumes the issuance of common shares for OP units held by non-controlling interest ($000s, except shares and per share data) Unaudited 2022 2021 2022 2021 Net income 28,170$ 20,180$ 50,456$ 40,802$ Depreciation and amortization 10,095 8,367 19,763 16,582 Realized gain on sales of real estate (5,756) - (5,756) (431) FFO (as defined by NAREIT) 32,509$ 28,547$ 64,463$ 56,953$ Straight-line rent (1,649) (1,785) (3,291) (3,796) Deferred income tax expense(1) 61 - 61 - Stock-based compensation 1,033 876 2,533 2,247 Non-cash amortization of deferred financing costs 496 890 964 1,433 Non-real estate investment depreciation 33 21 69 42 Other non-cash revenue adjustments 527 548 1,057 1,054 Adjusted Funds From Operations (AFFO) 33,010$ 29,097$ 65,856$ 57,933$ Fully diluted shares outstanding(2) 80,609,002 76,326,857 80,560,726 76,307,161 FFO per diluted share 0.40$ 0.37$ 0.80$ 0.75$ AFFO per diluted share 0.41$ 0.38$ 0.82$ 0.76$ Three Months Ended June 30, Six Months Ended June 30,
7 | FCPT | Q2 2022 NET ASSET VALUE COMPONENTS ___________________________ (1) See glossary on page 16 for tenant EBITDAR and tenant EBITDAR coverage definitions: results based on tenant reporting representing 75% of portfolio annual cash base rent. Reporting for non-restaurant sector not included as most non-restaurant tenants do not report financial data. We have estimated Darden current EBITDAR coverage using sales results for the reported FCPT portfolio and updated total Darden brand average for the year ending May 2022 (2) Lease term weighted by annual cash base rent (ABR) as defined in glossary (3) Current scheduled minimum contractual rent as of 6/30/2022 (4) FCPT acquired 26 properties and leasehold interests in Q2 2022; FCPT had three dispositions in the quarter Real Estate Portfolio as of 6/30/2022 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 5.5x 7.9 104,135 57.5% Other restaurant - 371 1,721 32 2.9x 11.4 55,495 30.6% Non-restaurant - 166 1,119 19 n/a 6.3 21,604 11.9% Total Owned Portfolio - 977 6,259 29 4.6x 8.8 181,234 100.0% Q2 2022 Transaction Activity(4) Leases acquired 54,035 26 176 19 n/a 5.6 3,322 1.8% Leaes sold 12,810 3 21 29 n/a 12.2 (607) (0.3%) Tangible Assets Book Value ($000s) Cash, cash equivalents, and restricted cash 17,714$ Other tangible assets 7,120 Total Tangible Assets 24,834$ Debt Face Value ($000s) Term loan 400,000$ Senior fixed rate notes 575,000 Revolving credit facility - Total Debt 975,000$ Tangible Liabilities Book Value ($000s) Dividends payable 26,730$ Rent received in advance, accrued interest, and other accrued expenses 17,733 Total Tangible Liabilities 44,463$ Shares Outstanding Common stock (shares outstanding as of 6/30/2022) 80,543,986 Operating partnership units (OP units outstanding as of 6/30/2022) 114,559 Total Common Stock and OP Units Outstanding 80,658,545
8 | FCPT | Q2 2022 C APITALIZ ATION & KEY CREDIT METRICS ___________________________ (1) Second quarter 2022 dividend was declared on 6/16/2022, payable on 7/15/2022 (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 (6/30/2022) 26.59$ Shares and OP units outstanding (6/30/2022) 80,658,545 Equity Value 2,144,711$ 68.7% Debt: Term loan 400,000$ 12.8% Revolving credit facility - 0.0% Unsecured notes 575,000 18.4% Total Debt 975,000$ 31.3% Total Market Capitalization 3,119,711$ 100.0% Less: cash (17,714) Implied Enterprise Value 3,101,997$ Dividend Data (fully diluted) Q2 2022 Common dividend per share(1) $0.3325 AFFO per share $0.41 AFFO payout ratio 81.2% Credit Metrics Net Debt(2) Adjusted EBITDAre (3) Ratio Net debt to Adjusted EBITDAre 957,286$ 167,079$ 5.7x Q2 2022 Capitalization ($000s, except shares and per share data)
