8-K

NNN REIT, INC. (NNN)

8-K 2023-02-09 For: 2023-02-09
View Original
Added on April 04, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 9, 2023

NATIONAL RETAIL PROPERTIES, INC.

(exact name of registrant as specified in its charter)

Maryland 001-11290 56-1431377
(State or other jurisdiction of<br><br>incorporation or organization) (Commission<br><br>File Number) (I.R.S. Employment<br><br>Identification No.)

450 South Orange Avenue, Suite 900, Orlando, Florida 32801

(Address of principal executive offices, including zip code)

(407) 265-7348

(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)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of exchange on which registered
Common Stock, $0.01 par value NNN 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 9, 2023, National Retail Properties, Inc. (the "Company"), issued a press release announcing its results of operations and financial condition for the quarter and year ended December 31, 2022. The press release is attached hereto as Exhibit 99.1 to this report and the supplemental data is attached hereto as Exhibit 99.2 to this report. The press release and the supplemental data are available on the Company's website.

The information in this Form 8-K is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of such section, nor shall such information be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release, dated February 9, 2023, of National Retail Properties, Inc.
99.2 Annual Supplemental Data, dated February 9, 2023, of National Retail Properties, Inc.
104.1 Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded within the Inline XBRL document)

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.

National Retail Properties, Inc.
Dated: February 9, 2023 By: /s/ Kevin B. Habicht
Kevin B. Habicht
Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

img41624055_0.jpg

NEWS RELEASE
For information contact:
Kevin B. Habicht
Chief Financial Officer
(407) 265-7348 FOR IMMEDIATE RELEASE
February 9, 2023

RECORD ANNUAL RESULTS AND 2023 GUIDANCE

ANNOUNCED BY NATIONAL RETAIL PROPERTIES, INC.

Orlando, Florida, February 9, 2023 – National Retail Properties, Inc. (NYSE: NNN), a real estate investment trust, today announced operating results for the quarter and year ended December 31, 2022. Highlights include:

Operating Results:

• Revenues and net earnings, FFO, Core FFO and AFFO available to common stockholders and diluted per share amounts:

Quarter Ended Year Ended
December 31, December 31,
2022 2021 2022 2021
(in thousands, except per share data)
Revenues $ 198,520 $ 187,261 $ 773,053 $ 726,407
Net earnings available to common stockholders $ 90,662 $ 65,129 $ 334,626 $ 264,217
Net earnings per common share $ 0.50 $ 0.37 $ 1.89 $ 1.51
FFO available to common stockholders $ 142,178 $ 120,529 $ 548,884 $ 467,833
FFO per common share $ 0.79 $ 0.69 $ 3.10 $ 2.68
Core FFO available to common stockholders $ 142,893 $ 131,426 $ 556,404 $ 500,058
Core FFO per common share $ 0.80 $ 0.75 $ 3.14 $ 2.86
AFFO available to common stockholders $ 145,142 (1) $ 135,132 (2) $ 568,952 (1) $ 534,792 (2)
AFFO per common share $ 0.81 (1) $ 0.77 (2) $ 3.21 (1) $ 3.06 (2)
(1) Amounts include $681 and $5,391 of net straight-line accrued rent from net rent deferral repayments from the COVID-19 rent deferral lease amendments for the quarter and year ended December 31, 2022, respectively. Excluding such, AFFO per common share would have been $0.80 and $3.18 for the quarter and year ended December 31, 2022, respectively.
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(2) Amounts include $2,949 and $24,945 of net straight-line accrued rent from net rent deferral repayments from the COVID-19 rent deferral lease amendments for the quarter and year ended December 31, 2021, respectively. Excluding such, AFFO per common share results would have been $0.76 and $2.92 for the quarter and year ended, respectively.

2022 Highlights:

• Increased annual Core FFO per common share 9.8%

• Dividend yield of 4.7% at December 31, 2022

• Annual dividend per common share increased to $2.16 marking the 33rd consecutive year of annual dividend increases - the third longest record of consecutive annual dividend increases of all public REITs and 99% of all public companies

• Maintained high occupancy levels at 99.4%, with a weighted average remaining lease term of 10.4 years, at December 31, 2022 as compared to 99.4% at September 30, 2022, and 99.0% at December 31, 2021

2022 Highlights (continued):

• $847.7 million in property investments, including the acquisition of 223 properties with aggregate gross leasable area of approximately 2,629,000 square feet at an initial cash cap rate of 6.4%, with a weighted average remaining lease term of 16.2 years

• Sold 33 properties for $65.2 million, producing $17.4 million of gains on sale, at a cap rate of 5.9%

• Raised $250.2 million in net proceeds from issuance of 5,543,414 common shares

• Maintained leading debt profile: 96% is fixed-rate debt, 13.7-year weighted average debt maturity and 99.9% of properties are not encumbered with secured mortgage debt

• Total average annual shareholder returns (11.8% for the past 30 years) exceed industry equity averages for the past 1-, 2-, 5-, 10-, 15-, 20-, 25- and 30-years

Fourth Quarter 2022 Highlights:

• $260.0 million in property investments, including the acquisition of 69 properties with an aggregate gross leasable area of approximately 789,000 square feet at an initial cash cap rate of 6.6%, with a weighted average remaining lease term of 16.0 years

• Sold seven properties with net proceeds of $16.0 million, producing $6.8 million of gains on sales at a cap rate of 5.9%

• Raised $120.7 million in net proceeds from the issuance of 2,690,069 common shares

The company announced 2023 Core FFO guidance of $3.14 to $3.20 per share. The 2023 AFFO is estimated to be $3.19 to $3.25 per share. The Core FFO guidance equates to net earnings of $1.87 to $1.93 per share, plus $1.27 per share of expected real estate depreciation and amortization and excludes any gains from the sale of real estate, charges for impairments and executive retirement costs. The guidance is based on current plans and assumptions and subject to risks and uncertainties more fully described in this press release and the company's reports filed with the Securities and Exchange Commission.

Steve Horn, Chief Executive Officer, commented: "We are delighted to report another excellent year at NNN, with record-level property acquisitions and above-average Core FFO growth in 2022. NNN’s best-in-class balance sheet and consistent, strong free cash flow positions NNN well headed into the potential macroeconomic challenges of 2023."

National Retail Properties invests primarily in high-quality retail properties subject generally to long-term, net leases. As of December 31, 2022, the company owned 3,411 properties in 48 states with a gross leasable area of approximately 35.0 million square feet and with a weighted average remaining lease term of 10.4 years. For more information on the company, visit www.nnnreit.com.

Management will hold a conference call on February 9, 2023, at 10:30 a.m. ET to review these results. The call can be accessed on the National Retail Properties web site live at http://www.nnnreit.com. For those unable to listen to the live broadcast, a replay will be available on the company’s web site. In addition, a summary of any earnings guidance given on the call will be posted to the company’s web site.

