8-K
REALTY INCOME CORP (O)
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: August 2, 2023
(Date of Earliest Event Reported)
REALTY INCOME CORPORATION
(Exact name of registrant as specified in its charter)
| Maryland | 1-13374 | 33-0580106 |
|---|---|---|
| (State or Other Jurisdiction of<br>Incorporation or Organization) | (Commission File Number) | (IRS Employer Identification No.) |
11995 El Camino Real, San Diego, California 92130
(Address of principal executive offices)
(858) 284-5000
(Registrant’s telephone number, including area code)
N/A
(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(s) | Name of Each Exchange On Which Registered |
|---|---|---|
| Common Stock, $0.01 Par Value | O | New York Stock Exchange |
| 1.125% Notes due 2027 | O27A | New York Stock Exchange |
| 1.875% Notes due 2027 | O27B | New York Stock Exchange |
| 1.625% Notes due 2030 | O30 | New York Stock Exchange |
| 4.875% Notes due 2030 | O30A | New York Stock Exchange |
| 1.750% Notes due 2033 | O33A | New York Stock Exchange |
| 5.125% Notes due 2034 | O34 | New York Stock Exchange |
| 2.500% Notes due 2042 | O42 | 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 August 2, 2023, Realty Income Corporation (the “Company”) issued a press release setting forth its results of operations for the three and six months ended June 30, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. This information, including the information contained in the press release, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is not incorporated by reference into any of the Company’s filings, whether made before or after the date hereof, regardless of any general incorporation language in any such filing.
Additionally, on August 2, 2023, the Company made available on its website a financial supplement containing operating and financial data of the Company (“Supplemental Operating and Financial Data”) for the three and six months ended June 30, 2023, and such Supplemental Operating and Financial Data is furnished as Exhibit 99.2 hereto. The Supplemental Operating and Financial Data included as Exhibit 99.2 to this report is being furnished pursuant to this Item 2.02 of Form 8-K and is also being furnished under Item 7.01—“Regulation FD Disclosure” of Form 8-K, and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act and is not incorporated by reference into any of the Company’s filings, whether made before or after the date hereof, regardless of any general incorporation language in any such filing.
Item 7.01 Regulation FD Disclosure.
On August 2, 2023, the Company made available on its website a financial supplement containing operating and financial data of the Company (“Supplemental Operating and Financial Data”) for the three and six months ended June 30, 2023, and such Supplemental Operating and Financial Data is furnished as Exhibit 99.2 hereto. The Supplemental Operating and Financial Data included as Exhibit 99.2 to this report is being furnished pursuant to this Item 7.01 of Form 8-K and is also being furnished under Item 2.02—“Results of Operations and Financial Condition” of Form 8-K, and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act and is not incorporated by reference into any of the Company’s filings, whether made before or after the date hereof, regardless of any general incorporation language in any such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 o-991q22023.htmPress release dated August 2, 2023
99.2 Supplemental Operating and Financial Data for theThreeand SixMonths EndedJune 30, 2023
104 The Form 8-K cover page, formatted in Inline Extensible Business Reporting Language and included as Exhibit 101
SIGNATURE
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.
| Dated: August 2, 2023 | REALTY INCOME CORPORATION | |
|---|---|---|
| By: | /s/ CHRISTIE B. KELLY | |
| Christie B. Kelly | ||
| Executive Vice President, Chief Financial Officer, and Treasurer |
Document
Exhibit 99.1
REALTY INCOME ANNOUNCES OPERATING RESULTS FOR
THE THREE AND SIX MONTHS ENDED JUNE 30, 2023
SAN DIEGO, CALIFORNIA, August 2, 2023....Realty Income Corporation (Realty Income, NYSE: O), The Monthly Dividend Company®, today announced operating results for the three and six months ended June 30, 2023. All per share amounts presented in this press release are on a diluted per common share basis unless stated otherwise.
COMPANY HIGHLIGHTS:
For the three months ended June 30, 2023:
•Net income available to common stockholders was $195.4 million, or $0.29 per share
•Normalized FFO available to common stockholders was $688.3 million, or $1.02 per share
•AFFO available to common stockholders was $671.7 million, or $1.00 per share
•Invested $3.1 billion in 710 properties and properties under development or expansion at an initial weighted average cash lease yield of 6.9%
•Raised $2.2 billion from the sale of common stock, primarily through our At-The-Market (ATM) program, with a weighted average price of $61.89
•Issued $400.0 million of 4.70% senior unsecured notes due December 2028, and $600.0 million of 4.90% senior unsecured notes due July 2033
•Net Debt to Annualized Pro Forma Adjusted EBITDAre was 5.3x
•Completed the previously announced sale-leaseback transaction with EG Group of 414 single-tenant convenience store properties for $1.5 billion
Events subsequent to June 30, 2023
•In July, issued €550.0 million of 4.875% senior unsecured notes due July 2030, and €550.0 million of 5.125% senior unsecured notes due July 2034
•ATM forward agreements for a total of 11.0 million shares remain unsettled with total expected net proceeds of approximately $651.4 million, of which 6.1 million shares were executed in July 2023
CEO Comments
“I am pleased with the results our team delivered in the second quarter,” said Sumit Roy, Realty Income’s President and Chief Executive Officer. “Our performance continues to be driven by our diverse and high-quality portfolio of leading clients. Our global pipeline of investment opportunities with favorable risk-adjusted return profiles remains active. During the quarter, we closed on $3.1 billion of investment volume, and we continue to evaluate and expand into new geographies.”
“Our investment efforts are supported by our well-capitalized balance sheet which was further bolstered through a successful debut Euro bond offering in July. In addition, we currently expect over $650 million of net proceeds from unsettled forward sales of our common stock to support our near-term growth initiatives. Given our current liquidity position and healthy investment pipeline, we are increasing our acquisitions guidance to over $7 billion.”
“Combined with our well-performing real estate portfolio, which finished the quarter with a 99.0% occupancy rate, our business remains positioned to offer investors consistent cash flows and compelling risk-adjusted returns.”
Select Financial Results
The following summarizes our select financial results (dollars in millions, except per share data).
| Three months ended <br>June 30, | Six months ended <br>June 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |||||
| Total revenue | $ | 1,019.2 | $ | 810.4 | $ | 1,963.6 | $ | 1,617.8 |
| Net income available to common stockholders (1) | $ | 195.4 | $ | 223.2 | $ | 420.4 | $ | 422.6 |
| Net income per share | $ | 0.29 | $ | 0.37 | $ | 0.63 | $ | 0.71 |
| Funds from operations available to common stockholders (FFO) (2) | $ | 688.0 | $ | 608.8 | $ | 1,372.3 | $ | 1,210.2 |
| FFO per share | $ | 1.02 | $ | 1.01 | $ | 2.05 | $ | 2.02 |
| Normalized funds from operations available to common stockholders (Normalized FFO) (2) | $ | 688.3 | $ | 611.5 | $ | 1,373.9 | $ | 1,219.5 |
| Normalized FFO per share | $ | 1.02 | $ | 1.02 | $ | 2.06 | $ | 2.04 |
| Adjusted funds from operations available to common stockholders (AFFO) (2) | $ | 671.7 | $ | 583.7 | $ | 1,322.5 | $ | 1,163.8 |
| AFFO per share | $ | 1.00 | $ | 0.97 | $ | 1.98 | $ | 1.94 |
(1) The calculation to determine net income attributable to common stockholders includes provisions for impairment, gain on sales of real estate, and foreign currency gain and loss. These items can vary from quarter to quarter and can significantly impact net income available to common stockholders and period to period comparisons.
(2) FFO, Normalized FFO, and AFFO are non-GAAP financial measures. Normalized FFO is based on FFO and adjusted to exclude merger and integration-related costs related to our merger with VEREIT and AFFO further adjusts Normalized FFO for unique revenue and expense items. Please see the Glossary for our definitions and explanations of how we utilize these metrics. Please see pages 9 and 10 herein for reconciliations to the most directly comparable GAAP measure.
Theater Industry Update
As previously disclosed, Cineworld Group plc and its affiliates ("Cineworld") commenced Chapter 11 reorganization proceedings during September 2022. As of June 30, 2023, we own 35 properties leased to Cineworld, which represent 1.1% of our total portfolio annualized contractual rent.(1)
During the three months ended June 30, 2023, we collected approximately 99.0% of contractual rent across our entire theater portfolio. Uncollected rent during the period was primarily related to unpaid contractual rent at properties leased to Cineworld, but subsequently rejected as part of the bankruptcy process. We remain in negotiations with Cineworld regarding the terms and conditions of the leases at the properties Cineworld currently operates. We expect to reach final resolution on these matters in 2023.
As of June 30, 2023, we had cumulative reserves of $31.4 million on properties leased to Cineworld with total receivables, net of reserves, of $12.9 million. These reserves for Cineworld, representing a reduction of rental revenue, primarily relate to contractual rent and expense recoveries recorded during the COVID-19 pandemic in 2020, and during the fourth quarter of 2022, and exclude straight-line rent reserves.
(1) We define contractual rent as the monthly aggregate cash amount charged to clients, inclusive of monthly base rent receivables. Charged amounts have not been adjusted for any COVID-19 related rent relief granted and include contractual rent from any clients in bankruptcy.
Dividend Increases
In June 2023, we announced the 103rd consecutive quarterly dividend increase, which is the 121st increase in the amount of the dividend since our listing on the New York Stock Exchange (NYSE) in 1994. The annualized dividend amount as of June 30, 2023 was $3.066 per share. The amount of monthly dividends paid per share increased 3.2% to $0.7650 during the three months ended June 30, 2023, as compared to $0.7410 during the three months ended June 30, 2022, representing 76.5% of our diluted AFFO per share of $1.00 during the three months ended June 30, 2023.
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Real Estate Portfolio Update
As of June 30, 2023, we owned or held interests in 13,118 properties, which were leased to 1,303 clients doing business in 85 industries. Our diversified portfolio of commercial properties under long-term, net lease agreements is actively managed with a weighted average remaining lease term of approximately 9.6 years. Our portfolio of commercial real estate has historically provided dependable rental revenue supporting the payment of monthly dividends. As of June 30, 2023, portfolio occupancy was 99.0% with 137 properties available for lease or sale, as compared to 99.0% as of March 31, 2023 and 98.9% as of June 30, 2022.
Changes in Occupancy
| Three months ended June 30, 2023 | |
|---|---|
| Properties available for lease at March 31, 2023 | 131 |
| Lease expirations (1) | 216 |
| Re-leases to same client | (174) |
| Re-leases to new client | (8) |
| Vacant dispositions | (28) |
| Properties available for lease at June 30, 2023 | 137 |
| Six months ended June 30, 2023 | |
| Properties available for lease at December 31, 2022 | 126 |
| Lease expirations (1) | 408 |
| Re-leases to same client | (329) |
| Re-leases to new client | (14) |
| Vacant dispositions | (54) |
| Properties available for lease at June 30, 2023 | 137 |
(1)Includes scheduled and unscheduled expirations (including leases rejected in bankruptcy), as well as future expirations resolved in the periods indicated above.
During the three months ended June 30, 2023, the new annualized contractual rent on re-leases was $51.7 million, as compared to the previous annual rent of $50.0 million on the same units, representing a rent recapture rate of 103.4% on the units re-leased. We re-leased two units to new clients without a period of vacancy, and 11 units to new clients after a period of vacancy. Please see the Glossary for our definition of annualized contractual rent.
During the six months ended June 30, 2023, the new annualized contractual rent on re-leases was $87.8 million, as compared to the previous annual rent of $85.5 million on the same units, representing a rent recapture rate of 102.7% on the units re-leased. We re-leased four units to new clients without a period of vacancy, and 17 units to new clients after a period of vacancy.
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Investments in Real Estate
The following table summarizes our acquisitions in the U.S. and Europe for the periods indicated below:
| Number of<br>Properties | Leasable<br>Square Feet <br>(in thousands) | Investment( in millions) | Weighted<br>Average<br>Lease Term<br>(Years) | Initial Weighted Average<br><br>Cash Lease<br><br>Yield (1) | ||
|---|---|---|---|---|---|---|
| Three months ended June 30, 2023 | ||||||
| Acquisitions - U.S. | 550 | 6,557 | 18.6 | 6.8 | % | |
| Acquisitions - Europe | 11 | 1,744 | 399.0 | 5.9 | 7.2 | % |
| Total acquisitions | 561 | 8,301 | 16.7 | 6.9 | % | |
| Properties under development (2) | 149 | 4,809 | 334.3 | 17.6 | 6.9 | % |
| Total (3) | 710 | 13,110 | 16.8 | 6.9 | % | |
| Six months ended June 30, 2023 | ||||||
| Acquisitions - U.S. | 747 | 12,483 | 15.9 | 6.9 | % | |
| Acquisitions - Europe | 31 | 4,181 | 788.7 | 9.3 | 7.4 | % |
| Total acquisitions | 778 | 16,664 | 14.6 | 7.0 | % | |
| Properties under development (2) | 219 | 5,635 | 569.9 | 16.5 | 6.5 | % |
| Total (4) | 997 | 22,299 | 14.8 | 6.9 | % |
All values are in US Dollars.
(1)Initial weighted average cash lease yield is a supplemental operating measure. Please see the Glossary for our definition of this metric. Contractual net operating income used in the calculation of initial weighted average cash lease yield for the three and six months ended June 30, 2023 includes $0.8 million and $1.5 million, respectively, received as settlement credits as reimbursement of free rent periods.