9 | FCPT | Q2 2022 DEBT SUMMARY ___________________________ (1) Borrowings under the term loans accrue interest at a rate of LIBOR plus 1.00% credit spread. FCPT has entered into interest rate swaps that fix 87.5% of the term loans’ rate exposure through November 2022, 81% through November 2023, 69% through November 2024, and 56% through November 2025. The all-in cash interest rate on the portion of the term loan that is fixed and including the 1.00% credit spread is approximately 2.9% for 2022, 2.9% for 2023, and 2.5% for 2024. A LIBOR rate of 1.79% as of 6/30/2022 is used for the 12.5% of term loans that are not fixed through hedges (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 $624 thousand per year (3) As of 6/30/2022, 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 June 30, 2022 ($000s) % of Debt Cash Interest Rate as of June 30, 2022(4) Weighted Average Maturity (Yrs.) Credit Facility(1) Revolving facility Nov-2025 -$ - - 3.4 Term loan Nov-2023 50,000 5.1% 2.86% 1.4 Term loan Mar-2024 100,000 10.3% 2.86% 1.7 Term loan Nov-2025 150,000 15.4% 2.86% 3.4 Term loan Nov-2026 100,000 10.3% 2.86% 4.4 Principal Amount 400,000$ Unsecured Notes(2) A Jun-2024 50,000$ 5.1% 4.68% 1.9 C Dec-2026 50,000 5.1% 4.63% 4.5 B Jun-2027 75,000 7.7% 4.93% 4.9 D Dec-2028 50,000 5.1% 4.76% 6.5 G Apr-2029 50,000 5.1% 2.74% 6.8 E Jun-2029 50,000 5.1% 3.15% 6.9 F Apr-2030 75,000 7.7% 3.20% 7.8 I Mar-2031 50,000 5.1% 3.09% 8.7 H Apr-2031 50,000 5.1% 2.99% 8.8 J Mar-2032 75,000 7.7% 3.11% 9.7 Principal Amount 575,000$ Mortgages Payable(3) None - - - - Total/Weighted Average 975,000$ 100.0% 3.37% 5.2 Unamortized Deferred Financing Costs Credit facility (4,527)$ Unsecured notes (3,980) Debt Carrying Value (GAAP) 966,493$ Fixed rate 925,000$ 95% Variable rate 50,000$ 5% Credit Rating (Fitch/Moody's): BBB/Baa3
10 | FCPT | Q2 2022 FCPT DEBT MATURITY SCHEDULE ___________________ Figures as of 6/30/2022 (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 $100 $150 $100 $250 $0 $50 $150 $150 $75 $50 $100 $75 $100 $75 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 Undrawn Revolver Capacity Drawn Revolver Unsecured Term Loan Unsecured Notes 15% 5.2-year weighted average term for notes/term loans 95% fixed rate debt 3.37% weighted average cash interest rate $250 million available on revolver (1) 0% 5% 15% 15% 10% 8% 10%8% 5%% of Total Debt Outstanding 8%
11 | FCPT | Q2 2022 DEBT COVENANTS As of June 30, 2022 Covenants Q2 2022 Limitation on incurrence of total debt ≤ 60% of consolidated capitalization value 37.6% Limitation on incurrence of secured debt ≤ 40% of consolidated capitalization value 0.0% Fixed charge coverage ratio ≥ 1.50x 4.9x Limitation on unencumbered leverage ≤ 60% 37.9% Unencumbered interest coverage ratio ≥ 1.75x 5.5x 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 | Q2 2022 PROPERTY LOCATIONS BY BRAND 977 Leases (1) 116 Brands ___________________________ Figures as of 6/30/2022 (1) FCPT owns 960 rental properties as of 6/30/2022 with 977 leases Lease Count: Olive Garden (311) Longhorn Steakhouse (115) Chili’s (80) KFC (33) Burger King (25) Red Lobster (23) Buffalo Wild Wings (21) Caliber Collision (19) Arby’s (16) Bob Evans (15) NAPA Auto Parts (13) Starbucks (13) Verizon (12) BJ’s Restaurant (11) Taco Bell (11) Texas Roadhouse (11) Bahama Breeze (10) Outback Steakhouse (10) Tires Plus (10) Fresenius (9) Other (209)