Statements in this press release that are not strictly historical are “forward-looking” statements. These statements generally are characterized by the use of terms such as "believe," "expect," "intend," "may," "estimated," or other similar words or expressions. Forward-looking statements involve known and unknown risks, which may cause the company’s actual future results to differ materially from expected results. These risks include, among others, general economic conditions, including inflation, local real estate conditions, changes in interest rates, increases in operating costs, the preferences and financial condition of the company's tenants, the availability of capital, risks related to the company's status as a REIT and the potential impacts of COVID-19, or any epidemic or pandemic on the company's business operations, financial results and financial position on the world economy. Additional information concerning these and other factors that could cause actual results to differ materially from these forward-looking statements is contained from time to time in the company’s Securities and Exchange Commission (the “Commission”) filings, including, but not limited to, the company’s Annual Report on Form 10-K. Copies of each filing may be obtained from the company or the Commission. Such forward-looking statements should be regarded solely as reflections of the company’s current operating plans and estimates. Actual operating results may differ materially from what is expressed or forecast in this press release. National Retail Properties, Inc. undertakes no obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date these statements were made.

Funds From Operations, commonly referred to as FFO, is a relative non-GAAP financial measure of operating performance of an equity REIT in order to recognize that income-producing real estate historically has not depreciated on the basis determined under GAAP. FFO is defined by the National Association of Real Estate Investment Trusts (“NAREIT”) and is used by the company as follows: net earnings (computed in accordance with GAAP) plus depreciation and amortization of assets unique to the real estate industry, excluding gains (or including losses), any applicable taxes and noncontrolling interests on the

disposition of certain assets, the company’s share of these items from the company’s noncontrolling interests and any impairment charges on a depreciable real estate asset.

FFO is generally considered by industry analysts to be the most appropriate measure of performance of real estate companies. FFO does not necessarily represent cash provided by operating activities in accordance with GAAP and should not be considered an alternative to net earnings as an indication of the company’s performance or to cash flow as a measure of liquidity or ability to make distributions. Management considers FFO an appropriate measure of performance of an equity REIT because it primarily excludes the assumption that the value of the real estate assets diminishes predictably over time, and because industry analysts have accepted it as a performance measure. The company’s computation of FFO may differ from the methodology for calculating FFO used by other equity REITs, and therefore, may not be comparable to such other REITs. A reconciliation of net earnings (computed in accordance with GAAP) to FFO, as defined by NAREIT, is included in the financial information accompanying this release.

Core Funds From Operations (“Core FFO”) is a non-GAAP measure of operating performance that adjusts FFO to eliminate the impact of certain GAAP income and expense amounts that the company believes are infrequent and unusual in nature and/or not related to its core real estate operations. Exclusion of these items from similar FFO-type metrics is common within the REIT industry, and management believes that presentation of Core FFO provides investors with a potential metric to assist in their evaluation of the company’s operating performance across multiple periods and in comparison to the operating performance of its peers because it removes the effect of unusual items that are not expected to impact the company’s operating performance on an ongoing basis. Core FFO is used by management in evaluating the performance of the company’s core business operations and is a factor in determining management compensation. Items included in calculating FFO that may be excluded in calculating Core FFO may include items such as transaction related gains, income or expense, impairments on land or commercial mortgage residual interests, preferred stock redemption costs, executive retirement costs, loss on early extinguishment of debt or other non-core amounts as they occur. The company’s computation of Core FFO may differ from the methodology for calculating Core FFO used by other equity REITs, and therefore, may not be comparable to such other REITs. A reconciliation of net earnings (computed in accordance with GAAP) to Core FFO is included in the financial information accompanying this release.

Adjusted Funds From Operations (“AFFO”) is a non-GAAP financial measure of operating performance used by many companies in the REIT industry. AFFO adjusts FFO for certain non-cash items that reduce or increase net income in accordance with GAAP. AFFO should not be considered an alternative to net earnings, as an indication of the company's performance or to cash flow as a measure of liquidity or ability to make distributions. Management considers AFFO a useful supplemental measure of the company’s performance. The company’s computation of AFFO may differ from the methodology for calculating AFFO used by other equity REITs, and therefore, may not be comparable to such other REITs. A reconciliation of net earnings (computed in accordance with GAAP) to AFFO is included in the financial information accompanying this release.

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate as defined by NAREIT (“EBITDA”) is a metric established by NAREIT and commonly used by real estate companies. The measure is a result of net earnings (computed in accordance with GAAP), plus interest expense, income tax expense, depreciation and amortization, excluding any gains (or including any losses) on disposition of real estate, any impairment charges and after adjustments for income and losses attributable to noncontrolling interests. Management considers the non-GAAP measure of EBITDA to be an appropriate measure of the company's performance and should be considered in addition to, net earnings or loss, as a measure of the company's operating performance. The company’s computation of EBITDA may differ from the methodology for calculating EBITDA used by other equity REITs, and therefore, may not be comparable to such other REITs. A reconciliation of net earnings (computed in accordance with GAAP) to EBITDA, as defined by NAREIT, is included in the company’s Annual Supplemental Data accompanying this release.

National Retail Properties, Inc.

Income Statement Summary

(in thousands, except per share data)

(unaudited)

Quarter Ended Year Ended
December 31, December 31,
2022 2021 2022 2021
Revenues:
Rental income $ 198,217 $ 186,633 $ 771,618 $ 723,859
Interest and other income from real estate transactions 303 628 1,435 2,548
198,520 187,261 773,053 726,407
Operating expenses:
General and administrative 10,788 9,947 41,695 44,640
Real estate 7,035 7,520 26,281 28,385
Depreciation and amortization 57,322 53,389 223,834 205,220
Leasing transaction costs 61 57 320 203
Impairment losses – real estate, net of recoveries 1,088 7,310 8,309 21,957
Executive retirement costs 715 7,520
77,009 78,223 307,959 300,405
Gain on disposition of real estate 6,787 5,159 17,443 23,094
Earnings from operations 128,298 114,197 482,537 449,096
Other expenses (revenues):
Interest and other income (29 ) (57 ) (149 ) (216 )
Interest expense 37,665 36,684 148,065 137,874 (1)
Loss on early extinguishment of debt 21,328
37,636 36,627 147,916 158,986
Net earnings 90,662 77,570 334,621 290,110
Loss attributable to noncontrolling interests 5 3
Net earnings attributable to NNN 90,662 77,570 334,626 290,113
Series F preferred stock dividends (1,544 ) (14,999 )
Excess of redemption value over carrying value of<br>      preferred shares redeemed (10,897 ) (10,897 )
Net earnings available to common stockholders $ 90,662 $ 65,129 $ 334,626 $ 264,217
Weighted average common shares outstanding:
Basic 178,779 174,750 176,404 174,711
Diluted 179,472 174,868 177,068 174,819
Net earnings per share available to common stockholders:
Basic $ 0.51 $ 0.37 $ 1.89 $ 1.51
Diluted $ 0.50 $ 0.37 $ 1.89 $ 1.51

(1) Includes $2,078 in connection with the redemption of 3.30% senior unsecured notes due 2023 for the year ended December 31, 2021.