(2) The three and six months ended June 30, 2023 includes £4.9 million and £8.7 million of investments in three United Kingdom ("U.K.") development properties, respectively, and €10.2 million of investment in one Spain development property, converted at the applicable exchange rates on the funding dates.
(3) Our clients occupying the new properties are 92.4% retail and 7.6% industrial based on annualized contractual rent. Approximately 18% of the annualized contractual rent generated from acquisitions during the three months ended June 30, 2023 is from our investment grade rated clients, their subsidiaries or affiliated companies. Please see the Glossary for our definition of Investment Grade Clients.
(4) Our clients occupying the new properties are 89.9% retail and 10.1% industrial based on annualized contractual rent. Approximately 26% of the annualized contractual rent generated from acquisitions during the six months ended June 30, 2023 is from our investment grade rated clients, their subsidiaries or affiliated companies.
Same Store Rental Revenue
The following summarizes our same store rental revenue for 10,685 properties under lease (dollars in millions):
| Three months ended <br>June 30, | Six months ended <br>June 30, | % Increase | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | Three Months | Six Months | |||||||
| Same store rental revenue | $ | 718.8 | $ | 704.9 | $ | 1,435.3 | $ | 1,420.2 | 2.0 | % | 1.1 | % |
For purposes of comparability, same store rental revenue is presented on a constant currency basis using the exchange rate as of June 30, 2023 of 1.27 GBP/USD and 1.09 EUR/USD. None of the properties in Italy and Ireland met our same store pool definition for the periods presented. Please see the Glossary to see definitions of our Same Store Pool and Same Store Rental Revenue.
Liquidity and Capital Markets
Capital Raising
During the three months ended June 30, 2023, we raised $2.2 billion of proceeds from the sale of common stock at a weighted average price of $61.89 per share, primarily through the sale of approximately 35.5 million shares of common stock pursuant to forward sale agreements through our ATM program. As of June 30, 2023, there were approximately 4.9 million shares of unsettled common stock subject to forward sale agreements through our ATM program, representing approximately $287.0 million in expected net proceeds and a weighted average initial price of $59.33 per share. As of August 2, 2023, ATM forward agreements for a total of 11.0 million shares remain unsettled with total expected net proceeds of approximately $651.4 million of which 6.1 million shares were executed in July 2023. ATM net sale proceed
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amounts assume full physical settlement of all outstanding shares of common stock, subject to such forward sale agreements and certain assumptions made with respect to settlement dates.
In April 2023, we issued $400.0 million of 4.70% senior unsecured notes due December 2028 (the "2028 Notes") and $600.0 million of 4.90% senior unsecured notes due July 2033 (the "2033 Notes"). The public offering price for the 2028 Notes was 98.949% of the principal amount for an effective semi-annual yield to maturity of 4.912%,and the public offering price for the 2033 Notes was 98.020% of the principal amount for an effective semi-annual yield to maturity of 5.148%. Combined, the Notes have a weighted average tenor of approximately 8.0 years and a weighted average semi-annual yield maturity of 5.054%.
In July 2023, we issued €550.0 million of 4.875% senior unsecured notes due July 2030 (the “2030 Notes”), and €550.0 million of 5.125% senior unsecured notes due July 2034 (the “2034 Notes”) and, together with the 2030 Notes, the "Notes". The public offering price for the 2030 Notes was 99.421% of the principal amount for an effective annual yield to maturity of 4.975%, and the public offering price for the 2034 Notes was 99.506% of the principal amount for an effective annual yield to maturity of 5.185%. Combined, the Notes have a weighted average tenor of approximately 9.0 years and a weighted average annual yield to maturity of 5.080%.
Liquidity
As of June 30, 2023, we had $3.5 billion of liquidity, which consists of cash and cash equivalents of $253.7 million, including £113.9 million denominated in Sterling and €40.2 million denominated in Euro, and approximately $3.3 billion of availability under our $4.25 billion unsecured revolving credit facility, after deducting $122.7 million in commercial paper borrowings under our commercial paper programs (comprised of a $1.5 billion U.S. dollar-denominated unsecured commercial paper program and $1.5 billion, or foreign currency equivalent, Euro-denominated unsecured commercial paper program). We use our unsecured revolving credit facility as a liquidity backstop for the repayment of the notes issued under these programs.
Earnings Guidance
Summarized below are approximate estimates of the key components of our 2023 earnings guidance:
| Prior 2023 Guidance (1) | Revised 2023 Guidance | |
|---|---|---|
| Net income per share | $1.22 to $1.32 | $1.20 to $1.28 |
| Real estate depreciation and impairments per share | $2.87 | $2.90 |
| Other adjustments per share (2) | $(0.03) | $(0.03) |
| Normalized FFO per share (3) | $4.05 to $4.15 | $4.07 to $4.15 |
| AFFO per share (3) | $3.94 to $4.03 | $3.96 to $4.01 |
| Same store rent growth | Over 1.25% | Over 1.25% |
| Occupancy | Over 98% | Over 98% |
| Cash G&A expenses (% of revenues) (4)(5) | 2.9% - 3.4% | 2.9% - 3.4% |
| Property expenses (non-reimbursable) (% of revenues) (4) | 1.0% - 1.4% | 1.0% - 1.3% |
| Income tax expenses | $55 to $65 million | $55 to $65 million |
| Acquisition volume | Over $6.0 billion | Over $7.0 billion |
| (1) As issued on May 3, 2023. | ||
| (2) Includes gain on sales of properties and merger and integration-related costs. | ||
| (3) Normalized FFO per share and AFFO per share exclude merger and integration-related costs associated with our merger with VEREIT. Per share amounts may not add due to rounding. | ||
| (4) Revenue excludes contractually obligated reimbursements by our clients. Cash G&A expenses excludes stock-based compensation expense. | ||
| (5) G&A expenses inclusive of stock-based compensation expense as a percentage of rental revenue, excluding reimbursements, is expected to be approximately 3.6% - 4.1% in 2023. |
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Conference Call Information
In conjunction with the release of our operating results, we will host a conference call on August 3, 2023 at 11:30 a.m. PT to discuss the results. To access the conference call, dial (833) 816-1264 (United States) or (412) 317-5632 (International). When prompted, please ask for the Realty Income conference call.
A telephone replay of the conference call can also be accessed by calling (877) 344-7529 and entering the conference ID 2277986. The telephone replay will be available through August 10, 2023.
A live webcast will be available in listen-only mode by clicking on the webcast link on the company’s home page or in the investors section at www.realtyincome.com. A replay of the conference call webcast will be available approximately one hour after the conclusion of the live broadcast. No access code is required for this replay.
Supplemental Materials and Sustainability Report
Supplemental Operating and Financial Data for the three and six months ended June 30, 2023 are available on our corporate website at www.realtyincome.com/investors/quarterly-and-annual-results.
The Sustainability Report for the year ended December 31, 2022 is available on our corporate website at esg.realtyincome.com/indicators/sustainability_report. Our Green Financing Framework is also available on our corporate website at esg.realtyincome.com/indicators/green_financing.
About Realty Income
Realty Income, The Monthly Dividend Company®, is an S&P 500 company and member of the S&P 500 Dividend Aristocrats® index. We invest in people and places to deliver dependable monthly dividends that increase over time. The company is structured as a real estate investment trust ("REIT"), and its monthly dividends are supported by the cash flow from over 13,100 real estate properties primarily owned under long-term net lease agreements with commercial clients. To date, the company has declared 637 consecutive monthly dividends on its shares of common stock throughout its 54-year operating history and increased the dividend 121 times since Realty Income's public listing in 1994 (NYSE: O). Additional information about the company can be obtained from the corporate website at www.realtyincome.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended. When used in this press release, the words “estimated,” “anticipated,” “expect,” “believe,” “intend,” “continue,” “should,” “may,” “likely,” “plans,” and similar expressions are intended to identify forward-looking statements. Forward- looking statements include discussions of our business and portfolio (including our growth strategies and our intention to acquire or dispose of additional domestic and international properties and the timing of these acquisitions and dispositions), re-lease, re-development and speculative development of properties and expenditures related thereto; future operations and results; the announcement of operating results, strategy, plans, settlement of shares of common stock sold pursuant to forward sale confirmations under our ATM program, dividends, guidance, and the intentions of management; and trends in our business, including trends in the market for long-term net leases of freestanding, single-client properties. Forward-looking statements are subject to risks, uncertainties, and assumptions about us, which may cause our actual future results to differ materially from expected results. Some of the factors that could cause actual results to differ materially are, among others, our continued qualification as a REIT; general domestic and foreign business, economic, or financial conditions; competition; fluctuating interest and currency rates; inflation and its impact on our clients and us; access to debt and equity capital markets and other sources of funding; continued volatility and uncertainty in the credit markets and broader financial markets; other risks inherent in the real estate business including our clients' defaults under leases, increased client bankruptcies, potential liability relating to environmental matters, illiquidity of real estate investments, and potential damages from natural disasters; impairments in the value of our real estate assets; changes in domestic and foreign income tax laws and rates; our clients' solvency; property ownership through joint ventures and partnerships which may limit control of the underlying investments; current or future epidemics or pandemics, measures taken to limit their spread, the impacts on us, our business, our clients (including those in the theater and fitness industries), and the economy generally; the loss of key personnel; the outcome of any legal proceedings to which we are a party or which may occur in the future; acts of terrorism and war; any effects of uncertainties regarding whether the anticipated benefits or results of our merger with VEREIT, Inc. will be achieved; and those additional risks and factors discussed in our reports filed with the U.S.
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Securities and Exchange Commission. Readers are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements are not guarantees of future plans and performance and speak only as of the date of this press release. Actual plans and operating results may differ materially from what is expressed or forecasted in this press release. We do not undertake any obligation to update forward-looking statements or publicly release the results of any forward-looking statements that may be made to reflect events or circumstances after the date these statements were made.
Investor Contact:
Steve Bakke, CFA
Vice President, Capital Markets & Investor Relations
(858) 284-5425
sbakke@realtyincome.com
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CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share amounts) (unaudited)
| Three months ended <br>June 30, | Six months ended <br>June 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |||||
| REVENUE | ||||||||
| Rental (including reimbursable) (1) | $ | 995,289 | $ | 800,800 | $ | 1,920,578 | $ | 1,600,365 |
| Other | 23,916 | 9,619 | 43,026 | 17,397 | ||||
| Total revenue | 1,019,205 | 810,419 | 1,963,604 | 1,617,762 | ||||
| EXPENSES | ||||||||
| Depreciation and amortization | 472,278 | 409,437 | 923,755 | 813,199 | ||||
| Interest | 183,857 | 110,121 | 337,989 | 216,524 | ||||
| Property (including reimbursable) | 94,703 | 52,180 | 164,100 | 104,522 | ||||
| General and administrative | 36,829 | 34,139 | 70,996 | 66,838 | ||||
| Provisions for impairment | 29,815 | 7,691 | 42,993 | 14,729 | ||||
| Merger and integration-related costs | 341 | 2,729 | 1,648 | 9,248 | ||||
| Total expenses | 817,823 | 616,297 | 1,541,481 | 1,225,060 | ||||
| Gain on sales of real estate | 7,824 | 40,572 | 12,103 | 50,728 | ||||
| Foreign currency and derivative (loss) gain, net | (2,552) | 7,480 | 7,770 | 6,890 | ||||
| Gain on extinguishment of debt | — | 127 | — | 127 | ||||
| Equity in income and impairment of investment in unconsolidated entities | 411 | (6,627) | 411 | (5,673) | ||||
| Other income, net | 3,020 | 2,806 | 5,750 | 4,658 | ||||
| Income before income taxes | 210,085 | 238,480 | 448,157 | 449,432 | ||||
| Income taxes | (12,932) | (14,658) | (24,882) | (25,639) | ||||
| Net income | 197,153 | 223,822 | 423,275 | 423,793 | ||||
| Net income attributable to noncontrolling interests | (1,738) | (615) | (2,844) | (1,217) | ||||
| Net income available to common stockholders | $ | 195,415 | $ | 223,207 | $ | 420,431 | $ | 422,576 |
| Funds from operations available to common stockholders (FFO) | $ | 687,985 | $ | 608,815 | $ | 1,372,276 | $ | 1,210,231 |
| Normalized funds from operations available to common stockholders (Normalized FFO) | $ | 688,326 | $ | 611,544 | $ | 1,373,924 | $ | 1,219,479 |
| Adjusted funds from operations available to common stockholders (AFFO) | $ | 671,738 | $ | 583,728 | $ | 1,322,466 | $ | 1,163,826 |
| Per share information for common stockholders: | ||||||||
| Net income available to common stockholders per common share, basic and diluted | $ | 0.29 | $ | 0.37 | $ | 0.63 | $ | 0.71 |
| FFO | ||||||||
| Basic | $ | 1.02 | $ | 1.01 | $ | 2.06 | $ | 2.02 |
| Diluted | $ | 1.02 | $ | 1.01 | $ | 2.05 | $ | 2.02 |
| Normalized FFO, basic and diluted | $ | 1.02 | $ | 1.02 | $ | 2.06 | $ | 2.04 |
| AFFO | ||||||||
| Basic | $ | 1.00 | $ | 0.97 | $ | 1.98 | $ | 1.95 |
| Diluted | $ | 1.00 | $ | 0.97 | $ | 1.98 | $ | 1.94 |
| Cash dividends paid per common share | $ | 0.7650 | $ | 0.7410 | $ | 1.5165 | $ | 1.4805 |
(1)Includes reserve reversals to rental revenue of $3.6 million and $5.4 million for the three and six months ended June 30, 2023, respectively, and $0.2 million and $11.4 million for the three and six months ended June 30, 2022, respectively. References to reserve reversals recorded as increases to rental revenue include amounts where the accounting for recognition of rental revenue and straight-line rental revenue has been moved from the cash to the accrual basis.