13 | FCPT | Q2 2022 43% 311 Units 12% 115 Units 9% 80 Units 2% 14 Units Other Restaurants 22% 291 units 48 brands Non-Restaurant Retail 12% / 166 units / 61 brands Other Darden(2) BRAND DIVERSIF ICATION ___________________ (1) Represents current scheduled minimum Annual Cash Base Rent (ABR) as of 6/30/2022, 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): $181.2 million % Investment Grade(3): 63% FCPT Portfolio Brands Rank Brand Name Number Square Feet (000s) % of ABR(1) 1 Olive Garden 311 2,646 42.8% 2 Longhorn Steakhouse 115 645 12.2% 3 Chili's 80 438 8.9% 4 Red Lobster 23 170 2.9% 5 Buffalo Wild Wings 21 128 1.9% 6 Burger King 25 80 1.9% 7 Bahama Breeze 10 92 1.8% 8 KFC 33 95 1.8% 9 Bob Evans 15 83 1.5% 10 BJ's Restaurant 11 89 1.4% 11 Caliber Collision 19 245 1.2% 12 Arby's 16 50 1.0% 13 Outback Steakhouse 10 64 0.9% 14 Texas Roadhouse 11 81 0.8% 15 Fresenius 9 72 0.8% 16 NAPA Auto Parts 13 92 0.7% 17 Starbucks 13 29 0.7% 18 Verizon 12 34 0.7% 19 Tires Plus 10 63 0.6% 20 National Tire & Battery 8 55 0.6% 21 Taco Bell 11 28 0.5% 22 Chick-Fil-A 8 39 0.5% 23 Wendy's 8 27 0.5% 24 REI 2 48 0.5% 25 Seasons 52 2 18 0.4% 26-116 Other 181 848 12.3% Total Lease Portfolio 977 6,259 100%
14 | FCPT | Q2 2022 % 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. Includes one property in Alaska (not pictured) State % ABR Leases TX 10.5% 78 VA 2.9% 28 SC 2.6% 27 OK 1.8% 17 AR 1.1% 10 FL 10.1% 79 TN 2.9% 29 MS 2.4% 26 KY 1.7% 19 Other 7.4% 70 OH 6.9% 70 PA 2.8% 24 CA 2.4% 15 AZ 1.5% 14 GA 6.0% 59 AL 2.7% 35 WI 2.4% 30 MN 1.5% 12 IL 4.7% 53 MD 2.7% 29 CO 2.4% 26 MO 1.4% 17 MI 4.1% 46 NC 2.7% 28 IA 1.9% 23 NV 1.2% 8 IN 3.8% 51 NY 2.6% 26 LA 1.8% 18 KS 1.1% 10
15 | FCPT | Q2 2022 0.1% 1.1% 2.4% 2.1% 2.3% 13.5% 12.8% 11.0% 11.1% 10.4% 6.6% 13.5% 1.6% 1.7% 2.9% 1.1% 0.2% 0.4% 1.6% 1.0% 0.1% 0.0% 2.5% 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 6/30/2022 (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 6/30/2022 Weighted average lease term of 8.8 years Less than 8.0% of rental income matures prior to 2027
16 | FCPT | Q2 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 6/30/2022 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. 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 | Q2 2022 RECONCIL IATION OF NET INCOME TO ADJUSTED EBITDAR E ___________________________ (1) See glossary on page 16 for non-GAAP definitions ($000s, except shares and per share data) Unaudited 2022 2021 2022 2021 Net Income 28,170$ 20,180$ 50,456$ 40,802$ Adjustments: Interest expense 9,031 8,384 17,406 16,017 Income tax expense 144 71 232 134 Depreciation and amortization 10,128 8,388 19,832 16,624 EBITDA(1) 47,473 37,023 87,926 73,577 Adjustments: Gain on dispositions and exchange of real estate (5,756) - (5,756) (431) Provision for impairment of real estate - - - - EBITDAre (1) 41,717 37,023 82,170 73,146 Adjustments: Real estate transaction costs 53 42 124 70 Gain or loss on extinguishment of debt - - - - Adjusted EBITDAre (1) 41,770 37,065 82,294 73,216 Annualized Adjusted EBITDAre 167,079$ 148,260$ 164,587$ 146,433$ Three Months Ended June 30, Six Months Ended June 30,
18 | FCPT | Q2 2022 www.fcpt .comSUPPLEMENTAL FINANCI AL & OPERATING INFORMATION | Q2 2022 FOUR CORNERS PROPERTY TRUST N YS E : F C P T
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1 | FCPT | JULY 2022 www.fcpt .comINVESTOR PRESENTATION | JULY 2022 FOUR CORNERS PROPERTY TRUST N YS E : F C P T
2 | FCPT | JULY 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, 2021 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 31 of this presentation.