National Retail Properties, Inc.

(in thousands, except per share data)

(unaudited)

Quarter Ended Year Ended
December 31, December 31,
2022 2021 2022 2021
Funds From Operations (FFO) Reconciliation:
Net earnings available to common stockholders $ 90,662 $ 65,129 $ 334,626 $ 264,217
Real estate depreciation and amortization 57,215 53,249 223,392 204,753
Gain on disposition of real estate (6,787 ) (5,159 ) (17,443 ) (23,094 )
Impairment losses – depreciable real estate, net of recoveries 1,088 7,310 8,309 21,957
Total FFO adjustments 51,516 55,400 214,258 203,616
FFO available to common stockholders $ 142,178 $ 120,529 $ 548,884 $ 467,833
FFO per common share:
Basic $ 0.80 $ 0.69 $ 3.11 $ 2.68
Diluted $ 0.79 $ 0.69 $ 3.10 $ 2.68
Core Funds From Operations (Core FFO) Reconciliation:
Net earnings available to common stockholders $ 90,662 $ 65,129 $ 334,626 $ 264,217
Total FFO adjustments 51,516 55,400 214,258 203,616
FFO available to common stockholders 142,178 120,529 548,884 467,833
Executive retirement costs 715 7,520
Loss on early extinguishment of debt 21,328
Excess of redemption value over carrying value of<br> preferred shares redeemed 10,897 10,897
Total Core FFO adjustments 715 10,897 7,520 32,225
Core FFO available to common stockholders $ 142,893 $ 131,426 $ 556,404 $ 500,058
Core FFO per common share:
Basic $ 0.80 $ 0.75 $ 3.15 $ 2.86
Diluted $ 0.80 $ 0.75 $ 3.14 $ 2.86

National Retail Properties, Inc.

(in thousands, except per share data)

(unaudited)

Quarter Ended Year Ended
December 31, December 31,
2022 2021 2022 2021
Adjusted Funds From Operations (AFFO) Reconciliation:
Net earnings available to common stockholders $ 90,662 $ 65,129 $ 334,626 $ 264,217
Total FFO adjustments 51,516 55,400 214,258 203,616
Total Core FFO adjustments 715 10,897 7,520 32,225
Core FFO available to common stockholders 142,893 131,426 556,404 500,058
Straight-line accrued rent, net of reserves 261 2,046 3,559 21,137
Net capital lease rent adjustment 78 79 302 340
Below-market rent amortization (100 ) (280 ) (510 ) (710 )
Stock based compensation expense 2,344 1,975 10,078 14,295
Capitalized interest expense (334 ) (114 ) (881 ) (328 )
Total AFFO adjustments 2,249 3,706 12,548 34,734
AFFO available to common stockholders $ 145,142 (1) $ 135,132 (2) $ 568,952 (1) $ 534,792 (2)
AFFO per common share:
Basic $ 0.81 (1) $ 0.77 (2) $ 3.23 (1) $ 3.06 (2)
Diluted $ 0.81 (1) $ 0.77 (2) $ 3.21 (1) $ 3.06 (2)
Other Information:
Rental income from operating leases(3) $ 192,738 $ 181,078 $ 751,680 $ 703,865
Earned income from direct financing leases(3) $ 146 $ 154 $ 595 $ 623
Percentage rent(3) $ 310 $ 176 $ 1,541 $ 706
Real estate expense reimbursement from tenants(3) $ 5,023 $ 5,225 $ 17,802 $ 18,665
Real estate expenses (7,035 ) (7,520 ) (26,281 ) (28,385 )
Real estate expenses, net of tenant reimbursements $ (2,012 ) $ (2,295 ) $ (8,479 ) $ (9,720 )
Amortization of debt costs $ 1,200 $ 1,164 $ 4,734 $ 5,186
Scheduled debt principal amortization (excluding <br>      maturities) $ 170 $ 161 $ 664 $ 630
Non-real estate depreciation expense $ 109 $ 116 $ 454 $ 451
(1) Amounts include $681 and $5,391 of net straight-line accrued rent from net rent deferral repayments from the COVID-19 rent deferral lease amendments for the quarter and year ended December 31, 2022, respectively. Excluding such, AFFO per common share would have been $0.80 and $3.18 for the quarter and year ended December 31, 2022, respectively.
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(2) Amounts include $2,949 and $24,945 of net straight-line accrued rent from net rent deferral repayments from the COVID-19 rent deferral lease amendments for the quarter and year ended December 31, 2021, respectively. Excluding such, AFFO per common share results would have been $0.76 and $2.92 for the quarter and year ended December 31, 2021, respectively.
(3) For the quarter and year ended December 31, 2022, the aggregate of such amounts is $198,217 and $771,618, respectively, classified as rental income on the income statement summary. For the quarter and year ended December 31, 2021, the aggregate of such amounts is $186,633 and $723,859, respectively.

National Retail Properties, Inc.

2023 Earnings Guidance:

Guidance is based on current plans and assumptions and subject to risks and uncertainties more fully described in this press release and the company's reports filed with the Commission.

2023 Guidance
Net earnings per common share excluding any gains on disposition <br>      of real estate, impairment charges, and executive retirement costs $1.87 - $1.93 per share
Real estate depreciation and amortization per share $1.27 per share
Core FFO per share $3.14 - $3.20 per share
AFFO per share $3.19 - $3.25 per share
General and administrative expenses $43 - $45 Million
Real estate expenses, net of tenant reimbursements $8 - $10 Million
Acquisition volume $500 - $600 Million
Disposition volume $100 - $120 Million

National Retail Properties, Inc.

Balance Sheet Summary

(in thousands)

(unaudited)

December 31,<br>2021
Assets:
Real estate portfolio, net of accumulated depreciation and amortization 8,020,814 $ 7,449,846
Cash and cash equivalents 2,505 171,322
Restricted cash and cash equivalents 4,273
Receivables, net of allowance of 708 and 782, respectively 3,612 3,154
Accrued rental income, net of allowance of 3,836 and 4,587, respectively 27,795 31,942
Debt costs, net of accumulated amortization of 21,663 and 19,377, respectively 5,352 7,443
Other assets 81,694 87,347
Total assets 8,146,045 $ 7,751,054
Liabilities:
Line of credit payable 166,200 $
Mortgages payable, including unamortized premium and net of unamortized debt costs 9,964 10,697
Notes payable, net of unamortized discount and unamortized debt costs 3,739,890 3,735,769
Accrued interest payable 23,826 23,923
Other liabilities 82,663 79,002
Total liabilities 4,022,543 3,849,391
Stockholders’ equity of NNN 4,123,502 3,901,662
Noncontrolling interests 1
Total equity 4,123,502 3,901,663
Total liabilities and equity 8,146,045 $ 7,751,054
Common shares outstanding 181,425 175,636
Gross leasable area, Property Portfolio (square feet) 35,010 32,753

All values are in US Dollars.

National Retail Properties, Inc.