- 8 -
FUNDS FROM OPERATIONS (FFO) AND NORMALIZED FUNDS FROM OPERATIONS (Normalized FFO)
(in thousands, except per share amounts)
FFO and Normalized FFO are non-GAAP financial measures. Please see the Glossary for our definitions and explanations of how we utilize these metrics.
| Three months ended <br>June 30, | Six months ended <br>June 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |||||
| Net income available to common stockholders | $ | 195,415 | $ | 223,207 | $ | 420,431 | $ | 422,576 |
| Depreciation and amortization | 472,278 | 409,437 | 923,755 | 813,199 | ||||
| Depreciation of furniture, fixtures and equipment | (297) | (489) | (839) | (967) | ||||
| Provisions for impairment | 29,815 | 7,691 | 42,993 | 14,729 | ||||
| Gain on sales of real estate | (7,824) | (40,572) | (12,103) | (50,728) | ||||
| Proportionate share of adjustments for unconsolidated entities | (465) | 9,860 | (465) | 12,095 | ||||
| FFO adjustments allocable to noncontrolling interests | (937) | (319) | (1,496) | (673) | ||||
| FFO available to common stockholders | $ | 687,985 | $ | 608,815 | $ | 1,372,276 | $ | 1,210,231 |
| FFO allocable to dilutive noncontrolling interests | 1,371 | 776 | 2,791 | 1,584 | ||||
| Diluted FFO | $ | 689,356 | $ | 609,591 | $ | 1,375,067 | $ | 1,211,815 |
| FFO available to common stockholders | $ | 687,985 | $ | 608,815 | $ | 1,372,276 | $ | 1,210,231 |
| Merger and integration-related costs | 341 | 2,729 | 1,648 | 9,248 | ||||
| Normalized FFO available to common stockholders | $ | 688,326 | $ | 611,544 | $ | 1,373,924 | $ | 1,219,479 |
| Normalized FFO allocable to dilutive noncontrolling interests | 1,371 | 776 | 2,791 | 1,584 | ||||
| Diluted Normalized FFO | $ | 689,697 | $ | 612,320 | $ | 1,376,715 | $ | 1,221,063 |
| FFO per common share | ||||||||
| Basic | $ | 1.02 | $ | 1.01 | $ | 2.06 | $ | 2.02 |
| Diluted | $ | 1.02 | $ | 1.01 | $ | 2.05 | $ | 2.02 |
| Normalized FFO per common share, basic and diluted | $ | 1.02 | $ | 1.02 | $ | 2.06 | $ | 2.04 |
| Distributions paid to common stockholders | $ | 515,091 | $ | 445,829 | $ | 1,012,336 | $ | 884,109 |
| FFO available to common stockholders in excess of distributions paid to common stockholders | $ | 172,894 | $ | 162,986 | $ | 359,940 | $ | 326,122 |
| Normalized FFO available to common stockholders in excess of distributions paid to common stockholders | $ | 173,235 | $ | 165,715 | $ | 361,588 | $ | 335,370 |
| Weighted average number of common shares used for FFO and normalized FFO | ||||||||
| Basic | 674,109 | 601,672 | 667,357 | 597,778 | ||||
| Diluted | 676,388 | 603,091 | 669,903 | 599,201 |
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ADJUSTED FUNDS FROM OPERATIONS (AFFO)
(in thousands, except per share amounts)
AFFO is a non-GAAP financial measure. Please see the Glossary for our definition and an explanation of how we utilize this metric.
| Three months ended <br>June 30, | Six months ended <br>June 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |||||
| Net income available to common stockholders | $ | 195,415 | $ | 223,207 | $ | 420,431 | $ | 422,576 |
| Cumulative adjustments to calculate Normalized FFO (1) | 492,911 | 388,337 | 953,493 | 796,903 | ||||
| Normalized FFO available to common stockholders | 688,326 | 611,544 | 1,373,924 | 1,219,479 | ||||
| Gain on extinguishment of debt | — | (127) | 0 | (127) | ||||
| Amortization of share-based compensation | 7,623 | 6,641 | 13,923 | 11,643 | ||||
| Amortization of net debt premiums and deferred financing costs (2) | (10,509) | (16,948) | (24,197) | (34,044) | ||||
| Non-cash (gain) loss on interest rate swaps | (1,799) | 724 | (3,600) | 1,446 | ||||
| Straight-line impact of cash settlement on interest rate swaps (3) | 1,797 | — | 3,595 | — | ||||
| Leasing costs and commissions | (5,032) | (794) | (5,476) | (3,167) | ||||
| Recurring capital expenditures | (85) | (173) | (138) | (186) | ||||
| Straight-line rent and expenses, net | (33,963) | (27,554) | (70,448) | (55,376) | ||||
| Amortization of above and below-market leases, net | 19,670 | 16,402 | 37,028 | 30,044 | ||||
| Proportionate share of adjustments for unconsolidated entities | — | (2,090) | — | (4,154) | ||||
| Other adjustments (4) | 5,709 | (3,897) | (2,145) | (1,732) | ||||
| AFFO available to common stockholders | $ | 671,737 | $ | 583,728 | $ | 1,322,466 | $ | 1,163,826 |
| AFFO allocable to dilutive noncontrolling interests | 1,382 | 787 | 2,813 | 1,607 | ||||
| Diluted AFFO | $ | 673,119 | $ | 584,515 | $ | 1,325,279 | $ | 1,165,433 |
| AFFO per common share | ||||||||
| Basic | $ | 1.00 | $ | 0.97 | $ | 1.98 | $ | 1.95 |
| Diluted | $ | 1.00 | $ | 0.97 | $ | 1.98 | $ | 1.94 |
| Distributions paid to common stockholders | $ | 515,091 | $ | 445,829 | $ | 1,012,336 | $ | 884,109 |
| AFFO available to common stockholders in excess of distributions paid to common stockholders | $ | 156,646 | $ | 137,899 | $ | 310,130 | $ | 279,717 |
| Weighted average number of common shares used for AFFO: | ||||||||
| Basic | 674,109 | 601,672 | 667,357 | 597,778 | ||||
| Diluted | 676,388 | 603,091 | 669,903 | 599,201 |
(1)See Normalized FFO calculations on page 9 for reconciling items.
(2)Includes the amortization of net premiums on notes payable and assumption of our mortgages payable, which are being amortized over the life of the applicable debt, and costs incurred and capitalized upon issuance and exchange of our notes payable, assumption of our mortgages payable and issuance of our term loans, which are also being amortized over the lives of the applicable debt. No costs associated with our credit facility agreements or annual fees paid to credit rating agencies have been included.
(3)Represents the straight-line amortization of $72.0 million gain realized upon the termination of $500.0 million in notional interest rate swaps, over the term of the $750.0 million of 5.625% senior unsecured notes due October 2032.
(4)Includes foreign currency gain and loss as a result of intercompany debt and remeasurement transactions, mark-to-market adjustments on investments and derivatives that are non-cash in nature, straight-line payments from cross-currency swaps, obligations related to financing lease liabilities, and adjustments allocable to noncontrolling interests.
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HISTORICAL FFO AND AFFO
(in thousands, except per share amounts)
| For the three months ended June 30, | 2023 | 2022 | 2021 | 2020 | 2019 | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| Net income available to common stockholders | $ | 195,415 | $ | 223,207 | $ | 124,479 | $ | 107,824 | $ | 95,194 |
| Depreciation and amortization, net of furniture, fixtures and equipment | 471,981 | 408,948 | 187,716 | 168,176 | 150,279 | |||||
| Provisions for impairment | 29,815 | 7,691 | 17,246 | 13,869 | 13,061 | |||||
| Gain on sales of real estate | (7,824) | (40,572) | (14,901) | (1,323) | (6,891) | |||||
| Proportionate share of adjustments for unconsolidated entities | (465) | 9,860 | — | — | — | |||||
| FFO adjustments allocable to noncontrolling interests | (937) | (319) | (165) | (208) | (154) | |||||
| FFO available to common stockholders | $ | 687,985 | $ | 608,815 | $ | 314,375 | $ | 288,338 | $ | 251,489 |
| Merger and integration-related costs | 341 | 2,729 | 13,298 | — | — | |||||
| Normalized FFO available to common stockholders | $ | 688,326 | $ | 611,544 | $ | 327,673 | $ | 288,338 | $ | 251,489 |
| FFO per diluted share | $ | 1.02 | $ | 1.01 | $ | 0.84 | $ | 0.84 | $ | 0.81 |
| Normalized FFO per diluted share | $ | 1.02 | $ | 1.02 | $ | 0.88 | $ | 0.84 | $ | 0.81 |
| AFFO available to common stockholders | $ | 671,738 | $ | 583,728 | $ | 327,647 | $ | 295,241 | $ | 253,935 |
| AFFO per diluted share | $ | 1.00 | $ | 0.97 | $ | 0.88 | $ | 0.86 | $ | 0.82 |
| Cash dividends paid per share | $ | 0.7650 | $ | 0.7410 | $ | 0.7050 | $ | 0.6990 | $ | 0.6780 |
| Weighted average diluted shares outstanding - FFO, Normalized FFO and AFFO | 676,388 | 603,091 | 374,804 | 344,148 | 311,785 | |||||
| For the six months ended June 30, | 2023 | 2022 | 2021 | 2020 | 2019 | |||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Net income available to common stockholders | $ | 420,431 | $ | 422,576 | $ | 220,419 | $ | 254,651 | $ | 206,136 |
| Depreciation and amortization, net of furniture, fixtures and equipment | 922,916 | 812,232 | 365,330 | 332,635 | 287,641 | |||||
| Provisions for impairment | 42,993 | 14,729 | 19,966 | 18,347 | 17,733 | |||||
| Gain on sales of real estate | (12,103) | (50,728) | (23,302) | (39,829) | (14,154) | |||||
| Proportionate share of adjustments for unconsolidated entities | (465) | 12,095 | — | — | — | |||||
| FFO adjustments allocable to noncontrolling interests | (1,496) | (673) | (331) | (363) | (192) | |||||
| FFO available to common stockholders | $ | 1,372,276 | $ | 1,210,231 | $ | 582,082 | $ | 565,441 | $ | 497,164 |
| Merger and integration-related costs | 1,648 | 9,248 | 13,298 | — | — | |||||
| Normalized FFO available to common stockholders | $ | 1,373,924 | $ | 1,219,479 | $ | 595,380 | $ | 565,441 | $ | 497,164 |
| FFO per diluted share | $ | 2.05 | $ | 2.02 | $ | 1.56 | $ | 1.66 | $ | 1.62 |
| Normalized FFO per diluted share | $ | 2.06 | $ | 2.04 | $ | 1.60 | $ | 1.66 | $ | 1.62 |
| AFFO available to common stockholders | $ | 1,322,466 | $ | 1,163,826 | $ | 645,869 | $ | 592,463 | $ | 502,669 |
| AFFO per diluted share | $ | 1.98 | $ | 1.94 | $ | 1.73 | $ | 1.74 | $ | 1.63 |
| . | ||||||||||
| Cash dividends paid per share | $ | 1.5165 | $ | 1.4805 | $ | 1.4085 | $ | 1.3915 | $ | 1.3500 |
| Weighted average diluted shares outstanding - FFO, Normalized FFO and AFFO | 669,903 | 599,201 | 373,435 | 340,744 | 308,001 |
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ADJUSTED EBITDAre
(dollars in thousands)
Adjusted EBITDAre, Annualized Adjusted EBITDAre, Pro Forma Adjusted EBITDAre, Annualized Pro Forma Adjusted EBITDAre, Net Debt/Annualized Adjusted EBITDAre and Net Debt/Annualized Pro Forma Adjusted EBITDAre are non-GAAP financial measures. Please see the Glossary for our definition and an explanation of how we utilize these metrics.
| Three months ended <br>June 30, | ||||||
|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||
| Net income | $ | 197,153 | $ | 223,822 | ||
| Interest | 183,857 | 110,121 | ||||
| Gain on extinguishment of debt | — | (127) | ||||
| Income taxes | 12,932 | 14,658 | ||||
| Depreciation and amortization | 472,278 | 409,437 | ||||
| Provisions for impairment | 29,815 | 7,691 | ||||
| Merger and integration-related costs | 341 | 2,729 | ||||
| Gain on sales of real estate | (7,824) | (40,572) | ||||
| Foreign currency and derivative losses (gains), net | 2,552 | (7,480) | ||||
| Gain on settlement of foreign currency forwards | — | 2,106 | ||||
| Proportionate share of adjustments from unconsolidated entities | (411) | 9,049 | ||||
| Quarterly Adjusted EBITDAre | $ | 890,693 | $ | 731,434 | ||
| Annualized Adjusted EBITDAre (1) | $ | 3,562,772 | $ | 2,925,736 | ||
| Annualized Pro Forma Adjustments | $ | 87,712 | $ | 55,756 | ||
| Annualized Pro Forma Adjusted EBITDAre | $ | 3,650,484 | $ | 2,981,492 | ||
| Total debt per the consolidated balance sheet, excluding deferred financing costs and net premiums and discounts | $ | 19,538,466 | $ | 15,738,383 | ||
| Proportionate share for unconsolidated entities debt, excluding deferred financing costs | — | 86,006 | ||||
| Less: Cash and cash equivalents | (253,693) | (172,849) | ||||
| Net Debt (2) | $ | 19,284,773 | $ | 15,651,540 | ||
| Net Debt/Annualized Adjusted EBITDAre | 5.4 | x | 5.3 | x | ||
| Net Debt/Annualized Pro Forma Adjusted EBITDAre | 5.3 | x | 5.2 | x |
(1) We calculate Annualized Adjusted EBITDAre by multiplying the Quarterly Adjusted EBITDAre by four.