3 | FCPT | JULY 2022 AGENDA Restaurant Industry Update Page 13 Company Overview Page 3 Appendix and Selected Supplemental Slides Page 22 High Quality Portfolio Page 8 Conservative Financial Position Page 16
4 | FCPT | JULY 2022 FCPT HIGHLIGHTS 4 | FCPT | OCTOBER 2019 Analytical, Disciplined Investment Philosophy • Use of consistent, data-driven scorecard to objectively rate every property • Investment committee memo and separate public announcement for every acquisition High-Quality Portfolio • Recently constructed, e-commerce resistant portfolio • Strong tenant EBITDAR rent coverage, nationally established brands, and low rents provide for high tenant retention and limited vacancies Accretive Diversification • Grown from single tenant to 116 brands • Established verticals into resilient, essential non- restaurant retail categories of auto service and medical retail • Disciplined pricing approach while maintaining strong credit parameters and high-quality tenants Investment Grade Balance Sheet • Commitment to maintain conservative 5.5x–6.0x leverage level • Well laddered, predominately fixed rate debt maturity schedule • Significant liquidity, unencumbered assets, high fixed charge coverage facilitates growth Representative Brands
5 | FCPT | JULY 2022 2022 OPERATING HIGHLIGHTS 5 | FCPT | OCTOBER 2019 ____________________ Figures as of 6/30/2022, unless otherwise noted 1. Acquisitions through June 30, 2022. Q2 2022 initial cash yield reflects near term rent increases and rent credits given at closing. The year-to-date initial cash yield with rents in place as of June 30 is 6.4% 2. See page 31 for non-GAAP definitions, and page 33 for reconciliation of net income to AFFO 3. Weighted averages based on contractual Annual Cash Base Rent as defined in glossary, except for occupancy which is based on portfolio square footage. See glossary for definitions 4. Net debt to adjusted EBITDAre leverage as of 6/30/2022, see page 32 for reconciliation of net income to adjusted EBITDAre and page 31 for non-GAAP definitions 5. See glossary on page 31 for tenant EBITDAR and tenant EBITDAR coverage definitions: results based on tenant reporting representing 75% of portfolio annual cash base rent 2022 Year to Date Acquisitions1 Volume: $96.0 million Initial cash yield: 6.5% 7-year average lease term 95% corporate operated or guaranteed Liquidity and Capital Markets Upgraded from BBB- to BBB by Fitch (March 2022); received inaugural Investment Grade rating from Moody’s of Baa3 (May 2022) Year to date through June 30, FCPT has completed $61.0 million of forward equity sales at average initial forward price of $27.28 per share In the second quarter, FCPT completed $13 million of dispositions at a weighted average cash capitalization rate of 4.7% 5.7x Net debt to adjusted EBITDAre4 5.2 years weighted average debt maturity Q2 2022 AFFO Growth2 Net income per share of $0.35 compared to $0.26 in the year prior AFFO per share of $0.41 compared to $0.38 in the year prior, representing growth of 7.9% Portfolio Update3 960 Properties 116 Brands 99.9% occupied 4.6x tenant EBITDAR Coverage5 8.8-year average lease term 85% Corporate Operated or Guaranteed
6 | FCPT | JULY 2022 2022 YEAR-TO-DATE ACQUIS IT ION SUMMARY FCPT has closed $96 million of investments year-to-date through June 30, 2022. The subsector split by acquisition volume was 25% restaurant, 28% medical retail, 37% auto service and 11% other We continue to benefit from increased optionality to acquire assets across our new verticals while still acquiring restaurants with good pricing and strong credit profiles The non-restaurant properties share similar characteristics to restaurants with attractive real estate qualities such as strong demographics, customer visibility, and are supported by attractive residual land values. They are also resistant to both e-commerce and recessionary pressures ____________________ 1. Acquisitions through June 30th, 2022 2. Q2 2022 initial cash yield reflects near term rent increases and rent credits given at closing. The initial cash yield with rents in place as of June 30 for casual dining is 6.5%, auto service is 6.2%, medical retail is 6.6%, other is 6.1% and overall year to date is 6.4% 2022 Acquisitions by Subsector ($ millions)1 Volume % Total Cap Rate2 Quick Service $0.0 0% NA Casual Dining $23.7 25% 6.5% Restaurant $23.7 25% 6.5% Auto Service $35.3 37% 6.5% Medical Retail $26.6 28% 6.6% Other $10.4 11% 6.4% Non-Restaurant $72.3 75% 6.5% Total $96.0 100% 6.5%