Debt Summary

As of December 31, 2022

(in thousands)

(unaudited)

Unsecured Debt Principal Principal,<br>Net of<br>Unamortized<br>Discount Stated<br>Rate Effective<br>Rate Maturity <br>Date
Line of credit payable $ 166,200 $ 166,200 SOFR + 87.5bps 5.175 % June 2025
Unsecured notes payable:
2024 350,000 349,880 3.900 % 3.924 % June 2024
2025 400,000 399,684 4.000 % 4.029 % November 2025
2026 350,000 348,301 3.600 % 3.733 % December 2026
2027 400,000 399,155 3.500 % 3.548 % October 2027
2028 400,000 398,210 4.300 % 4.388 % October 2028
2030 400,000 399,039 2.500 % 2.536 % April 2030
2048 300,000 296,057 4.800 % 4.890 % October 2048
2050 300,000 294,289 3.100 % 3.205 % April 2050
2051 450,000 441,884 3.500 % 3.602 % April 2051
2052 450,000 439,843 3.000 % 3.118 % April 2052
Total 3,800,000 3,766,342
Total unsecured debt(1) $ 3,966,200 $ 3,932,542
Debt costs $ (38,145 )
Accumulated amortization 11,693
Debt costs, net of accumulated amortization (26,452 )
Notes payable, net of unamortized discount and <br>    unamortized debt costs $ 3,739,890
(1) Unsecured notes payable have a weighted average interest rate of 3.7% and a weighted average maturity of 13.7 years.
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Mortgages Payable Principal<br>Balance Interest<br>Rate Maturity <br>Date
--- --- --- --- --- --- --- ---
Mortgage(1) $ 9,969 5.230 % July 2023
Debt costs (147 )
Accumulated amortization 142
Debt costs, net of accumulated amortization (5 )
Mortgages payable, including unamortized<br>    premium and net of unamortized debt costs $ 9,964
(1) Includes unamortized premium.
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As of December 31, 2022, Debt / EBITDA based on current quarter EBITDA annualized is 5.4x.

National Retail Properties, Inc.

Debt Summary - Continued

As of December 31, 2022

(unaudited)

Credit Facility and Note Covenants

The following is a summary of key financial covenants for the company's unsecured credit facility and notes, as defined and calculated per the terms of the facility's credit agreement and the notes' governing documents, respectively, which are included in the company's filings with the Commission. These calculations, which are not based on U.S. GAAP measurements, are presented to investors to show that as of December 31, 2022, the company believes it is in compliance with the covenants.

Unsecured Credit Facility Key Covenants Required December 31, 2022
Maximum leverage ratio < 0.60 0.36
Minimum fixed charge coverage ratio > 1.50 4.76
Maximum secured indebtedness ratio < 0.40 0.001
Unencumbered asset value ratio > 1.67 2.81
Unencumbered interest ratio > 1.75 4.82
Unsecured Notes Key Covenants Required December 31, 2022
Limitation on incurrence of total debt ≤ 60% 40.0%
Limitation on incurrence of secured debt ≤ 40% 0.1%
Debt service coverage ratio ≥ 1.50 4.68
Maintenance of total unencumbered assets ≥ 150% 250%

National Retail Properties, Inc.

Property Portfolio

Top 20 Lines of Trade

As of December 31,
Lines of Trade 2022(1) 2021(2)
1. Convenience stores 16.5% 17.9%
2. Automotive service 13.7% 12.3%
3. Restaurants – full service 9.1% 9.8%
4. Restaurants – limited service 8.9% 9.4%
5. Family entertainment centers 5.9% 5.9%
6. Health and fitness 4.9% 5.2%
7. Theaters 4.3% 4.5%
8. Recreational vehicle dealers, parts and accessories 4.1% 3.9%
9. Equipment rental 3.1% 3.2%
10. Automotive parts 2.6% 3.0%
11. Wholesale clubs 2.6% 2.5%
12. Drug stores 2.6% 1.3%
13. Home improvement 2.3% 2.5%
14. Furniture 2.3% 1.7%
15. Medical service providers 1.9% 2.0%
16. General merchandise 1.6% 1.7%
17. Consumer electronics 1.4% 1.5%
18. Home furnishings 1.4% 1.5%
19. Travel plazas 1.4% 1.5%
20. Automobile auctions, wholesale 1.3% 1.3%
Other 8.1% 7.4%
Total 100.0% 100.0%

Top 10 States

State % of Total(1) State % of Total(1)
1. Texas 17.1% 6. North Carolina 4.0%
2. Florida 8.8% 7. Indiana 3.8%
3. Illinois 5.3% 8. Tennessee 3.8%
4. Ohio 5.2% 9. Virginia 3.6%
5. Georgia 4.6% 10. California 3.5%

As a percentage of annual base rent, which is the annualized base rent for all leases in place.

(1) $771,984,000 as of December 31, 2022.
(2) $713,169,000 as of December 31, 2021.

National Retail Properties, Inc.

Property Portfolio - Continued

Top 20 Tenants

Tenant # of <br>Properties % of <br>Total(1)
1. 7-Eleven 138 4.7%
2. Mister Car Wash 121 4.4%
3. Camping World 47 3.9%
4. LA Fitness 30 3.4%
5. GPM Investments (Convenience Stores) 152 3.1%
6. Dave & Buster's 28 2.9%
7. Flynn Restaurant Group (Taco Bell/Arby's) 204 2.9%
8. AMC Theatres 20 2.8%
9. BJ's Wholesale Club 13 2.6%
10. Mavis Tire Express Services 134 2.1%
11. Sunoco 59 2.1%
12. Walgreens 49 2.0%
13. Chuck E. Cheese's 53 1.9%
14. United Rentals 52 1.8%
15. Couche Tard (Pantry) 71 1.7%
16. Frisch's Restaurants 69 1.7%
17. Fikes (Convenience Stores) 59 1.6%
18. Life Time Fitness 3 1.4%
19. Best Buy 16 1.4%
20. Bob Evans 106 1.4%

Lease Expirations(1)

% of<br>Total(2) # of<br>Properties Gross Leasable<br>Area (3) % of<br>Total(2) # of<br>Properties Gross Leasable<br>Area (3)
2023 1.6% 83 889,000 2029 2.9% 82 1,032,000
2024 3.0% 90 1,439,000 2030 3.5% 107 1,207,000
2025 5.4% 187 1,986,000 2031 7.8% 186 2,704,000
2026 5.2% 219 2,162,000 2032 6.3% 221 2,358,000
2027 8.7% 240 3,637,000 2033 5.0% 139 1,390,000
2028 5.1% 179 1,753,000 Thereafter 45.5% 1,655 14,272,000
(1) As of December 31, 2022, the weighted average remaining lease term is 10.4 years.
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(2) Based on the annual base rent of $771,984,000, which is the annualized base rent for all leases in place as of December 31, 2022.
(3) Square feet.

National Retail Properties, Inc.