(2) Net Debt is total debt per our consolidated balance sheets, excluding deferred financing costs and net premiums and discounts, but including our proportionate share on debt from unconsolidated entities, less cash and cash equivalents.
The Annualized Pro Forma Adjustments, which include transaction accounting adjustments in accordance with U.S GAAP, consist of adjustments to incorporate Adjusted EBITDAre from properties we acquired or stabilized during the applicable quarter and remove Adjusted EBITDAre from properties we disposed of during the applicable quarter, giving pro forma effect to all transactions as if they occurred at the beginning of the applicable period. Our calculation includes all adjustments consistent with the requirements to present Adjusted EBITDAre on a pro forma basis in accordance with Article 11 of Regulation S-X. The Annualized Pro Forma Adjustments are consistent with the debt service coverage ratio calculated under financial covenants for our senior unsecured notes. The following table summarizes our Annualized Pro Forma Adjustments related to our Annualized Pro Forma Adjusted EBITDAre calculation for the periods indicated below (in thousands):
| Three months ended <br>June 30, | ||||
|---|---|---|---|---|
| 2023 | 2022 | |||
| Annualized pro forma adjustments from properties acquired or stabilized | $ | 87,510 | $ | 56,048 |
| Annualized pro forma adjustments from properties disposed | 202 | (292) | ||
| Annualized Pro forma Adjustments | $ | 87,712 | $ | 55,756 |
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CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts) (unaudited)
| June 30, 2023 | December 31, 2022 | |||
|---|---|---|---|---|
| ASSETS | ||||
| Real estate held for investment, at cost: | ||||
| Land | $ | 14,011,325 | $ | 12,948,835 |
| Buildings and improvements | 32,652,912 | 29,707,751 | ||
| Total real estate held for investment, at cost | 46,664,237 | 42,656,586 | ||
| Less accumulated depreciation and amortization | (5,485,766) | (4,904,165) | ||
| Real estate held for investment, net | 41,178,471 | 37,752,421 | ||
| Real estate and lease intangibles held for sale, net | 17,324 | 29,535 | ||
| Cash and cash equivalents | 253,693 | 171,102 | ||
| Accounts receivable, net | 620,599 | 543,237 | ||
| Lease intangible assets, net | 5,238,400 | 5,168,366 | ||
| Goodwill | 3,731,478 | 3,731,478 | ||
| Other assets, net | 2,940,701 | 2,276,953 | ||
| Total assets | $ | 53,980,666 | $ | 49,673,092 |
| LIABILITIES AND EQUITY | ||||
| Distributions payable | $ | 182,855 | $ | 165,710 |
| Accounts payable and accrued expenses | 559,383 | 399,137 | ||
| Lease intangible liabilities, net | 1,439,968 | 1,379,436 | ||
| Other liabilities | 855,496 | 774,787 | ||
| Line of credit payable and commercial paper | 990,257 | 2,729,040 | ||
| Term loan, net | 1,324,285 | 249,755 | ||
| Mortgages payable, net | 841,690 | 853,925 | ||
| Notes payable, net | 16,475,589 | 14,278,013 | ||
| Total liabilities | 22,669,523 | 20,829,803 | ||
| Stockholders’ equity: | ||||
| Common stock and paid in capital, par value $0.01 per share, 1,300,000 shares authorized, 708,773 and 660,300 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively | 37,149,380 | 34,159,509 | ||
| Distributions in excess of net income | (6,102,226) | (5,493,193) | ||
| Accumulated other comprehensive income | 96,057 | 46,833 | ||
| Total stockholders’ equity | 31,143,211 | 28,713,149 | ||
| Noncontrolling interests | 167,932 | 130,140 | ||
| Total equity | 31,311,143 | 28,843,289 | ||
| Total liabilities and equity | $ | 53,980,666 | $ | 49,673,092 |
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GLOSSARY
Adjusted EBITDAre. The National Association of Real Estate Investment Trusts (Nareit) established an EBITDA metric for real estate companies (i.e., EBITDA for real estate, or EBITDAre) it believed would provide investors with a consistent measure to help make investment decisions among certain REITs. Our definition of “Adjusted EBITDAre” is generally consistent with the Nareit definition, other than our adjustment to remove foreign currency and derivative gain and loss, excluding the gain and loss from the settlement of foreign currency forwards not designated as hedges (which is consistent with our previous calculations of "Adjusted EBITDAre"). We define Adjusted EBITDAre, a non-GAAP financial measure, for the most recent quarter as earnings (net income) before (i) interest expense, including non-cash loss (gain) on swaps, (ii) income and franchise taxes, (iii) gain on extinguishment of debt, (iv) real estate depreciation and amortization, (v) provisions for impairment, (vi) merger and integration-related costs, (vii) gain on sales of real estate, (viii) foreign currency and derivative gain and loss, net, (ix) gain on settlement of foreign currency forwards, and (x) our proportionate share of adjustments from unconsolidated entities. Our Adjusted EBITDAre may not be comparable to Adjusted EBITDAre reported by other companies or as defined by Nareit, and other companies may interpret or define Adjusted EBITDAre differently than we do. Management believes Adjusted EBITDAre to be a meaningful measure of a REIT’s performance because it provides a view of our operating performance, analyzes our ability to meet interest payment obligations before the effects of income tax, depreciation and amortization expense, provisions for impairment, gain on sales of real estate and other items, as defined above, that affect comparability, including the removal of non-recurring and non-cash items that industry observers believe are less relevant to evaluating the operating performance of a company. In addition, EBITDAre is widely followed by industry analysts, lenders, investors, rating agencies, and others as a means of evaluating the operational cash generating capacity of a company prior to servicing debt obligations. Management also believes the use of an annualized quarterly Adjusted EBITDAre metric is meaningful because it represents our current earnings run rate for the period presented. The ratio of our total debt to our annualized quarterly Adjusted EBITDAre is also used to determine vesting of performance share awards granted to our executive officers. Adjusted EBITDAre should be considered along with, but not as an alternative to, net income as a measure of our operating performance.
Adjusted Funds From Operations (AFFO), a non-GAAP financial measure, is defined as FFO adjusted for unique revenue and expense items, which we believe are not as pertinent to the measurement of our ongoing operating performance. Most companies in our industry use a similar measurement to AFFO, but they may use the term "CAD" (for Cash Available for Distribution) or "FAD" (for Funds Available for Distribution). We believe AFFO provides useful information to investors because it is a widely accepted industry measure of the operating performance of real estate companies that is used by industry analysts and investors who look at and compare those companies. In particular, AFFO provides an additional measure to compare the operating performance of different REITs without having to account for differing depreciation assumptions and other unique revenue and expense items which are not pertinent to measuring a particular company’s ongoing operating performance. Therefore, we believe that AFFO is an appropriate supplemental performance metric, and that the most appropriate GAAP performance metric to which AFFO should be reconciled is net income available to common stockholders.
Annualized Adjusted EBITDAre, a non-GAAP financial measure, is calculated by annualizing Adjusted EBITDAre.
Annualized Contractual Rent is the monthly aggregate cash amount charged to clients, inclusive of monthly base rent receivables, as of the balance sheet date, multiplied by 12, excluding percentage rent. We believe annualized contractual rent is a useful supplemental operating measure, as it excludes properties that were no longer owned at the balance sheet date and includes the annualized rent from properties acquired during the quarter. Annualized contractual rent has not been reduced to reflect reserves recorded as reductions to GAAP rental revenue in the periods presented. Annualized contractual rent excludes unconsolidated entities.
Annualized Pro Forma Adjusted EBITDAre, a non-GAAP financial measure, is defined as Adjusted EBITDAre, which includes transaction accounting adjustments in accordance with U.S. GAAP, consists of adjustments to incorporate Adjusted EBITDAre from properties we acquired or stabilized during the applicable quarter and removes Adjusted EBITDAre from properties we disposed of during the applicable quarter, giving pro forma effect to all transactions as if they occurred at the beginning of the applicable quarter. Our calculation includes all adjustments consistent with the requirements to present Adjusted EBITDAre on a pro forma basis in accordance with Article 11 of Regulation S-X. The annualized pro forma adjustments are consistent with the debt service coverage ratio calculated under financial covenants for our senior unsecured notes and bonds.
Funds From Operations (FFO), a non-GAAP financial measure, consistent with the Nareit definition, is net income available to common stockholders, plus depreciation and amortization of real estate assets, plus provisions for impairments of depreciable real estate assets, and reduced by gain on property sales. Presentation of the information regarding FFO and AFFO is intended to assist the reader in comparing the operating performance of different REITs, although it should be noted that not all REITs calculate FFO and AFFO in the same way, so comparisons with other REITs may not be meaningful. FFO and AFFO should not be considered alternatives to reviewing our cash flows from operating, investing, and financing activities. In addition, FFO and AFFO should not be considered measures of liquidity, of our ability to make cash distributions, or of our ability to pay interest payments. We consider FFO to be an appropriate supplemental measure of a REIT’s operating performance as it is based on a net income analysis of property portfolio performance that adds back items such as depreciation and impairments for FFO. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT using historical accounting for depreciation could be less informative. The use of FFO is recommended by the REIT industry as a supplemental performance measure. In addition, FFO is used as a measure of our compliance with the financial covenants of our credit facility.
Initial Weighted Average Cash Lease Yield is computed as contractual cash net operating income for the first twelve months following the acquisition date, divided by the total cost of the property (including all expenses borne by us).
Investment Grade Clients are our clients with a credit rating, and our clients that are subsidiaries or affiliates of companies with a credit rating, as of the balance sheet date, of Baa3/BBB- or higher from one of the three major rating agencies (Moody’s/S&P/Fitch).
Net Debt/Annualized Adjusted EBITDAre, a ratio used by management as a measure of leverage, is calculated as net debt (which we define as total debt per our consolidated balance sheet, excluding deferred financing costs and net premiums and discounts, less cash and cash equivalents), divided by Annualized Adjusted EBITDAre.
Net Debt/Annualized Pro Forma Adjusted EBITDAre, a ratio used by management as a measure of leverage, is calculated as net debt (which we define as total debt per our consolidated balance sheet, excluding deferred financing costs and net premiums and discounts, less cash and cash equivalents), divided by Annualized Pro Forma Adjusted EBITDAre.
Normalized Funds from Operations Available to Common Stockholders (Normalized FFO), a non-GAAP financial measure, is FFO excluding merger and integration-related costs associated with our merger with VEREIT.
Same Store Pool, for purposes of determining the properties used to calculate our same store rental revenue, includes all properties that we owned for the entire year-to-date period, for both the current and prior year except for properties during the current or prior year that were: (i) vacant at any time,(ii) under development or redevelopment, or (iii) involved in eminent domain and rent was reduced.
Same Store Rental Revenue excludes straight-line rent, the amortization of above-and below-market leases, and reimbursements from clients for recoverable real estate taxes and operating expenses. For purposes of comparability, same store rental revenue is presented on a constant currency basis by applying the exchange rate as of the balance sheet date to base currency rental revenue.
- 14 -
realtyincomeq22023supple
SUPPLEMENTAL OPERATING & FINANCIAL DATA Q2 2023 An S&P 500 company S&P 500 Dividend Aristocrats® index member Exhibit 99.2
Q2 2023 Supplemental Operating & Financial Data 2 Table of Contents Corporate Overview 3 Financial Summary Consolidated Statements of Income 4 Funds From Operations (FFO) and Normalized Funds From Operations (Normalized FFO) 5 Adjusted Funds From Operations (AFFO) 6 Consolidated Balance Sheets 7 Debt Summary 8 Senior Unsecured Notes and Bonds 9 Debt Maturities 10 Capitalization & Financial Ratios 11 Adjusted EBITDAre & Coverage Ratios 12 Debt Covenants 13 Transaction Summary Investment Summary 14 Disposition Summary 15 Development Pipeline 16 Real Estate Portfolio Summary Client Diversification 17 Top 10 Industries 18 Industry Diversification 19 Geographic Diversification 21 Property Type Composition 22 Same Store Rental Revenue 23 Leasing Data Occupancy 25 Leasing Activity 26 Lease Expirations 27 Earnings Guidance 28 Analyst Coverage 29 Glossary 30 This Supplemental Operating & Financial Data should be read in connection with the company's earnings press release for the three and six months ended June 30, 2023, (included as Exhibit 99.1 of the company's Current Report on Form 8-K, filed on August 2, 2023) as certain disclosures, definitions, and reconciliations in such announcement have not been included in this Supplemental Operating & Financial Data. Realty Income is not affiliated or associated with, is not endorsed by, does not endorse, and is not sponsored by or a sponsor of the clients or of their products or services pictured or mentioned. The names, logos, and all related product and service names, design marks, and slogans are the trademarks or service marks of their respective companies.