7 | FCPT | JULY 2022 418 418 418 434 475 484 506 508 515 527 535 591 610 621 642 650 699 722 733 751 799 810 833 886 919 937 960 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 3Q19 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 3Q21 4Q21 1Q22 2Q22 ACQUIS IT ION GROWTH Annual Cash Base Rent ($ million)1 7 | FCPT | OCTOBER 2019 Number of Properties . 94 94 94 96 101 102 105 105 108 109 110 121 126 127 130 131 139 142 144 148 156 158 162 169 175 178 181 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 1Q22 2Q22 +11% CAGR ___________________ 1. As defined on page 31 +14% CAGR
8 | FCPT | JULY 2022 AGENDA Restaurant Industry Update Page 13 Company Overview Page 3 Appendix and Selected Supplemental Slides Page 22 High Quality Portfolio Page 8 Conservative Financial Position Page 16
9 | FCPT | JULY 2022 FCPT’S STRONG PERFORMANCE DURING THE PANDEMIC 99.5% 98.8% 99.6% 99.6% 99.7% 99.8% 99.8% 99.8% 99.7% 99.9% Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021 Q4 2021 Q1 2022 Q2 2022 99.6% 99.6% 99.6% 99.6% 99.7% 99.7% 99.8% 99.9% 99.9% 99.9% Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021 Q4 2021 Q1 2022 Q2 2022 • FCPT has one of the highest-quality portfolios in the net lease sector that has performed at a high level even during the COVID-19 period ____________________ 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
10 | FCPT | JULY 2022 ___________________ Figures as of 6/30/2022 1. Annual Cash Base Rent (ABR) as defined on page 31 2. Sun Belt States include AZ, NM, OK,TX, MS, AL, GA, SC, NC, TN, AR, LA, FL, southern CA, and southern NV 3. Source: U.S. Census Bureau estimated July 2020 through June 2021 population growth. FCPT portfolio weighted population growth was 0.32% versus overall US population growth of 0.12% 4. Source: U-Haul growth index 2021 Annualized Base Rent1 (%) ≥10.0% 5.0%–10.0% 3.0%–5.0% 2.0%–3.0% 1.0 %–2.0% <1.0% No Properties FCPT’s portfolio is primarily suburban and located in fast-growing regions of the Sun Belt, which makes up approximately 49%2 of the portfolio by ABR Annual population growth in FCPT’s portfolio (weighted by ABR) was more than 2.5 times higher than that of overall US population growth3 last year Texas and Florida, our largest two states which each represent over 10% of ABR, were the two highest in-migration states in 20214 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 Lower taxes, the pandemic, and a shift toward work-from-home has accelerated a shift toward low-cost of living and high-quality of life states, especially in the warm weather climates of the Sun Belt SUN BELT FOCUSED PORTFOLIO 49%
11 | FCPT | JULY 2022 Building and Ground Lease: 34% 417 leases Darden Spin Portfolio: 55% 410 leases Ground Lease: 11% 150 leases ___________________ 1. See glossary on page 31 for tenant EBITDAR and tenant EBITDAR coverage definitions: results based on tenant reporting representing 75% of portfolio annual cash base rent. Reporting for non- restaurant sector not included as most non-restaurant tenants do not report financial data. We have estimated Darden current EBITDAR coverage using sales results for the reported FCPT portfolio and updated total Darden brand average for the year ending May 2022 2. Represents current Annual Cash Base Rent (ABR) as of 6/30/2022, as defined on page 31 104 leases 300 leases 14 leases FCPT Portfolio2: FCPT’s portfolio is characterized by low rents and high EBITDAR to rent coverage of over 4.6x1 55% of the portfolio is the original Darden spin properties where rents were purposely set low as evidenced by strong EBITDAR to rent coverage of 5.5x. 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 11% 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 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 Tenant Rental Coverage1: 5.5x 2.9x 4.6x Darden Other Reporting Tenants Total Reporting Tenants LOW RENT / H IGH COVERAGE PORTFOLIO
12 | FCPT | JULY 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 6/30/2022, as defined on page 31 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: 977 Leases / 116 Brands Annual Base Rent of $181.2 million1 57% Darden Exposure +92% in ABR 43% 311 leases 12% 115 leases 2% 14 leases 9% 80 leases Other Restaurants 22% 291 leases 48 brands Non-Restaurant Retail 12% / 166 Leases / 61 Brands Other Darden2 Other Darden Brand Exposure by Annualized Base Rent (ABR)