Rent Deferral Lease Amendments

(in thousands)

The following table outlines the rent deferred and corresponding scheduled repayment of the COVID-19 rent deferral lease amendments executed as of December 31, 2022 (dollars in thousands):

Deferred Scheduled Repayment
Accrual<br>Basis Cash<br>Basis Total % of<br>Total Accrual<br>Basis Cash<br>Basis Total % of<br>Total Cumulative<br>Total
2020 $ 33,594 $ 18,425 $ 52,019 91.7 % $ 3,239 $ 20 $ 3,259 5.7 % 5.7 %
2021 990 3,768 4,758 8.3 % 25,935 5,841 31,776 56.0 % 61.7 %
2022 Q1 1,780 2,283 4,063 7.2 % 68.9 %
Q2 1,729 2,284 4,013 7.1 % 76.0 %
Q3 1,201 2,284 3,485 6.1 % 82.1 %
Q4 681 2,284 2,965 5.2 % 87.3 %
5,391 9,135 14,526 25.6 % 87.3 %
2023 Q1 9 1,704 1,713 3.0 % 90.3 %
Q2 10 543 553 1.0 % 91.3 %
Q3 543 543 0.9 % 92.2 %
Q4 544 544 1.0 % 93.2 %
19 3,334 3,353 5.9 % 93.2 %
2024 1,932 1,932 3.4 % 96.6 %
2025 1,931 1,931 3.4 % 100.0 %
$ 34,584 $ 22,193 $ 56,777 100 % $ 34,584 $ 22,193 $ 56,777 100 %

EX-99.2

Exhibit 99.2

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ANNUAL SUPPLEMENTAL DATA

As of December 31, 2022

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TABLE OF CONTENTS

PAGE REFERENCE
Financial Summary
Income Statement Summary 4
Funds From Operations (FFO) 5
Core Funds From Operations 5
Adjusted Funds From Operations (AFFO) 6
Other Information 7
EBITDA 7
Balance Sheet 8
Debt Summary 9
Credit Metrics 11
Credit Facility and Note Covenants 11
Long-Term Dividend History 12
Transaction Summary
Property Acquisitions 13
Property Dispositions 13
Property Portfolio
Lease Expirations 14
Top 20 Lines of Trade 15
Top 10 States 15
Portfolio By Region 16
Top Tenants 17
Same Store Rental Income 18
Leasing Data 18
Other Property Portfolio Data 19
Earnings Guidance 19
COVID-19 Metrics 20

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Statements in this press release that are not strictly historical are “forward-looking” statements. These statements generally are characterized by the use of terms such as "believe," "expect," "intend," "may," "estimated," or other similar words or expressions. Forward-looking statements involve known and unknown risks, which may cause the company’s actual future results to differ materially from expected results. These risks include, among others, general economic conditions, including inflation, local real estate conditions, changes in interest rates, increases in operating costs, the preferences and financial condition of the company's tenants, the availability of capital, risks related to the company's status as a REIT and the potential impacts of COVID-19, or any epidemic or pandemic on the company's business operations, financial results and financial position and on the world economy. Additional information concerning these and other factors that could cause actual results to differ materially from these forward-looking statements is contained from time to time in the company’s Securities and Exchange Commission (the “Commission”) filings, including, but not limited to, the company’s Annual Report on Form 10-K for the year ended December 31, 2022.

Copies of each filing may be obtained from the company or the Commission. Such forward-looking statements should be regarded solely as reflections of the company’s current operating plans and estimates. Actual operating results may differ materially from what is expressed or forecast in this press release. National Retail Properties, Inc. undertakes no obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date these statements were made.

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INCOME STATEMENT SUMMARY

(in thousands, except per share data)

(unaudited)

Quarter Ended Year Ended
December 31, December 31,
2022 2021 2022 2021
Revenues:
Rental income $ 198,217 $ 186,633 $ 771,618 $ 723,859
Interest and other income from real estate transactions 303 628 1,435 2,548
198,520 187,261 773,053 726,407
Operating expenses:
General and administrative 10,788 9,947 41,695 44,640
Real estate 7,035 7,520 26,281 28,385
Depreciation and amortization 57,322 53,389 223,834 205,220
Leasing transaction costs 61 57 320 203
Impairment losses – real estate, net of recoveries 1,088 7,310 8,309 21,957
Executive retirement costs 715 7,520
77,009 78,223 307,959 300,405
Gain on disposition of real estate 6,787 5,159 17,443 23,094
Earnings from operations 128,298 114,197 482,537 449,096
Other expenses (revenues):
Interest and other income (29 ) (57 ) (149 ) (216 )
Interest expense 37,665 36,684 148,065 137,874 (1)
Loss on early extinguishment of debt 21,328
37,636 36,627 147,916 158,986
Net earnings 90,662 77,570 334,621 290,110
Loss attributable to noncontrolling interests 5 3
Net earnings attributable to NNN 90,662 77,570 334,626 290,113
Series F preferred stock dividends (1,544 ) (14,999 )
Excess of redemption value over carrying value of<br>     preferred shares redeemed (10,897 ) (10,897 )
Net earnings available to common stockholders $ 90,662 $ 65,129 $ 334,626 $ 264,217
Weighted average common shares outstanding:
Basic 178,779 174,750 176,404 174,711
Diluted 179,472 174,868 177,068 174,819
Net earnings per share available to common stockholders:
Basic $ 0.51 $ 0.37 $ 1.89 $ 1.51
Diluted $ 0.50 $ 0.37 $ 1.89 $ 1.51
(1) Includes $2,078 in connection with the redemption of 3.30% senior unsecured notes due 2023 for the year ended December 31, 2021.
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FUNDS FROM OPERATIONS (FFO)(1)

(in thousands, except per share data)

(unaudited)

Quarter Ended Year Ended
December 31, December 31,
2022 2021 2022 2021
Net earnings available to common stockholders $ 90,662 $ 65,129 $ 334,626 $ 264,217
Real estate depreciation and amortization 57,215 53,249 223,392 204,753
Gain on disposition of real estate (6,787 ) (5,159 ) (17,443 ) (23,094 )
Impairment losses – depreciable real estate, net of <br>     recoveries 1,088 7,310 8,309 21,957
Total FFO adjustments 51,516 55,400 214,258 203,616
FFO available to common stockholders $ 142,178 $ 120,529 $ 548,884 $ 467,833
FFO per common share:
Basic $ 0.80 $ 0.69 $ 3.11 $ 2.68
Diluted $ 0.79 $ 0.69 $ 3.10 $ 2.68
(1) FFO is a non-GAAP financial measure. Please reference the Earnings Release for the quarter and year ended December 31, 2022 for the company's definition and explanation of how the company utilizes this metric.
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CORE FUNDS FROM OPERATIONS (Core FFO)(1)
---

(in thousands, except per share data)

(unaudited)