Q2 2023 Supplemental Operating & Financial Data 3 One Team Senior Management Neil M. Abraham, EVP, Chief Strategy Officer, Realty Income International - President Michelle Bushore, EVP, Chief Legal Officer, General Counsel and Secretary Mark E. Hagan, EVP, Chief Investment Officer Shannon Kehle, EVP, Chief People Officer Christie B. Kelly, EVP, Chief Financial Officer and Treasurer Sumit Roy, President & Chief Executive Officer Gregory J. Whyte, EVP, Chief Operating Officer Credit Ratings Senior Unsecured Outlook Commercial Paper Moody’s A3 Stable P-2 Standard & Poor’s A- Stable A-2 Dividend Information as of July 2023 ▪ Current annualized dividend of $3.066 per share ▪ Compound average annual dividend growth rate of approximately 4.4% ▪ 637 consecutive monthly dividends declared ▪ 103 consecutive quarterly dividend increases Corporate Headquarters Phoenix Office 11995 El Camino Real 2325 E. Camelback Rd, 9th Floor San Diego, CA 92130 Phoenix, AZ 85016 Phone: +1 (858) 284-5000 Phone: +1 (602) 778-6000 Website: www.realtyincome.com London Office Amsterdam Office 19 Wells Street Strawinskylaan 3051 London, United Kingdom W1T 3PQ Atrium Building 4th Floor Phone: +44 (20) 3931 6858 Amsterdam, Netherlands 1077 ZX Corporate Overview Transfer Agent Computershare Phone: (877) 218-2434 Website: www.computershare.com (1) Total portfolio annualized contractual rent is a supplemental operating measure. Please see the Glossary for our definition and an explanation of how we utilize this metric. (2) Total portfolio annualized contractual rent includes 1.1% of rent from clients accounted for on a cash basis. June 30, 2023 Closing price $ 59.79 Shares and units outstanding 710,568 Market value of common equity $ 42,484,861 Total market capitalization $ 62,023,327 Corporate Profile Realty Income, The Monthly Dividend Company®, is an S&P 500 company and member of the S&P 500 Dividend Aristocrats® index. We invest in people and places to deliver dependable monthly dividends that increase over time. For over 54 years, we have been acquiring and managing freestanding commercial real estate that generates rental revenue under long-term net lease agreements and supports our monthly dividend. Portfolio Overview As of June 30, 2023, we owned or held interests in 13,118 properties, with approximately 255.5 million square feet of leasable space. Our properties are leased to 1,303 different clients doing business in 85 industries. Also as of June 30, 2023, approximately 82.5% of our total portfolio annualized contractual rent(1) was generated from retail properties, 13.1% from industrial properties, 2.7% from a gaming property, and the remaining 1.7% from other property types. Our physical occupancy as of June 30, 2023 was 99.0%, with a weighted average remaining lease term of approximately 9.6 years. Total portfolio annualized contractual rent on our leases as of June 30, 2023 was $3.76 billion(2). Common Stock Our common stock is traded on the New York Stock Exchange under the symbol "O“ (in thousands, except per share amount).
Q2 2023 Supplemental Operating & Financial Data 4 Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 REVENUE Rental (including reimbursable) (1) $ 995,289 $ 800,800 $ 1,920,578 $ 1,600,365 Other 23,916 9,619 43,026 17,397 Total revenue 1,019,205 810,419 1,963,604 1,617,762 EXPENSES Depreciation and amortization 472,278 409,437 923,755 813,199 Interest 183,857 110,121 337,989 216,524 Property (including reimbursable) 94,703 52,180 164,100 104,522 General and administrative 36,829 34,139 70,996 66,838 Provisions for impairment 29,815 7,691 42,993 14,729 Merger and integration-related costs 341 2,729 1,648 9,248 Total expenses 817,823 616,297 1,541,481 1,225,060 Gain on sales of real estate 7,824 40,572 12,103 50,728 Foreign currency and derivative (loss) gain, net (2,552) 7,480 7,770 6,890 Gain on extinguishment of debt — 127 — 127 Equity in income and impairment of investment in unconsolidated entities 411 (6,627) 411 (5,673) Other income, net 3,020 2,806 5,750 4,658 Income before income taxes 210,085 238,480 448,157 449,432 Income taxes (12,932) (14,658) (24,882) (25,639) Net income 197,153 223,822 423,275 423,793 Net income attributable to noncontrolling interests (1,738) (615) (2,844) (1,217) Net income available to common stockholders $ 195,415 $ 223,207 $ 420,431 $ 422,576 Net income available to common stockholders per common share, basic and diluted $ 0.29 $ 0.37 $ 0.63 $ 0.71 (1) Includes rental revenue (reimbursable) of $87.7 million and $41.0 million for the three months ended June 30, 2023 and 2022, respectively, and $147.3 million and $85.0 million for the six months ended June 30, 2023 and 2022, respectively. Unless otherwise specified, references to rental revenue in this document are exclusive of reimbursements from clients for recoverable real estate taxes and operating expenses. Additionally, it includes reserve reversals to rental revenue of $3.6 million and $5.4 million for the three and six months ended June 30, 2023, respectively, and $0.2 million and $11.4 million for the three and six months ended June 30, 2022, respectively. References to reserve reversals recorded as increases to rental revenue include amounts where the accounting for recognition of rental revenue and straight-line rental revenue has been moved from the cash to the accrual basis. Consolidated Statements of Income (in thousands, except per share amounts) (unaudited)
Q2 2023 Supplemental Operating & Financial Data 5 FFO and Normalized FFO (1) (in thousands, except per share amounts) The following is a reconciliation of net income available to common stockholders (which we believe is the most comparable GAAP measure) to FFO and Normalized FFO. Also presented is information regarding distributions paid to common stockholders and the weighted average number of common shares used for the basic and diluted FFO and Normalized FFO per share computations. Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Net income available to common stockholders $ 195,415 $ 223,207 $ 420,431 $ 422,576 Depreciation and amortization 472,278 409,437 923,755 813,199 Depreciation of furniture, fixtures and equipment (297) (489) (839) (967) Provisions for impairment 29,815 7,691 42,993 14,729 Gain on sales of real estate (7,824) (40,572) (12,103) (50,728) Proportionate share of adjustments for unconsolidated entities (465) 9,860 (465) 12,095 FFO adjustments allocable to noncontrolling interests (937) (319) (1,496) (673) FFO available to common stockholders $ 687,985 $ 608,815 $ 1,372,276 $ 1,210,231 FFO allocable to dilutive noncontrolling interests 1,371 776 2,791 1,584 Diluted FFO $ 689,356 $ 609,591 $ 1,375,067 $ 1,211,815 FFO available to common stockholders $ 687,985 $ 608,815 $ 1,372,276 $ 1,210,231 Merger and integration-related costs 341 2,729 1,648 9,248 Normalized FFO available to common stockholders $ 688,326 $ 611,544 $ 1,373,924 $ 1,219,479 Normalized FFO allocable to dilutive noncontrolling interests 1,371 776 2,791 1,584 Diluted Normalized FFO $ 689,697 $ 612,320 $ 1,376,715 $ 1,221,063 FFO per common share Basic $ 1.02 $ 1.01 $ 2.06 $ 2.02 Diluted $ 1.02 $ 1.01 $ 2.05 $ 2.02 Normalized FFO per common share, basic and diluted $ 1.02 $ 1.02 $ 2.06 $ 2.04 Distributions paid to common stockholders $ 515,091 $ 445,829 $ 1,012,336 $ 884,109 FFO available to common stockholders in excess of distributions paid to common stockholders $ 172,894 $ 162,986 $ 359,940 $ 326,122 Normalized FFO available to common stockholders in excess of distributions paid to common stockholders $ 173,235 $ 165,715 $ 361,588 $ 335,370 Weighted average number of common shares used for FFO and normalized FFO Basic 674,109 601,672 667,357 597,778 Diluted 676,388 603,091 669,903 599,201 (1) FFO and Normalized FFO are non-GAAP financial measures. Please see the Glossary for our definitions of these terms and an explanation of how we utilize these metrics.
Q2 2023 Supplemental Operating & Financial Data 6 The following is a reconciliation of net income available to common stockholders (which we believe is the most comparable GAAP measure) to Normalized FFO and AFFO. Also presented is information regarding distributions paid to common stockholders and the weighted average number of common shares used for the basic and diluted AFFO per share computations. Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Net income available to common stockholders $ 195,415 $ 223,207 $ 420,431 $ 422,576 Cumulative adjustments to calculate Normalized FFO (2) 492,911 388,337 953,493 796,903 Normalized FFO available to common stockholders 688,326 611,544 1,373,924 1,219,479 Gain on extinguishment of debt — (127) — (127) Amortization of share-based compensation 7,623 6,641 13,923 11,643 Amortization of net debt premiums and deferred financing costs (10,509) (16,948) (24,197) (34,044) Non-cash (gain) loss on interest rate swaps (1,799) 724 (3,600) 1,446 Straight-line impact of cash settlement on interest rate swaps (3) 1,797 — 3,595 — Leasing costs and commissions (5,032) (794) (5,476) (3,167) Recurring capital expenditures (85) (173) (138) (186) Straight-line rent and expenses, net (33,963) (27,554) (70,448) (55,376) Amortization of above and below-market leases, net 19,670 16,402 37,028 30,044 Proportionate share of adjustments for unconsolidated entities — (2,090) — (4,154) Other adjustments (4) 5,709 (3,897) (2,145) (1,732) AFFO available to common stockholders $ 671,737 $ 583,728 $ 1,322,466 $ 1,163,826 AFFO allocable to dilutive noncontrolling interests 1,382 787 2,813 1,607 Diluted AFFO $ 673,119 $ 584,515 $ 1,325,279 $ 1,165,433 AFFO per common share Basic $ 1.00 $ 0.97 $ 1.98 $ 1.95 Diluted $ 1.00 $ 0.97 $ 1.98 $ 1.94 Distributions paid to common stockholders $ 515,091 $ 445,829 $ 1,012,336 $ 884,109 AFFO available to common stockholders in excess of distributions paid to common stockholders $ 156,646 $ 137,899 $ 310,130 $ 279,717 Weighted average number of common shares used for AFFO: Basic 674,109 601,672 667,357 597,778 Diluted 676,388 603,091 669,903 599,201 (1) AFFO is a non-GAAP financial measure. Please see the Glossary for our definition and an explanation of how we utilize this metric. (2) See reconciling items for Normalized FFO presented on page 5 under "FFO and Normalized FFO." (3) Represents the straight-line amortization of $72.0 million gain realized upon the termination of $500.0 million in notional interest rate swaps, over the term of the $750.0 million of 5.625% senior unsecured notes due October 2032. (4) Includes foreign currency gain and loss as a result of intercompany debt and remeasurement transactions, mark-to-market adjustments on investments and derivatives that are non-cash in nature, straight-line payments from cross-currency swaps, obligations related to financing lease liabilities, and adjustments allocable to noncontrolling interests. AFFO (1) (in thousands, except per share amounts)
Q2 2023 Supplemental Operating & Financial Data 7 Consolidated Balance Sheets (in thousands, except per share amounts) (unaudited) June 30, 2023 December 31, 2022 ASSETS Real estate held for investment, at cost: Land $ 14,011,325 $ 12,948,835 Buildings and improvements 32,652,912 29,707,751 Total real estate held for investment, at cost 46,664,237 42,656,586 Less accumulated depreciation and amortization (5,485,766) (4,904,165) Real estate held for investment, net 41,178,471 37,752,421 Real estate and lease intangibles held for sale, net 17,324 29,535 Cash and cash equivalents 253,693 171,102 Accounts receivable, net 620,599 543,237 Lease intangible assets, net 5,238,400 5,168,366 Goodwill 3,731,478 3,731,478 Other assets, net 2,940,701 2,276,953 Total assets $ 53,980,666 $ 49,673,092 LIABILITIES AND EQUITY Distributions payable $ 182,855 $ 165,710 Accounts payable and accrued expenses 559,383 399,137 Lease intangible liabilities, net 1,439,968 1,379,436 Other liabilities 855,496 774,787 Line of credit payable and commercial paper 990,257 2,729,040 Term loan, net 1,324,285 249,755 Mortgages payable, net 841,690 853,925 Notes payable, net 16,475,589 14,278,013 Total liabilities 22,669,523 20,829,803 Stockholders’ equity: Common stock and paid in capital, par value $0.01 per share, 1,300,000 shares authorized, 708,773 and 660,300 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively 37,149,380 34,159,509 Distributions in excess of net income (6,102,226) (5,493,193) Accumulated other comprehensive income 96,057 46,833 Total stockholders’ equity 31,143,211 28,713,149 Noncontrolling interests 167,932 130,140 Total equity 31,311,143 28,843,289 Total liabilities and equity $ 53,980,666 $ 49,673,092
Q2 2023 Supplemental Operating & Financial Data 8 Debt Summary as of June 30, 2023 (dollars in thousands) Maturity Dates Carrying Value (USD) % of Debt Interest Rate Weighted Average Years Until Maturity Credit Facility and Commercial Paper (1) Credit Facility (2) June 2026 $ 867,522 4.4 % 5.60 % 3.0 years Commercial Paper (3) July 2023 122,735 0.6 % 5.37 % 0.0 years Carrying value 990,257 5.0 % 5.57 % (4) 2.6 years Unsecured Term Loans Term Loans (5) January 2024 - January 2026 1,328,709 6.8 % 4.81 % 2.2 years Deferred financing costs (4,424) Carrying value 1,324,285 Senior Unsecured Notes and Bonds (6) 33 series of senior unsecured notes and bonds February 2024 - March 2047 16,383,189 83.9 % 3.55 % (4) 6.7 years Unamortized net premiums, deferred financing costs, and basis adjustment on interest rate swaps designated as fair value hedge 92,400 Carrying value 16,475,589 Mortgages Payable 17 mortgages on 135 properties September 2023 - August 2030 836,311 (7) 4.3 % 4.80 % (4) 0.9 years Unamortized net premiums and deferred financing costs 5,379 Carrying value 841,690 Total Consolidated Debt Principal $ 19,538,466 (8) 3.79 % (4) 5.9 years Fixed Rate $ 18,048,209 92 % Variable Rate $ 1,490,257 8 % (1) We have a $4.25 billion unsecured revolving credit facility (excluding an accordion feature subject to lender commitments which provided for an additional $1.0 billion in borrowings) bearing interest at different benchmark rates based on the currency of the borrowings, with a maturity date in June 2026. In addition, we have a U.S. dollar-denominated unsecured commercial paper program, under which we may issue unsecured commercial paper notes up to a maximum aggregate amount outstanding of $1.5 billion, and a Euro-denominated unsecured commercial paper program, which permits us to issue additional unsecured commercial notes up to a maximum aggregate amount of $1.5 billion (or foreign currency equivalent) in U.S. dollars or other foreign currencies. We use our unsecured revolving credit facility as a liquidity backstop for the repayment of the notes issued under these programs. (2) As of June 30, 2023, we had $867.5 million of outstanding borrowings under our revolving credit facility, comprised of £644.0 million of Sterling and €45.0 million Euro borrowings. (3) As of June 30, 2023, we had $122.7 million in commercial paper borrowings, consisting entirely of USD borrowings, which matured in July 2023. (4) The totals are calculated as the weighted average interest rate as of June 30, 2023 for each respective category. (5) Under our $250.0 million unsecured term loan, and in connection with entering into our unsecured credit facility in April 2022, the previous LIBOR benchmark rate was replaced with daily SOFR, as the associated interest rate swap was also converted to SOFR, effectively fixing the interest rate at 3.83%. In January 2023, we entered into a term loan agreement, permitting us to incur multicurrency term loans, up to an aggregate of $1.5 billion in total borrowings. The 2023 term loans initially mature in January 2024 and include two twelve-month extensions that can be exercised at our option, with fully extended maturity dates presented in the table above. In conjunction with closing, we executed one-year variable-to-fixed interest rate swaps which fix our per annum interest rate at 5.0% over the initial term. Accordingly, the 2023 term loans have been presented as fixed rate debt as of June 30, 2023 in the table above. (6) See page 9 for details by issuance for senior unsecured notes and bonds. (7) Includes a Sterling-denominated mortgage payable of £30.5 million converted at the applicable exchange rate on June 30, 2023. (8) Total consolidated debt excludes non-cash unamortized net premiums recorded on the senior unsecured notes and bonds, non-cash unamortized net premiums recorded on the mortgages payable, and deferred financing costs on the term loans, notes and bonds, and mortgages payable.