13 | FCPT | JULY 2022 AGENDA Restaurant Industry Update Page 13 Company Overview Page 3 Appendix and Selected Supplemental Slides Page 22 High Quality Portfolio Page 8 Conservative Financial Position Page 16
14 | FCPT | JULY 2022 • Inflation for food at home/grocery has outpaced food away from home/restaurant inflation for nine consecutive months, with the gap between the two categories widening to 4.6% for June ____________________ Sources: R.W. Baird & Co. Equity Research report 7/13/2022, Bureau of Labor Statistics, USDA 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 FOOD INFLATION Food Away From Home vs. Food At Home Inflation
15 | FCPT | JULY 2022 • Baird’s weekly restaurant survey shows both quick service and casual dining restaurants are performing near or above pre-COVID-19 levels Baird Restaurants Surveys: Weekly Same-Store Sales vs. Two/Three-Years Prior ____________________ Source: Data per The Baird Restaurant Surveys (produced by R.W. Baird & Co. Equity Research) reported 7/18/2022 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 -3% +15% -60% -50% -40% -30% -20% -10% 0% 10% 20% 30% Q2 2020 4/25/2021 6/13/2021 8/1/2021 9/19/2021 11/7/2021 12/26/2021 2/13/2022 4/10/2022 5/29/2022 7/17/2022 Overall Casual Dining Quick Service RESTAURANT SALES TRENDS BY SECTOR
16 | FCPT | JULY 2022 AGENDA Restaurant Industry Update Page 13 Company Overview Page 3 Appendix and Selected Supplemental Slides Page 22 High Quality Portfolio Page 8 Conservative Financial Position Page 16
17 | FCPT | JULY 2022 CONSERVATIVE F INANCIAL POLICIES As FCPT continues to grow and diversify, the Company is committed to maintaining a conservative balance sheet with financial flexibility Leverage Continue to maintain conservative leverage and coverage metrics Net debt to cash EBITDA ratio is 5.7x1; long-term objective is to maintain ratio below 5.5-6.0x Fixed charge coverage of 4.9x Focus on a predominantly unsecured capital structure, maintaining a large unencumbered assets base Asset base is 100% unencumbered Minimize floating rate exposure 87.5% of $400 million term loans is currently fixed via forward swaps with reduced amounts in place through 2028 Maintain a staggered debt maturity schedule with no near-term debt maturities No more than 15% of total debt is due in any one year Liquidity Strong liquidity profile ($250 million revolver with full available capacity as of 6/30/2022) Maintain access to multiple equity and debt capital sources Conservative dividend payout ratio of approximately 80% of AFFO Conservative Financial Policies are Sacrosanct Conservative leverage and high coverage significantly mitigate tenant concentration We access the equity markets to support growth but have been capitalized to succeed even if equity capital is not available (reasonable leverage, no earning or acquisition guidance, low G&A overhead, strong currency in dispositions of existing assets) _ Note: All figures as of 6/30/2022 unless otherwise noted 1. Net debt to adjusted EBITDAre leverage as of 6/30/2022, see page 32 for reconciliation of net income to adjusted EBITDAre and page 31 for non-GAAP definitions
18 | FCPT | JULY 2022 ___________________ 1. Assumes 35%-40% leverage-based spread rate 2. Includes facility fee rate. Annual savings assumes full $250 million revolver draw 3. For the leverage-based grid, extended term loans from June 2021 A-1 and A-2 rate is 1.30%, while non-extended term loan A-2 and A-3 rate is 1.25% On March 10, 2022, FCPT was upgraded by Fitch Ratings to BBB from BBB- with a stable outlook On May 16, 2022, FCPT received an inaugural Investment Grade rating of Baa3 from Moody’s Investors Service The upgrade and investment grade ratings underscore the quality and performance of the portfolio, the strength of FCPT’s financial position and underwriting practices, and a commitment to conservative financial policies With the two investment grade ratings, FCPT has elected to convert from a leverage-based pricing grid to a ratings-based pricing grid for its term loan and revolving credit facilities The reduced pricing will result in over $1 million in annual interest savings CREDIT RATING UPGRADE Old Leverage Based Rate1 New Ratings Based Rate Annual Savings Revolving Credit Facility2 1.30% 1.05% Up to $625,000 Term Loan3 1.25% / 1.30% 1.00% $1.1 million Term Loan and Revolver Pricing Grid