Quarter Ended Year Ended
December 31, December 31,
2022 2021 2022 2021
Net earnings available to common stockholders $ 90,662 $ 65,129 $ 334,626 $ 264,217
Total FFO adjustments 51,516 55,400 214,258 203,616
FFO available to common stockholders 142,178 120,529 548,884 467,833
Executive retirement costs 715 7,520
Loss on early extinguishment of debt 21,328
Excess of redemption value over carrying value of<br>     preferred shares redeemed 10,897 10,897
Total Core FFO adjustments 715 10,897 7,520 32,225
Core FFO available to common stockholders $ 142,893 $ 131,426 $ 556,404 $ 500,058
Core FFO per common share:
Basic $ 0.80 $ 0.75 $ 3.15 $ 2.86
Diluted $ 0.80 $ 0.75 $ 3.14 $ 2.86
(1) Core FFO is a non-GAAP financial measure. Please reference the Earnings Release for the quarter and year ended December 31, 2022 for the company's definition and explanation of how the company utilizes this metric.
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ADJUSTED FUNDS FROM OPERATIONS (AFFO)(1)

(in thousands, except per share data)

(unaudited)

Quarter Ended Year Ended
December 31, December 31,
2022 2021 2022 2021
Net earnings available to common stockholders $ 90,662 $ 65,129 $ 334,626 $ 264,217
Total FFO adjustments 51,516 55,400 214,258 203,616
Total Core FFO adjustments 715 10,897 7,520 32,225
Core FFO available to common stockholders 142,893 131,426 556,404 500,058
Straight-line accrued rent, net of reserves 261 2,046 3,559 21,137
Net capital lease rent adjustment 78 79 302 340
Below-market rent amortization (100 ) (280 ) (510 ) (710 )
Stock based compensation expense 2,344 1,975 10,078 14,295
Capitalized interest expense (334 ) (114 ) (881 ) (328 )
Total AFFO adjustments 2,249 3,706 12,548 34,734
AFFO available to common stockholders $ 145,142 (2) $ 135,132 (3) $ 568,952 (2) $ 534,792 (3)
AFFO per common share:
Basic $ 0.81 (2) $ 0.77 (3) $ 3.23 (2) $ 3.06 (3)
Diluted $ 0.81 (2) $ 0.77 (3) $ 3.21 (2) $ 3.06 (3)
(1) AFFO is a non-GAAP financial measure. Please reference the Earnings Release for the quarter and year ended December 31, 2022 for the company's definition and explanation of how the company utilizes this metric.
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(2) Amounts include $681 and $5,391 of net straight-line accrued rent from net rent deferral repayments from the COVID-19 rent deferral lease amendments for the quarter and year ended December 31, 2022, respectively. Excluding such, AFFO per common share would have been $0.80 and $3.18 for the quarter and year ended December 31, 2022, respectively.
(3) Amounts include $2,949 and $24,945 of net straight-line accrued rent from net rent deferral repayments from the COVID-19 rent deferral lease amendments for the quarter and year ended December 31, 2021, respectively. Excluding such, AFFO per common share results would have been $0.76 and $2.92 for the quarter and year ended December 31, 2021, respectively.

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OTHER INFORMATION

(in thousands)

(unaudited)

Quarter Ended Year Ended
December 31, December 31,
2022 2021 2022 2021
Rental income from operating leases(1) $ 192,738 $ 181,078 $ 751,680 $ 703,865
Earned income from direct financing leases(1) $ 146 $ 154 $ 595 $ 623
Percentage rent(1) $ 310 $ 176 $ 1,541 $ 706
Real estate expense reimbursement from tenants(1) $ 5,023 $ 5,225 $ 17,802 $ 18,665
Real estate expenses (7,035 ) (7,520 ) (26,281 ) (28,385 )
Real estate expenses, net of tenant reimbursements $ (2,012 ) $ (2,295 ) $ (8,479 ) $ (9,720 )
Amortization of debt costs $ 1,200 $ 1,164 $ 4,734 $ 5,186
Scheduled debt principal amortization (excluding maturities) $ 170 $ 161 $ 664 $ 630
Non-real estate depreciation expense $ 109 $ 116 $ 454 $ 451
(1) For the quarter and year ended December 31, 2022, the aggregate of such amounts is $198,217 and $771,618, respectively, classified as rental income on the income statement summary. For the quarter and year ended December 31, 2021, the aggregate of such amounts is $186,633 and $723,859, respectively.
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EBITDA(1)
---

Earnings before Interest, Taxes, Depreciation and Amortization for Real Estate:

(in thousands)

(unaudited)

Quarter Ended December 31, Year Ended December 31,
2022 2021 2022 2021
Net earnings attributable to NNN $ 90,662 $ 77,570 $ 334,626 $ 290,113
Interest expense 37,665 36,684 148,065 137,874
Depreciation and amortization 57,322 53,389 223,834 205,220
Gain on disposition of real estate (6,787 ) (5,159 ) (17,443 ) (23,094 )
Impairment losses – real estate, net of recoveries 1,088 7,310 8,309 21,957
Loss attributable to noncontrolling interests (5 ) (3 )
EBITDA $ 179,950 $ 169,794 $ 697,386 $ 632,067
(1) EBITDA is non-GAAP financial measure. Please reference the Earnings Release for the quarter and ended December 31, 2022 for the company's definition and explanation of how the company utilizes this metric.
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BALANCE SHEET

(in thousands)

(unaudited)

December 31,<br>2021
Assets:
Real estate portfolio, net of accumulated depreciation and amortization 8,020,814 $ 7,449,846
Cash and cash equivalents 2,505 171,322
Restricted cash and cash equivalents 4,273
Receivables, net of allowance of 708 and 782, respectively 3,612 3,154
Accrued rental income, net of allowance of 3,836 and 4,587, respectively 27,795 31,942
Debt costs, net of accumulated amortization of 21,663 and 19,377, respectively 5,352 7,443
Other assets 81,694 87,347
Total assets 8,146,045 $ 7,751,054
Liabilities:
Line of credit payable 166,200 $
Mortgages payable, including unamortized premium and net of unamortized debt costs 9,964 10,697
Notes payable, net of unamortized discount and unamortized debt costs 3,739,890 3,735,769
Accrued interest payable 23,826 23,923
Other liabilities 82,663 79,002
Total liabilities 4,022,543 3,849,391
Stockholders’ equity of NNN 4,123,502 3,901,662
Noncontrolling interests 1
Total equity 4,123,502 3,901,663
Total liabilities and equity 8,146,045 $ 7,751,054
Common shares outstanding 181,425 175,636
Gross leasable area, Property Portfolio (square feet) 35,010 32,753

All values are in US Dollars.