Q2 2023 Supplemental Operating & Financial Data 9 Senior Unsecured Notes and Bonds (dollars in thousands) Maturity Dates Principal Amount (Currency Denomination) (1) Principal Balance (USD) as of June 30, 2023 (1) % of Debt Interest Rate 4.600% Notes due 2024 February 6, 2024 $ 499,999 $ 499,999 2.6 % 4.60 % 3.875% Notes due 2024 July 15, 2024 $ 350,000 350,000 1.8 % 3.88 % 3.875% Notes due 2025 April 15, 2025 $ 500,000 500,000 2.6 % 3.88 % 4.625% Notes due 2025 November 1, 2025 $ 549,997 549,997 2.8 % 4.63 % 5.050% Notes due 2026 January 13, 2026 $ 500,000 (2) 500,000 2.6 % 5.05 % 0.750% Notes due 2026 March 15, 2026 $ 325,000 325,000 1.7 % 0.75 % 4.875% Notes due 2026 June 1, 2026 $ 599,997 599,997 3.1 % 4.88 % 4.125% Notes due 2026 October 15, 2026 $ 650,000 650,000 3.2 % 4.13 % 1.875% Notes due 2027 January 14, 2027 £ 250,000 317,700 1.6 % 1.88 % 3.000% Notes due 2027 January 15, 2027 $ 600,000 600,000 3.1 % 3.00 % 1.125% Notes due 2027 July 13, 2027 £ 400,000 508,320 2.6 % 1.13 % 3.950% Notes due 2027 August 15, 2027 $ 599,873 599,873 3.1 % 3.95 % 3.650% Notes due 2028 January 15, 2028 $ 550,000 550,000 2.8 % 3.65 % 3.400% Notes due 2028 January 15, 2028 $ 599,816 599,816 3.1 % 3.40 % 2.200% Notes due 2028 June 15, 2028 $ 499,959 499,959 2.6 % 2.20 % 4.700% Notes due 2028 December 15, 2028 $ 400,000 400,000 2.0 % 4.70 % 3.250% Notes due 2029 June 15, 2029 $ 500,000 500,000 2.6 % 3.25 % 3.100% Notes due 2029 December 15, 2029 $ 599,291 599,291 3.1 % 3.10 % 4.850% Notes due 2030 March 15, 2030 $ 600,000 600,000 3.1 % 4.85 % 3.160% Notes due 2030 June 30, 2030 £ 140,000 177,912 0.9 % 3.16 % 1.625% Notes due 2030 December 15, 2030 £ 400,000 508,320 2.6 % 1.63 % 3.250% Notes due 2031 January 15, 2031 $ 950,000 950,000 4.9 % 3.25 % 3.180% Notes due 2032 June 30, 2032 £ 345,000 438,426 2.2 % 3.18 % 5.625% Notes due 2032 October 13, 2032 $ 750,000 750,000 3.8 % 5.63 % 2.850% Notes due 2032 December 15, 2032 $ 699,655 699,655 3.6 % 2.85 % 1.800% Notes due 2033 March 15, 2033 $ 400,000 400,000 2.0 % 1.80 % 1.750% Notes due 2033 July 13, 2033 £ 350,000 444,780 2.3 % 1.75 % 4.900% Notes due 2033 July 15, 2033 $ 600,000 600,000 3.1 % 4.90 % 2.730% Notes due 2034 May 20, 2034 £ 315,000 400,302 2.0 % 2.73 % 5.875% Bonds due 2035 March 15, 2035 $ 250,000 250,000 1.3 % 5.88 % 3.390% Notes due 2037 June 30, 2037 £ 115,000 146,142 0.7 % 3.39 % 2.500% Notes due 2042 January 14, 2042 £ 250,000 317,700 1.6 % 2.50 % 4.650% Notes due 2047 March 15, 2047 $ 550,000 550,000 2.8 % 4.65 % Principal amount $ 16,383,189 83.9 % 3.55 % (1) Excludes our July 2023 issuances of €550 million senior unsecured notes due July 6, 2030 and €550 million senior unsecured notes due July 6, 2034. (2) In January 2023, we issued $500 million of 5.05% senior unsecured notes due January 13, 2026, which are callable at par on January 13, 2024. In conjunction with the pricing of these senior unsecured notes due January 2026, we executed three-year, fixed-to-variable interest rate swaps totaling $500 million, which are subject to the counterparties' right to terminate the swaps at any time following the 2026 notes par call date.
Q2 2023 Supplemental Operating & Financial Data 10 Debt Maturities as of June 30, 2023 (dollars in millions) Principal Due Credit Facility and Commercial Paper (1) Term Loans (2) Mortgages Payable Senior Unsecured Notes and Bonds (3) Total Weighted Average Expiring Interest Rate (4) 2023 $ 122.7 $ — $ 14.1 $ — $ 136.8 4.65 % 2024 — 250.0 740.5 850.0 1,840.5 4.48 % 2025 — — 43.9 1,050.0 1,093.9 4.23 % 2026 867.5 1,078.7 12.0 2,075.0 4,033.2 4.25 % 2027 — — 22.3 2,025.9 2,048.2 2.66 % Thereafter — — 3.5 10,382.3 10,385.8 3.50 % Totals $ 990.2 $ 1,328.7 $ 836.3 $ 16,383.2 $ 19,538.4 (1) Commercial paper borrowings matured in July 2023, while borrowings under the credit facility at June 30, 2023 are assumed to be repaid at the expiration in June 2026. As of June 30, 2023, we had $867.5 million of outstanding borrowings under our revolving credit facility, comprised of Sterling and Euro borrowings, and $122.7 million of outstanding borrowings under our commercial paper programs, consisting entirely of USD borrowings. (2) The maturity date for our 2023 multi-currency term loan assumes the two-twelve month extensions available at the company's option are fully exercised. (3) Excludes our July 2023 issuance of €550 million senior unsecured notes due July 2030 and €550 million senior unsecured notes due July 2034. (4) The weighted average interest rates for 2023 exclude commercial paper and for 2026 exclude the credit facility.
Q2 2023 Supplemental Operating & Financial Data 11 Capitalization & Financial Ratios (dollars in thousands, except as otherwise noted) Cash on Hand $ 253,693 Availability under Credit Facility 3,382,478 Less: Commercial Paper Borrowings (122,735) $ 3,513,436 (5) As applicable, liquidity calculation excludes borrowings under the $1.5 billion U.S Dollar-denominated commercial paper program and $1.5 billion Euro-denominated commercial paper program as of June 30, 2023. We use our unsecured revolving credit facility as a liquidity backstop for the repayment of the notes issued under these programs. Principal Debt Balance Credit Facility and Commercial Paper $ 990,257 Unsecured Term Loans 1,328,709 Senior Unsecured Notes and Bonds (1) 16,383,189 Mortgages Payable 836,311 Total Debt $ 19,538,466 Equity (in thousands, except per share data) Shares/Units Stock Price Market Value Common Stock (NYSE: "O") (2) 708,773 $ 59.79 $ 42,377,538 Common Units (3) 1,795 $ 59.79 $ 107,323 $ 42,484,861 Total Market Capitalization (4) $ 62,023,327 Debt/Total Market Capitalization (4) 31.5 % (1) Excludes our July 2023 issuances of €550 million senior unsecured notes due July 2030 and €550 million senior unsecured notes due July 2034. (2) As of August 3, 2023, ATM forward agreements for a total of 11.0 million shares remain unsettled with total expected net proceeds of approximately $651.4 million of which 6.1 million shares were executed in July 2023 (assuming full physical settlement of all outstanding shares of common stock, subject to such forward sale agreements and certain assumptions made with respect to settlement dates). (3) Consists of common units issued by Realty Income Limited Partnership and held by third parties. (4) Our enterprise value was $61.8 billion (total market capitalization less cash and cash equivalents as of June 30, 2023). The percentage for debt to enterprise value is materially consistent with that presented for total market capitalization. Dividend Data YTD 2023 YTD 2022 Year-over-Year Growth Rate Common Dividend Paid per Share $ 1.5165 $ 1.4805 2.4 % AFFO per Share (diluted) $ 1.98 $ 1.94 2.1 % AFFO Payout Ratio 76.6 % 76.3 % Liquidity as of June 30, 2023 (1) (2) (5) Capitalization as of June 30, 2023 Capital Structure as of June 30, 2023 Common Stock 68.5% Debt 31.5%
Q2 2023 Supplemental Operating & Financial Data 12 Adjusted EBITDAre & Coverage Ratios (dollars in thousands) Reconciliation of Net Income to Adjusted EBITDAre and Pro Forma Adjusted EBITDAre (1) Three months ended June 30, 2023 Net income $ 197,153 Interest 183,857 Income taxes 12,932 Depreciation and amortization 472,278 Provisions for impairment 29,815 Merger and integration-related costs 341 Gain on sales of real estate (7,824) Foreign currency and derivative losses, net 2,552 Proportionate share of adjustments from unconsolidated entities (411) Quarterly Adjusted EBITDAre $ 890,693 Annualized Adjusted EBITDAre $ 3,562,772 Annualized Pro Forma Adjustments (2) $ 87,712 Annualized Pro Forma Adjusted EBITDAre $ 3,650,484 Total debt per the consolidated balance sheet, excluding deferred financing costs and net premiums and discounts $ 19,538,466 Less: Cash and cash equivalents (253,693) Net Debt $ 19,284,773 Net Debt/Annualized Adjusted EBITDAre 5.4x Net Debt/Annualized Pro Forma Adjusted EBITDAre 5.3x (1) Adjusted EBITDAre, Annualized Adjusted EBITDAre, Pro Forma Adjusted EBITDAre, Annualized Pro Forma Adjusted EBITDAre, Net Debt/Annualized Adjusted EBITDAre and Net Debt/Annualized Pro Forma Adjusted EBITDAre are non-GAAP financial measures. Please see the Glossary for our definitions of these terms and an explanation of how we utilize these metrics. (2) The Annualized Pro Forma Adjustments, which include transaction accounting adjustments in accordance with U.S. GAAP, consist of adjustments to incorporate Adjusted EBITDAre from properties we acquired or stabilized during the applicable quarter and remove Adjusted EBITDAre from properties we disposed of during the applicable quarter, giving pro forma effect to all transactions as if they occurred at the beginning of the applicable period. Our calculation includes all adjustments consistent with the requirements to present Adjusted EBITDAre on a pro forma basis in accordance with Article 11 of Regulation S-X. The annualized Pro Forma Adjustments are consistent with the debt service coverage ratio calculated under financial covenants for our senior unsecured notes. The Annualized Pro Forma Adjustments consist of $87.5 million from properties we acquired or stabilized during the quarter and additional $0.2 million from properties we disposed of during the quarter. Debt Service & Fixed Charge Coverage 5.5 5.5 5.2 4.6 4.6 Q2 2022 Q3 2022 Q4 2022 Q1 2023 Q2 2023 0.0 1.0 2.0 3.0 4.0 5.0 6.0 7.0