19 | FCPT | JULY 2022 COM PAN Y MOM ENTUM SINCE INCEPTION Team Members 4 +28 32 Annual Base Rent1 $94.4 million +$86.8 million / +92% $181.2 million Properties 418 +542 / +130% 960 Brands 5 +111 116 % Darden2 100% -43% 57% Weighted Average Lease Term 15 years - 6.2 years 8.8 years Equity Market Cap $848 million +$1.3 billion $2.1 billion3 Enterprise Value $1.3 billion +$1.8 billion $3.1 billion3 Financial Leverage 4.6x +1.1x 5.7x3 Rating Unrated BBB (Fitch) / Baa3 (Moody’s) As of 6/30/2022November 2015 ____________________ 1. Annual Cash Base Rent (ABR) as defined on page 31 2. Based on Annual Base Rent 3. See page 21 for calculation Restaurant Non-Restaurant Representative Brands
20 | FCPT | JULY 2022 FCPT DEBT MATURITY SCHEDULE ___________________ Figures as of 6/30/2022 1. The revolving credit facility expires on November 9, 2025 subject to FCPT’s availability to extend the term for one additional six-month period to May 9, 2026 Current Debt Maturity Schedule ($ millions) $50 $50 $100 $150 $100 $250 $0 $50 $150 $150 $75 $50 $100 $75 $100 $75 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 Undrawn Revolver Capacity Drawn Revolver Unsecured Term Loan Unsecured Notes 15% 5.2-year weighted average term for notes/term loans 95% fixed rate debt 3.37% weighted average cash interest rate $250 million available on revolver 1 0% 5% 15% 15% 10% 8% 10%8% 5%% of Total Debt Outstanding 8%
21 | FCPT | JULY 2022 ___________________ Figures represent FCPT financials as of and for three months ended 6/30/2022 1. Represents Q2 2022 annualized results. See page 32 for reconciliation of net income to adjusted EBITDAre and page 31 for non-GAAP definitions 2. Figure represents Annual Cash Base Rent (ABR) as of 6/30/2022 3. Based on quarterly cash dividend of $0.3325 per share declared on 6/16/2022 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 6/30/2022 and declared dividend per share for the most recent quarter, annualized 5. Net debt figure (in $ millions) represents total debt ($975 million) less cash and cash equivalents ($18 million) as of 6/30/2022 SUMMARY CAPITALIZATION AND F INANCIALS Capitalization ($ million, except per share) Share price (6/30/2022) $26.59 Shares and OP units outstanding (millions) 80.7 Equity value $2,145 Debt: Bank term debt $400 Revolving credit facility $0 Unsecured private notes $575 Total market capitalization $3,120 Less: Cash and cash equivalents ($18) Implied enterprise Value $3,102 Credit Metrics Current Net debt5 to enterprise value 30.9% Net debt5 to adjusted EBITDAre1 5.7x Current Trading Metrics Annual base rent2 ($ million) $181.2 Implied Cap Rate 5.8% Annualized Dividend per share3 $1.33 Dividend Yield3,4 5.0%
22 | FCPT | JULY 2022 AGENDA Restaurant Industry Update Page 13 Company Overview Page 3 Appendix and Selected Supplemental Slides Page 22 High Quality Portfolio Page 8 Conservative Financial Position Page 16
23 | FCPT | JULY 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
24 | FCPT | JULY 2022 ACQUIS IT IONS BY YEAR 24 | 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
25 | FCPT | JULY 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 87 leases (6% 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 June 30, 2022
26 | FCPT | JULY 2022 Representative Acquired Brands NON-RESTAURANT: MEDICAL RETAIL INDUSTRY Portfolio includes 35 leases (3% 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 June 30, 2022 2. Source: Urgent Care Association 3. Source: American Pet Products Association 2021 State of the Industry
27 | FCPT | JULY 2022 0.1% 1.1% 2.4% 2.1% 2.3% 13.5% 12.8% 11.0%11.1% 10.4% 6.6% 13.5% 1.6% 1.7% 2.9% 1.1% 0.2% 0.4% 1.6% 1.0% 0.1% 0.0% 2.5% 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 ___________________ 1. Note: Excludes renewal options. All data as of 6/30/2022 2. Annual cash base rent (ABR) as defined in glossary 3. Occupancy based on portfolio square footage Lease Maturity Schedule (% Annualized Cash Base Rent1) 99.9% occupied2 as of 6/30/2022 Weighted average lease term of 8.8 years Less than 8.0% of rental income matures prior to 2027