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DEBT SUMMARY

As of December 31, 2022 (dollars in thousands):

(unaudited)

Unsecured Debt Principal Principal,<br>Net of<br>Unamortized<br>Discount Stated<br>Rate Effective<br>Rate Maturity <br>Date
Line of credit payable $ 166,200 $ 166,200 SOFR + 87.5bps 5.175 % June 2025
Unsecured notes payable:
2024 350,000 349,880 3.900 % 3.924 % June 2024
2025 400,000 399,684 4.000 % 4.029 % November 2025
2026 350,000 348,301 3.600 % 3.733 % December 2026
2027 400,000 399,155 3.500 % 3.548 % October 2027
2028 400,000 398,210 4.300 % 4.388 % October 2028
2030 400,000 399,039 2.500 % 2.536 % April 2030
2048 300,000 296,057 4.800 % 4.890 % October 2048
2050 300,000 294,289 3.100 % 3.205 % April 2050
2051 450,000 441,884 3.500 % 3.602 % April 2051
2052 450,000 439,843 3.000 % 3.118 % April 2052
Total 3,800,000 3,766,342
Total unsecured debt(1) $ 3,966,200 $ 3,932,542
Debt costs $ (38,145 )
Accumulated amortization 11,693
Debt costs, net of accumulated amortization (26,452 )
Notes payable, net of unamortized discount and <br>    unamortized debt costs $ 3,739,890

(1) Unsecured notes payable have a weighted average interest rate of 3.7% and a weighted average maturity of 13.7 years.

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DEBT SUMMARY (continued)

As of December 31, 2022 (in thousands):DEBT S SMMARY

Mortgages Payable Principal<br>Balance Interest<br>Rate Maturity <br>Date
Mortgage(1) $ 9,969 5.230 % July 2023
Debt costs (147 )
Accumulated amortization 142
Debt costs, net of accumulated amortization (5 )
Mortgages payable, including unamortized<br>    premium and net of unamortized debt costs $ 9,964

(1) Includes unamortized premium.

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CREDIT METRICS (1)

Ratings: Moody's Baa1; S&P BBB+

2018 2019 2020 2021 2022
Debt / Total assets (gross book) 34.6 % 35.3 % 34.4 % 39.9 % 40.4 %
Debt + preferred / Total assets (gross book) 42.6 % 39.3 % 38.4 % 39.9 % 40.4 %
Debt / EBITDA (last quarter annualized) 4.7 4.8 5.0 5.2 5.4
Debt + preferred / EBITDA (last quarter annualized) 5.8 5.3 5.6 5.2 5.4
EBITDA / Interest expense (cash) 4.8 5.0 4.6 4.7 4.7
EBITDA / Fixed charges (cash) 3.7 4.0 4.0 4.3 4.7

(1) Debt amounts used in calculations are net of cash balances.

CREDIT FACILITY AND NOTES COVENANTS

The following is a summary of key financial covenants for the company's unsecured credit facility and notes, as defined and calculated per the terms of the facility's credit agreement and the notes' governing documents, respectively, which are included in the company's filings with the Commission. These calculations, which are not based on U.S. GAAP measurements, are presented to investors to show that as of December 31, 2022, the company believes it is in compliance with the covenants.

Unsecured Credit Facility Key Covenants Required December 31, 2022
Maximum leverage ratio < 0.60 0.36
Minimum fixed charge coverage ratio > 1.50 4.76
Maximum secured indebtedness ratio < 0.40 0.001
Unencumbered asset value ratio > 1.67 2.81
Unencumbered interest ratio > 1.75 4.82
Unsecured Notes Key Covenants Required December 31, 2022
Limitation on incurrence of total debt ≤ 60% 40.0%
Limitation on incurrence of secured debt ≤ 40% 0.1%
Debt service coverage ratio ≥ 1.50 4.68
Maintenance of total unencumbered assets ≥ 150% 250%

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LONG-TERM DIVIDEND HISTORY

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PROPERTY ACQUISITIONS

(dollars in thousands)

Year Ended December 31,
2022 2021
Total dollars invested(1) $ 847,747 $ 555,415
Number of Properties 223 156
Gross leasable area (square feet)(2) 2,629,000 1,341,000
Cap rate (3) 6.4 % 6.5 %
Weighted average lease term greater than 15 years on acquisitions for December 31, 2022 and 2021.
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(1) Includes dollars invested in projects under construction or tenant improvements for each respective year.
(2) Includes additional square footage from completed construction on existing Properties.
(3) The cap rate is a weighted average, calculated as the intial cash annual base rent divided by the total purchase price of the Properties.
PROPERTY DISPOSITIONS
---

(dollars in thousands)

Year Ended December 31,
2022 2021
Occupied Vacant Total Occupied Vacant Total
Number of properties 17 16 33 34 40 74
Gross leasable area (square feet) 138,000 173,000 311,000 429,000 586,000 1,015,000
Acquisition costs $ 39,446 $ 38,282 $ 77,728 $ 93,172 $ 91,947 $ 185,119
Net book value $ 25,515 $ 22,258 $ 47,773 $ 61,489 $ 40,061 $ 101,550
Net sale proceeds $ 41,190 $ 24,026 $ 65,216 $ 78,018 $ 44,000 $ 122,018
Cap rate(1) 5.9 % 5.9 % 7.4 % 7.4 %
(1) The cap rate is a weighted average, calculated as the cash annual base rent divided by the total sales price of the properties.
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LEASE EXPIRATIONS(1)
% of<br>Total(2) # of<br>Properties Gross Leasable<br>Area (3) % of<br>Total(2) # of<br>Properties Gross Leasable<br>Area (3)
--- --- --- --- --- --- --- --- --- --- --- ---
2023 1.6% 83 889,000 2029 2.9% 82 1,032,000
2024 3.0% 90 1,439,000 2030 3.5% 107 1,207,000
2025 5.4% 187 1,986,000 2031 7.8% 186 2,704,000
2026 5.2% 219 2,162,000 2032 6.3% 221 2,358,000
2027 8.7% 240 3,637,000 2033 5.0% 139 1,390,000
2028 5.1% 179 1,753,000 Thereafter 45.5% 1,655 14,272,000
(1) As of December 31, 2022, the weighted average remaining lease term is 10.4 years.
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(2) Based on the annual base rent of $771,984,000, which is the annualized base rent for all leases in place as of December 31, 2022.
(3) Square feet.

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TOP 20 LINES OF TRADE
As of December 31, 2022 As of December 31, 2021
--- --- --- --- --- --- --- ---
Lines of Trade % of Total(1) # of Properties % of Total(2) # of Properties
1. Convenience stores 16.5% 650 17.9% 654
2. Automotive service 13.7% 528 12.3% 449
3. Restaurants – full service 9.1% 420 9.8% 421
4. Restaurants – limited service 8.9% 611 9.4% 603
5. Family entertainment centers 5.9% 88 5.9% 91
6. Health and fitness 4.9% 34 5.2% 33
7. Theaters 4.3% 33 4.5% 33
8. Recreational vehicle dealers, parts and accessories 4.1% 52 3.9% 47
9. Equipment rental 3.1% 100 3.2% 95
10. Automotive parts 2.6% 152 3.0% 155
11. Wholesale clubs 2.6% 13 2.5% 12
12. Drug stores 2.6% 67 1.3% 32
13. Home improvement 2.3% 50 2.5% 50
14. Furniture 2.3% 80 1.7% 45
15. Medical service providers 1.9% 84 2.0% 83
16. General merchandise 1.6% 74 1.7% 73
17. Consumer electronics 1.4% 17 1.5% 17
18. Home furnishings 1.4% 16 1.5% 15
19. Travel plazas 1.4% 24 1.5% 25
20. Automobile auctions, wholesale 1.3% 15 1.3% 14
Other 8.1% 303 7.4% 276
Total 100.0% 3,411 100.0% 3,223
(1) Based on the annual base rent of $771,984,000, which is the annualized base rent for all leases in place as of December 31, 2022.
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(2) Based on the annual base rent of $713,169,000, which is the annualized base rent for all leases in place as of December 31, 2021.
TOP 10 STATES
---
State % of Total(1) State % of Total(1)
--- --- --- --- --- ---
1. Texas 17.1% 6. North Carolina 4.0%
2. Florida 8.8% 7. Indiana 3.8%
3. Illinois 5.3% 8. Tennessee 3.8%
4. Ohio 5.2% 9. Virginia 3.6%
5. Georgia 4.6% 10. California 3.5%
(1) Based on the annual base rent of $771,984,000, which is the annualized base rent for all leases in place as of December 31, 2022.
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PORTFOLIO BY REGION