Q2 2023 Supplemental Operating & Financial Data 13 Debt Covenants The following is a summary of the key financial covenants for our senior unsecured notes and bonds, as defined and calculated per their terms. These calculations, which are not based on U.S. GAAP measurements, are presented to investors to show our ability to incur additional debt under the terms of our senior unsecured notes and bonds as well as to disclose our current compliance with such covenants, and are not measures of our liquidity or performance. Required Actuals Limitation on incurrence of total debt ≤ 60% of adjusted assets 39.5% Limitation on incurrence of secured debt ≤ 40% of adjusted assets 1.8% Debt service and fixed charge coverage (trailing 12 months) (1) ≥ 1.5x 4.6x Maintenance of total unencumbered assets ≥ 150% of unsecured debt 259.8% (1) Our debt service coverage ratio is calculated on a pro forma basis for the preceding four-quarter period on the assumptions that: (i) the incurrence of any Debt (as defined in the covenants) incurred by us since the first day of such four-quarter period and the application of the proceeds therefrom (including to refinance other Debt since the first day of such four-quarter period), (ii) the repayment or retirement of any of our Debt since the first day of such four-quarter period, and (iii) any acquisition or disposition by us of any asset or group since the first day of such four quarters had in each case occurred on July 1, 2022, and subject to certain additional adjustments. Such pro forma ratio has been prepared on the basis required by that debt service covenant, reflects various estimates and assumptions and is subject to other uncertainties, and therefore does not purport to reflect what our actual debt service coverage ratio would have been had transactions referred to in clauses (i), (ii) and (iii) of the preceding sentence occurred as of July 1, 2022, nor does it purport to reflect our debt service coverage ratio for any future period. As of June 30, 2023
Q2 2023 Supplemental Operating & Financial Data 14 Investment Summary Number of Properties Investment ($ in millions) Cash Rents ($ in millions) Leasable Square Feet (in thousands) Initial Weighted Average Cash Lease Yield (1) Weighted Average Lease Term (Years) Q1 2023 Acquisitions - U.S. 197 $ 1,048.9 $ 73.9 5,926 7.0 % 10.0 Acquisitions - Europe 20 389.7 29.0 2,437 7.6 % 12.6 Total acquisitions 217 1,438.6 102.9 8,363 7.2 % 10.7 Properties under development (2)(3) 122 235.6 14.0 2,319 6.0 % 14.8 Total real estate investments 339 $ 1,674.2 $ 116.9 10,682 7.0 % 11.2 Approximately 42.0% of the annualized contractual rent generated by these investments is from our Investment Grade Clients (4) Q2 2023 Acquisitions - U.S. 550 $ 2,360.0 $ 161.3 6,557 6.8 % 18.6 Acquisitions - Europe 11 399.0 28.0 1,744 7.2 % 5.9 Total acquisitions 561 2,759.0 189.3 8,301 6.9 % 16.7 Properties under development (2)(3) 149 334.3 23.1 4,809 6.9 % 17.6 Total real estate investments 710 $ 3,093.3 $ 212.4 13,110 6.9 % 16.8 Approximately 17.7% of the annualized contractual rent generated by these investments is from our Investment Grade Clients (4) YTD 2023 Acquisitions - U.S. 747 $ 3,408.9 $ 235.2 12,483 6.9 % 15.9 Acquisitions - Europe 31 788.7 57.0 4,181 7.4 % 9.3 Total acquisitions 778 4,197.6 292.2 16,664 7.0 % 14.6 Properties under development (2)(3) 219 569.9 37.1 5,635 6.5 % 16.5 Total real estate investments 997 $ 4,767.5 $ 329.3 22,299 6.9 % 14.8 Approximately 26.4% of the annualized contractual rent generated by these investments is from our Investment Grade Clients (4) (1) Initial weighted average cash lease yield is a supplemental operating measure. Please see the Glossary for our definition of this metric. Contractual net operating income used in the calculation of initial weighted average cash lease yield for the three and six months ended June 30, 2023 includes approximately $0.8 million and $1.5 million, respectively, received as settlement credits as reimbursement of free rent periods. (2) Includes investments during the period in new development and development of existing properties. Cash rents noted reflect total cash rents to be received on this investment amount upon completion of the properties under development. (3) The three and six months ended June 30, 2023 includes £4.9 million and £8.7 million, respectively, relating to three U.K. development properties and €10.2 million of investment in one Spain development property, converted at the applicable exchange rates on the funding dates. (4) Please see the Glossary for our definition of Investment Grade Clients.
Q2 2023 Supplemental Operating & Financial Data 15 Disposition Summary (dollars in thousands) Number of Properties Net Book Value Net Sales Proceeds Net Cash Capitalization Rate (1) Q1 2023 Occupied — $ — $ — — % Vacant 26 24,316 28,595 — Total real estate dispositions 26 $ 24,316 $ 28,595 The unlevered internal rate of return on properties sold during the first quarter was 5.7% (2) Q2 2023 Occupied 1 $ 4,790 $ 6,624 2.9 % Vacant 28 19,251 25,241 — Total real estate dispositions 29 $ 24,041 $ 31,865 The unlevered internal rate of return on properties sold during the second quarter was 5.5% (2) YTD 2023 Occupied 1 $ 4,790 $ 6,624 2.9 % Vacant 54 43,567 53,836 — Total real estate dispositions (3) 55 $ 48,357 $ 60,460 The unlevered internal rate of return on properties sold during the first six months was 5.6% (2) (1) Net cash capitalization rate is a supplemental operating measure. Please see the Glossary for our definition of this metric. (2) Excludes properties disposed from the legacy VEREIT portfolio.
Q2 2023 Supplemental Operating & Financial Data 16 Development Pipeline (dollars in thousands) Retail Number of Properties Investment to Date Estimated Remaining Investment Total Commitment Percent Funded Percent Leased (1) New development (2) 215 $ 306,359 $ 573,780 $ 880,139 (3) 35 % 100 % Development of existing properties 10 8,278 10,992 19,270 43 % 96 % 225 $ 314,637 $ 584,772 $ 899,409 35 % Non-Retail Number of Properties Investment to Date Estimated Remaining Investment Total Commitment Percent Funded Percent Leased (1) New development (2) 14 $ 108,084 $ 180,149 $ 288,232 (4) 37 % 41 % Development of existing properties — — — — — % — % 14 $ 108,084 $ 180,149 $ 288,232 37 % Total Number of Properties Investment to Date Estimated Remaining Investment Total Commitment Percent Funded Percent Leased (1) New development (2) 229 $ 414,443 $ 753,929 $ 1,168,371 (3) 35 % 58 % Development of existing properties 10 8,278 10,992 19,270 43 % 96 % 239 $ 422,721 $ 764,921 $ 1,187,641 36 % (1) Represents percentage of square footage tied to executed leases. Estimated rental revenue commencement dates on properties under development are between July 2023 and July 2024. (2) Includes build-to-suit developments and forward take-out commitments on development properties with leases in place. (3) Includes two U.K. build-to-suit developments totaling £30.3 million. (4) Includes one Spain unleased development totaling €86.6 million. As of June 30, 2023
Q2 2023 Supplemental Operating & Financial Data 17 Our Top 20 Clients Our 20 largest clients based on percentage of total portfolio annualized contractual rent, which does not give effect to deferred rent, at June 30, 2023, include the following: Our Investment Grade Clients (3) Number of Leases 6,151 Percentage of Total Portfolio Annualized Contractual Rent 39.7% Weighted Average EBITDAR/Rent Ratio on Retail Properties 2.9x (2) Median EBITDAR/Rent Ratio on Retail Properties 2.8x (2) (1) Amounts for each client are calculated independently; therefore, the individual percentages may not sum to the total. (2) Based on an analysis of the most recently provided information from all retail clients that provide such information. We do not independently verify the information we receive from our retail clients. Client Diversification Ranking Client Number of Leases Percentage of Total Portfolio Annualized Contractual Rent (1) Investment Grade Ratings (S&P/Moody's/Fitch) 1 Dollar General 1,579 3.8% BBB/Baa2/- 2 Walgreens 362 3.8 BBB/-/- 3 Dollar Tree / Family Dollar 1,162 3.3 BBB/Baa2/- 4 7-Eleven 634 3.2 A/Baa2/- 5 EG Group Limited 414 2.7 — 6 Wynn Resorts 1 2.7 — 7 FedEx 79 2.3 BBB/Baa2/- 8 B&Q (Kingfisher) 45 1.9 BBB/Baa2/BBB 9 Sainsbury's 35 1.9 — 10 LA Fitness 73 1.8 — 11 BJ's Wholesale Clubs 33 1.6 — 12 Lifetime Fitness 22 1.5 — 13 CVS Pharmacy 192 1.5 BBB/Baa2/- 14 Wal-Mart / Sam's Club 67 1.5 AA/Aa2/AA 15 Tractor Supply 184 1.4 BBB/Baa1/- 16 Tesco 20 1.3 BBB-/Baa3/BBB- 17 AMC Theaters 35 1.3 — 18 Red Lobster 200 1.2 — 19 Regal Cinemas (Cineworld) 35 1.1 — 20 Lowe's 40 1.1 BBB+/Baa1/- Total 5,212 40.8% (3) Please see the Glossary for our definition of Investment Grade Clients. 32.2% 50.3% 7.5% 10.0% Investment Grade, Retail Non-Investment Grade or Non-Rated, Retail Investment Grade, Non-Retail Non-Investment Grade or Non-Rated, Non-Retail
Q2 2023 Supplemental Operating & Financial Data 18 (1)Top 10 Industries Percentage of Total Portfolio Annualized Contractual Rent As of Jun 30, Dec 31, Dec 31, Dec 31, Dec 31, 2023 2022 2021 2020 2019 Convenience Stores 11.1% 8.6 9.1 11.9 12.3 Grocery 9.9 10.0 10.2 9.8 7.9 Dollar Stores 7.1 7.4 7.5 7.6 7.9 Home Improvement 5.9 5.6 5.1 4.3 2.9 Drug Stores 5.8 5.7 6.6 8.2 8.8 Restaurants-Quick Service 5.5 6.0 6.6 5.3 5.8 Restaurants-Casual Dining 4.8 5.1 5.9 2.8 3.2 Health and Fitness 4.2 4.4 4.7 6.7 7.0 Automotive Service 4.0 4.0 3.2 2.7 2.6 General Merchandise 3.7 3.7 3.7 3.4 2.5 (1) The presentation of Top 10 Industries combines total portfolio contractual rent from the U.S. and Europe. Europe consists of properties in the U.K., starting in May 2019, in Spain, starting in September 2021, in Italy, starting in October 2022, and in Ireland, starting in June 2023. Certain of the Top 10 Industries include both U.S. and Europe percentages for which the Europe percentages are included in the 'Europe-other' classification in the Industry Diversification table beginning on page 19.