28 | FCPT | JULY 2022 BRAND DIVERSIF ICATION ___________________ 1. Annual Cash Base Rent (ABR) as of 6/30/2022 as defined on page 31 2. Investment Grade Ratings represent the credit rating of our tenants, their subsidiaries or affiliated companies from Fitch, S&P or Moody's % Investment Grade2: 63% 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 42.8% 16 NAPA Auto Parts 13 92 0.7% 2 Longhorn Steakhouse 115 645 12.2% 17 Starbucks 13 29 0.7% 3 Chili's 80 438 8.9% 18 Verizon 12 34 0.7% 4 Red Lobster 23 170 2.9% 19 Tires Plus 10 63 0.6% 5 Buffalo Wild Wings 21 128 1.9% 20 National Tire & Battery 8 55 0.6% 6 Burger King 25 80 1.9% 21 Taco Bell 11 28 0.5% 7 Bahama Breeze 10 92 1.8% 22 Chick-Fil-A 8 39 0.5% 8 KFC 33 95 1.8% 23 Wendy's 8 27 0.5% 9 Bob Evans 15 83 1.5% 24 REI 2 48 0.5% 10 BJ's Restaurant 11 89 1.4% 25 Seasons 52 2 18 0.4% 11 Caliber Collision 19 245 1.2% 26-116 Other 181 848 12.3% 12 Arby's 16 50 1.0% Total Lease Portfolio 977 6,259 100% 13 Outback Steakhouse 10 64 0.9% 14 Texas Roadhouse 11 81 0.8% 15 Fresenius 9 72 0.8%
29 | FCPT | JULY 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/
30 | FCPT | JULY 2022 2022 YEAR TO DATE ACQUIS IT IONS 1. Totals indicate weighted average 2. Q2 2022 initial cash yield reflects near term rent increases and rent credits given at closing. The initial cash yield with rents in place as of June 30 is 6.1% for the second quarter and 6.4% year to date 2022 Closed Acquisitions # of Properties Purchase Price ($ millions) Initial Cash Yield2 Initial Term (years)1 Q1 2022 Summary: 18 $42.0 6.7% 8 Q2 2022 Closed Acquisitions: Tenant Location # of Properties Operator / Guarantor Purchase Price ($ millions) Initial Cash Yield Initial Term (years)1 Announcement Date Mavis IL 1 Corporate $2.8 6.7% 5 4/11/2022 KC Complete Auto Repair MO 2 Corporate $4.2 6.9% 8 4/14/2022 Fresenius NC 1 Corporate $3.4 6.2% 5 4/20/2022 Tires Plus IL 1 Corporate $2.3 6.7% 1 4/25/2022 Wells Fargo TN, AL 2 Corporate $5.1 -- -- 5/4/2022 NextCare Primary Care AZ 1 Corporate $1.8 6.4% 7 5/18/2022 KC Complete Auto Repair MO 1 Corporate $1.6 6.9% 8 5/19/2022 Caliber Collision WI 1 Corporate $1.9 6.3% 9 5/25/2022 Aspen Dental MO 1 Corporate $2.3 -- -- 5/25/2022 NAPA 12-Pack Various 12 Corporate $21.1 6.4% 5 5/27/2022 Heartland Dental KS 1 Corporate $3.0 6.1% 8 5/27/2022 Davita KS 1 Corporate $2.2 -- 7 6/24/2022 PREIT: Red Robin MD 1 Corporate $2.4 -- 4 6/30/2022 Q2 2022 Total/Weighted Average 26 $54.0 6.4% 6 2022 YTD Total/Weighted Average 44 $96.0 6.5% 7
31 | FCPT | JULY 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 6/30/2022 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. 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:
32 | FCPT | JULY 2022 RECONCIL IATION OF NET INCOME TO ADJUSTED EBITDAR E ____________________ 1. See glossary on page 31 for non-GAAP definitions ($000s, except shares and per share data) Unaudited 2022 2021 2022 2021 Net Income 28,170$ 20,180$ 50,456$ 40,802$ Adjustments: Interest expense 9,031 8,384 17,406 16,017 Income tax expense 144 71 232 134 Depreciation and amortization 10,128 8,388 19,832 16,624 EBITDA(1) 47,473 37,023 87,926 73,577 Adjustments: Gain on dispositions and exchange of real estate (5,756) - (5,756) (431) Provision for impairment of real estate - - - - EBITDAre (1) 41,717 37,023 82,170 73,146 Adjustments: Real estate transaction costs 53 42 124 70 Gain or loss on extinguishment of debt - - - - Adjusted EBITDAre (1) 41,770 37,065 82,294 73,216 Annualized Adjusted EBITDAre 167,079$ 148,260$ 164,587$ 146,433$ Three Months Ended June 30, Six Months Ended June 30,
33 | FCPT | JULY 2022 FFO & AFFO RECONCIL IATION ___________________________ 1. Amount represents non-cash deferred income tax expense recognized in the second quarter of 2022 for income tax expense at the Kerrow Restaurant Business 2. Assumes the issuance of common shares for OP units held by non-controlling interest ($000s, except shares and per share data) Unaudited 2022 2021 2022 2021 Net income 28,170$ 20,180$ 50,456$ 40,802$ Depreciation and amortization 10,095 8,367 19,763 16,582 Realized gain on sales of real estate (5,756) - (5,756) (431) FFO (as defined by NAREIT) 32,509$ 28,547$ 64,463$ 56,953$ Straight-line rent (1,649) (1,785) (3,291) (3,796) Deferred income tax expense(1) 61 - 61 - Stock-based compensation 1,033 876 2,533 2,247 Non-cash amortization of deferred financing costs 496 890 964 1,433 Non-real estate investment depreciation 33 21 69 42 Other non-cash revenue adjustments 527 548 1,057 1,054 Adjusted Funds From Operations (AFFO) 33,010$ 29,097$ 65,856$ 57,933$ Fully diluted shares outstanding(2) 80,609,002 76,326,857 80,560,726 76,307,161 FFO per diluted share 0.40$ 0.37$ 0.80$ 0.75$ AFFO per diluted share 0.41$ 0.38$ 0.82$ 0.76$ Three Months Ended June 30, Six Months Ended June 30,
34 | FCPT | JULY 2022 www.fcpt .comINVESTOR PRESENTATION | JULY 2022 FOUR CORNERS PROPERTY TRUST N YS E : F C P T