As a percentage of annual base rent - December 31, 2022

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Based on the annual base rent of $771,984,000, which is the annualized base rent for all leases in place as of December 31, 2022.

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TOP TENANTS

Creditworthy Retailers

▪ 17.5% of annual base rent is from tenants with investment grade rated debt

▪ 73.9% of annual base rent is from tenants that are publicly traded and/or have rated debt

▪ Top 25 tenants (55.4% of annual base rent) operate an average of 1,653 stores each

Tenant # of <br>Properties % of <br>Total(1)
1. 7-Eleven 138 4.7%
2. Mister Car Wash 121 4.4%
3. Camping World 47 3.9%
4. LA Fitness 30 3.4%
5. GPM Investments (Convenience Stores) 152 3.1%
6. Dave & Buster's 28 2.9%
7. Flynn Restaurant Group (Taco Bell/Arby's) 204 2.9%
8. AMC Theatres 20 2.8%
9. BJ's Wholesale Club 13 2.6%
10. Mavis Tire Express Services 134 2.1%
11. Sunoco 59 2.1%
12. Walgreens 49 2.0%
13. Chuck E. Cheese's 53 1.9%
14. United Rentals 52 1.8%
15. Couche Tard (Pantry) 71 1.7%
16. Frisch's Restaurants 69 1.7%
17. Fikes (Convenience Stores) 59 1.6%
18. Life Time Fitness 3 1.4%
19. Best Buy 16 1.4%
20. Bob Evans 106 1.4%
(1) Based on the annual base rent of $771,984,000, which is the annualized base rent for all leases in place as of December 31, 2022.
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SAME STORE RENTAL INCOME

(dollars in thousands)

Same Store Rental Income – Properties (Cash Basis) (1)
Number of properties 3,026
Year ended December 31, 2022 (2) $ 676,882
Year ended December 31, 2021 (2) $ 666,538
Change (in dollars) $ 10,344
Change (percent) 1.6 %
(1) Includes all properties owned for current and prior year period excluding any properties under development or re-development.
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(2) Excludes the impact of the rent deferral lease amendments (Reference page 20 of this Annual Supplemental Data).
LEASING DATA
---

(dollars in thousands)

Year Ended December 31, 2022 Renewals With<br>Same Tenant(1) Vacancy Re-Lease To New Tenant Releasing<br>Totals
Number of leases 91 32 123
Prior cash rents $ 21,378 $ 5,514 $ 26,892
New cash rents $ 17,571 $ 4,671 $ 22,242 (2)
Recovery rate 82.2 % 84.7 % 82.7 %
Tenant improvements $ 5,897 $ 2,781 $ 8,678
(1) Long-term renewal rate for the period of 2010 through 2022 was 83.1%.
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(2) Represents 2.9% of total annualized base rent as of December 31, 2022.

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OTHER PROPERTY PORTFOLIO DATA

As of December 31, 2022

Tenant Financials

# of <br>Properties % of Annual<br>Base Rent (1)
Property Level Financial Information 2,865 80 %
Tenant Corporate Financials 2,661 78 %
Rent Increases % of Annual Base Rent (1)
--- --- --- --- ---
Annual Five Year Other Total
CPI 35% 57% 1% 93%
Fixed 2% 1% 3%
No increases 4% 4%
37% 57% 6% 100%

Lease Structure - as a percentage of the Company's annual base rent(1)

• 92.0% is from triple net leases

• 95.2% is from triple net leases or double net leases (with roof warranty)

• 28.7% is from master leases

• 98.4% is from leases containing future lease renewal options

• 0.2% is from leases containing purchase options

(1) Based on the annual base rent of $771,984,000, which is the annualized base rent for all leases in place as of December 31, 2022.
EARNINGS GUIDANCE
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Guidance is based on current plans and assumptions and subject to risks and uncertainties more fully described in this press release and the company's reports filed with the Commission.
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2023 Guidance
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Net earnings per common share excluding any gains on disposition <br>      of real estate, impairment charges, and executive retirement costs $1.87 - $1.93 per share
Real estate depreciation and amortization per share $1.27 per share
Core FFO per share $3.14 - $3.20 per share
AFFO per share $3.19 - $3.25 per share
General and administrative expenses $43 - $45 Million
Real estate expenses, net of tenant reimbursements $8 - $10 Million
Acquisition volume $500 - $600 Million
Disposition volume $100 - $120 Million

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COVID-19 METRICS

The following table outlines the rent deferred and corresponding scheduled repayment by quarter of the rent deferral lease amendments executed as of December 31, 2022 (dollars in thousands):

Deferred Scheduled Repayment
Accrual<br>Basis Cash<br>Basis Total % of<br>Total Accrual<br>Basis Cash<br>Basis Total % of<br>Total Cumulative<br>Total
2020 $ 33,594 $ 18,425 $ 52,019 91.7 % $ 3,239 $ 20 $ 3,259 5.7 % 5.7 %
2021 990 3,768 4,758 8.3 % 25,935 5,841 31,776 56.0 % 61.7 %
2022 Q1 1,780 2,283 4,063 7.2 % 68.9 %
Q2 1,729 2,284 4,013 7.1 % 76.0 %
Q3 1,201 2,284 3,485 6.1 % 82.1 %
Q4 681 2,284 2,965 5.2 % 87.3 %
5,391 9,135 14,526 25.6 % 87.3 %
2023 Q1 9 1,704 1,713 3.0 % 90.3 %
Q2 10 543 553 1.0 % 91.3 %
Q3 543 543 0.9 % 92.2 %
Q4 544 544 1.0 % 93.2 %
19 3,334 3,353 5.9 % 93.2 %
2024 1,932 1,932 3.4 % 96.6 %
2025 1,931 1,931 3.4 % 100.0 %
$ 34,584 $ 22,193 $ 56,777 100 % $ 34,584 $ 22,193 $ 56,777 100 %