Q2 2023 Supplemental Operating & Financial Data 19 Percentage of Total Portfolio Annualized Contractual Rent As of Jun 30, Dec 31, Dec 31, Dec 31, Dec 31, 2023 2022 2021 2020 2019 United States Aerospace 0.3% 0.4% 0.4% 0.6% 0.8% Apparel stores 1.5 1.4 1.5 1.3 1.1 Automotive collision services 1.1 0.9 1.0 1.1 1.0 Automotive parts 1.2 1.3 1.5 1.6 1.6 Automotive service 4.0 4.0 3.2 2.7 2.6 Automotive tire services 1.5 1.5 1.8 2.0 2.1 Beverages 0.9 1.0 1.3 2.1 2.0 Child care 1.3 1.4 1.5 2.1 2.1 Consumer electronics 0.5 0.6 0.6 0.3 0.3 Consumer goods 0.5 0.6 0.7 0.6 0.6 Convenience stores 11.1 8.6 9.1 11.9 12.3 Crafts and novelties 0.9 0.9 1.0 0.9 0.6 Diversified industrial 0.8 0.8 1.0 0.8 0.7 Dollar stores 7.1 7.4 7.5 7.6 7.9 Drug stores 5.6 5.6 6.6 8.2 8.8 Education 0.2 0.2 0.1 0.2 0.2 Energy 0.3 0.3 0.4 — — Entertainment 0.9 0.8 0.8 0.3 0.3 Equipment services 0.3 0.3 0.3 0.3 0.4 Financial services 1.5 1.8 2.0 1.8 2.0 Food processing 0.4 0.4 0.7 0.7 0.7 Gaming 2.7 2.9 — — — General merchandise 3.1 3.2 3.5 3.4 2.5 Grocery stores 4.5 4.7 4.9 4.9 5.2 Health and fitness 4.1 4.4 4.7 6.7 7.0 Health care 3.0 3.0 1.9 1.5 1.6 Home furnishings 2.0 2.1 2.2 0.7 0.8 Home improvement 3.4 3.5 3.1 3.1 2.9 Industry Diversification
Q2 2023 Supplemental Operating & Financial Data 20 Percentage of Total Portfolio Annualized Contractual Rent As of Jun 30, Dec 31, Dec 31, Dec 31, Dec 31, 2023 2022 2021 2020 2019 Motor vehicle dealerships 1.5 1.4 1.3 1.6 1.6 Other manufacturing 0.5 0.5 0.5 0.4 0.6 Packaging 0.6 0.5 0.6 0.9 0.8 Pet supplies and services 1.0 1.0 0.9 0.7 0.7 Restaurants - casual dining 4.8 5.1 5.9 2.8 3.2 Restaurants - quick service 5.3 5.8 6.5 5.3 5.8 Sporting goods 1.2 1.3 1.5 0.7 0.8 Theaters 2.5 2.9 3.4 5.6 6.1 Transportation services 2.6 2.9 3.4 3.9 4.3 Wholesale clubs 2.1 2.3 2.5 2.4 2.5 Other 1.3 1.4 1.7 2.1 2.8 Total United States 88.1% 89.1% 91.5% 93.8% 97.3% Europe (1) General merchandise 0.6% 0.5% 0.2% —% —% Grocery stores 5.4 5.3 5.3 4.9 2.7 Home improvement 2.5 2.1 2.0 1.2 — Sporting goods 0.4 0.4 * — — Wholesale clubs 0.4 0.4 — — — Other 2.6 2.2 1.0 0.1 * Total Europe 11.9% 10.9% 8.5% 6.2% 2.7% Totals 100.0% 100.0% 100.0% 100.0% 100.0% * Less than 0.1% (1) Europe consists of properties in the U.K., starting in May 2019, in Spain, starting in September 2021, in Italy, starting in October 2022, and in Ireland, starting in June 2023. Industry Diversification (Cont'd)
Q2 2023 Supplemental Operating & Financial Data 21 Geographic Diversification Balanced presence in 50 states, Puerto Rico, the United Kingdom, Spain, Italy and Ireland Top Ten Regions Based on Total Portfolio Annualized Contractual Rent United Kingdom 10.5% Texas 10.1% California 5.6% Florida 5.3% Illinois 5.1% Massachusetts 4.8% Ohio 4.1% Georgia 3.4% New York 3.1% North Carolina 2.9% 1.8% 0.1% 1.9% 1.0% 5.6% 1.1% 0.7% 0.1% 5.3% 3.4% 0.2% 0.1% 5.1% 2.6% 0.9% 1.0% 1.6% 2.0% 0.6% 1.2% 4.8% 2.6% 1.8% 1.2% 1.9% 0.1% 0.3% 0.9% 0.5% 1.5% 0.5% 3.1% 2.9% 0.2% 4.1% 1.6% 0.4% 2.4% 0.2% 1.8% 0.2% 2.4% 10.1% 0.5% 0.1% 2.3% 0.9% 0.3% 2.0% 0.1% 0.1% 10.5% 0.9% 0.4% Puerto Rico Spain United Kingdom Italy As of June 30, 2023 Ireland 0.1%
Q2 2023 Supplemental Operating & Financial Data 22 Property Type Composition (dollars in thousands) Property Type Number of Properties Approximate Leasable Square Feet (1) Total Portfolio Annualized Contractual Rent as of June 30, 2023 Percentage of Total Portfolio Annualized Contractual Rent as of June 30, 2023 Percentage of Annualized Contractual Rent from Our Investment Grade Clients (2) Retail 12,722 166,983,000 $ 3,097,985 82.5 % 39.0 % Industrial 358 82,978,500 492,865 13.1 56.8 Gaming 1 3,096,700 100,000 2.7 — Other (3) 37 2,411,200 64,592 1.7 5.5 Totals 13,118 255,469,400 $ 3,755,442 100.0 % 39.7 % (1) Includes leasable building square footage. Excludes 2,962 acres of leased land categorized as agriculture at June 30, 2023. (2) Please see the Glossary for our definition of Investment Grade Clients. (3) "Other" includes 27 properties classified as agriculture, consisting of approximately 272,400 leasable square feet and $37.4 million in annualized contractual rent and 10 properties classified as office, consisting of approximately 2.1 million leasable square feet and $27.2 million in annualized contractual rent. Retail 82.5% Industrial 13.1% Gaming 2.7% Other 1.7% (3)
Q2 2023 Supplemental Operating & Financial Data 23 Q2 2023 Same Store Rental Revenue Number of properties 10,685 Square footage 190,150,496 Q2 2023 $ 718,768 Q2 2022 $ 704,886 Change (in dollars) $ 13,882 Change (percent) 2.0 % YTD 2023 Same Store Rental Revenue Number of properties 10,685 Square footage 190,150,496 YTD 2023 $ 1,435,311 YTD 2022 $ 1,420,152 Change (in dollars) $ 15,159 Change (percent) 1.1 % Same Store Rental Revenue (1) (dollars in thousands) Top 3 Industries Contributing to the Change (2) Three months ended June 30, Industry 2023 2022 $ Change % Change Health and Fitness $ 36,896 $ 33,347 $ 3,549 10.6 % Theaters 25,648 22,677 2,971 13.1 % Grocery 72,876 71,680 1,196 1.7 % Top 3 Industries Contributing to the Change (2) Six months ended June 30, Industry 2023 2022 $ Change % Change Health and Fitness $ 70,821 $ 66,669 $ 4,152 6.2 % Restaurants-Quick Service 95,184 98,733 (3,549) (3.6) % Grocery 145,604 143,249 2,355 1.6 % For purposes of comparability, same store rental revenue is presented on a constant currency basis using the applicable exchange rate as of June 30, 2023 of 1.27 GBP/ USD and 1.09 EUR/USD. None of the properties in Italy and Ireland met our same store pool definition for the periods presented. (1) Please see the Glossary to see definitions of our Same Store Pool and Same Store Rental Revenue. (2) Top 3 industry contributors are based on absolute value of net change period over period.
Q2 2023 Supplemental Operating & Financial Data 24 Same Store Rental Revenue (1) (Cont'd) (dollars in thousands) Three months ended June 30, Six months ended June 30, Property Type 2023 2022 $ Change % Change 2023 2022 $ Change % Change Retail $ 608,913 $ 597,409 $ 11,504 1.9 % $ 1,215,950 $ 1,204,677 $ 11,273 0.9 % Industrial 99,728 97,453 2,275 2.3 % 199,113 195,408 3,705 1.9 % Other (2) 10,127 10,024 103 1.0 % 20,248 20,067 181 0.9 % Total $ 718,768 $ 704,886 $ 13,882 2.0 % $ 1,435,311 $ 1,420,152 $ 15,159 1.1 % Same Store Rental Revenue by Property Type Reconciliation of Same Store Rental Revenue to Rental Revenue (including reimbursable) Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Same store rental revenue $ 718,768 $ 704,886 $ 1,435,311 $ 1,420,152 Constant currency adjustment (3) (1,411) (1,002) (5,534) 2,278 Straight-line rent and other non-cash adjustments (7,912) 3,933 (6,078) 12,188 Contractually obligated reimbursements by our clients 87,804 41,044 147,595 84,930 Revenue from excluded properties (1) 197,273 47,845 345,276 74,601 Other excluded revenue (4) 767 4,094 4,008 6,216 Rental revenue (including reimbursable) $ 995,289 $ 800,800 $ 1,920,578 $ 1,600,365 (1) Please see the Glossary to see our definitions of the Same Store Pool and Same Store Rental Revenue. (2) "Other" includes properties classified as agriculture and office. (3) For purposes of comparability, same store rental revenue is presented on a constant currency basis using the applicable exchange rate as of June 30, 2023 of 1.27 GBP/ USD and 1.09 EUR/USD. None of the properties in Italy and Ireland met our same store pool definition for the periods presented. (4) "Other excluded revenue" primarily consists of reimbursements for tenant improvements and rental revenue that is not contractual base rent such as lease termination settlements.
Q2 2023 Supplemental Operating & Financial Data 25 By Property Occupied properties 12,981 Total properties 13,118 Occupancy (1) 99.0 % By Square Footage Occupied square footage 252,586,155 Total square footage 255,469,446 Occupancy 98.9 % By Rental Revenue (Economic Occupancy) Quarterly cash rental revenue (2) $ 908,717 Quarterly cash vacant rental revenue (3) $ 8,802 Occupancy 99.0 % Change in Occupancy Vacant properties at 3/31/2023 131 Lease expirations (4) + 216 Leasing activity (5) - 182 Vacant dispositions (6) - 28 Vacant properties at 6/30/2023 137 (1) Excludes properties with ancillary leases only, such as cell towers and billboards. (2) Does not include reserves and reserve reversals recorded as adjustments to rental revenue. (3) Based on contractual monthly rental revenue received immediately preceding the date of vacancy. (4) Includes scheduled and unscheduled expirations (including leases rejected in bankruptcy), as well as future expirations resolved in the periods indicated above. (5) Excludes 19 minority unit leases with no property-level vacancy impact. Please see page 26 for additional detail on re-leasing activity. (6) Includes 23 properties vacant at the beginning of the quarter. Occupancy as of June 30, 2023 (dollars in thousands) Occupancy by Number of Properties 98.5% 98.8% 98.5% 98.6% 98.9% 98.9% 99.0% 99.0% 99.0% Q2 2021 Q3 2021 Q4 2021 Q1 2022 Q2 2022 Q3 2022 Q4 2022 Q1 2023 Q2 2023 90.0% 91.0% 92.0% 93.0% 94.0% 95.0% 96.0% 97.0% 98.0% 99.0%
Q2 2023 Supplemental Operating & Financial Data 26 Leasing Activity (dollars in thousands) Q2 2023 Re-leased to New Client Re-leased to Without After a Period Re-leasing Same Client Vacancy of Vacancy Totals Prior cash rents $ 46,075 $ 326 $ 3,625 $ 50,026 New cash rents* $ 48,651 $ 327 $ 2,745 $ 51,723 Recapture rate 105.6 % 100.3 % 75.7 % 103.4 % Number of leases 188 2 11 201 Average months vacant — — 12.9 0.7 Lease incentives (1) $ — $ — $ — $ — *Percentage of Total Portfolio Annualized Contractual Rent: 1.4 % (1) Lease incentives are defined as capital outlays made on behalf of a client that are specific to the client's use and benefit, and are not capitalized as improvements to the property. YTD 2023 Re-leased to New Client Re-leased to Without After a Period Re-leasing Same Client Vacancy of Vacancy Totals Prior cash rents $ 79,870 $ 882 $ 4,793 $ 85,545 New cash rents* $ 83,176 $ 973 $ 3,696 $ 87,845 Recapture rate 104.1 % 110.3 % 77.1 % 102.7 % Number of leases 356 4 17 377 Average months vacant — — 13.4 0.6 Lease incentives (1) $ 120 $ — $ 86 $ 206 *Percentage of Total Portfolio Annualized Contractual Rent: 2.3 % Allocation Based on Number of Leases 94% 6% Same Client New Client Allocation Based on Number of Leases 94% 6% Same Client New Client
Q2 2023 Supplemental Operating & Financial Data 27 (1) This table sets forth the timing of remaining lease term expirations in our portfolio (excluding rights to extend a lease at the option of the client) and their contributions to annualized contractual rent as of June 30, 2023. Leases on our multi-client properties are counted separately in the table above. This table excludes 196 vacant units. (2) Of the 13,827 in-place leases in the portfolio, which excludes 196 vacant units, 11,636 or 84.2% were under leases that provide for increases in rents through: base rent increases tied to inflation (typically subject to ceilings), percentage rent based on a percentage of the clients’ gross sales, fixed increases, or a combination of two or more of the aforementioned rent provisions. Our leases have a weighted average remaining lease term of approximately 9.6 years. Lease Expirations (dollars in thousands) Total Portfolio (1)(2) Total Portfolio Approx. Annualized Contractual Percentage of Total Expiring Leases Leasable Rent as of Portfolio Annualized Year Retail Non-Retail Sq. Feet June 30, 2023 Contractual Rent 2023 290 4 2,399,900 $ 41,120 1.1 % 2024 640 30 11,722,100 135,249 3.6 2025 902 36 14,547,300 207,867 5.5 2026 842 33 16,660,200 197,022 5.2 2027 1,421 36 22,388,600 290,526 7.7 2028 1,470 54 27,542,000 331,018 8.8 2029 1,012 25 21,926,900 270,987 7.2 2030 585 20 15,789,100 187,762 5.0 2031 540 39 22,238,400 257,989 6.9 2032 969 33 17,739,300 255,151 6.8 2033 672 16 15,579,600 197,693 5.4 2034 578 7 10,565,900 221,600 5.9 2035 430 3 5,222,900 113,601 3.0 2036 424 8 7,737,200 140,243 3.7 2037 504 9 8,607,300 135,066 3.6 2038-2143 2,128 67 31,919,500 772,548 20.6 Totals 13,407 420 252,586,200 $ 3,755,442 100.0 %
Q2 2023 Supplemental Operating & Financial Data 28 Earnings Guidance Summarized below are approximate estimates of the key components of our 2023 earnings guidance: Prior 2023 Guidance (1) Revised 2023 Guidance Net income per share $1.22 to $1.32 $1.20 to $1.28 Real estate depreciation and impairments per share $2.87 $2.90 Other adjustments per share (2) $(0.03) $(0.03) Normalized FFO per share (3) $4.05 to $4.15 $4.07 to $4.15 AFFO per share (3) $3.94 to $4.03 $3.96 to $4.01 Same store rent growth Over 1.25% Over 1.25% Occupancy Over 98% Over 98% Cash G&A expenses (% of revenues) (4)(5) 2.9% - 3.4% 2.9% - 3.4% Property expenses (non-reimbursable) (% of revenues) (4) 1.0% - 1.4% 1.0% - 1.3% Income tax expenses $55 to $65 million $55 to $65 million Acquisition volume Over $6.0 billion Over $7.0 billion (1) As issued on May 3, 2023. (2) Includes gain on sales of properties and merger and integration-related costs. (3) Normalized FFO per share and AFFO per share exclude merger and integration-related costs associated with our merger with VEREIT. Per share amounts may not add due to rounding. (4) Revenue excludes contractually obligated reimbursements by our clients. Cash G&A expenses excludes stock-based compensation expense. (5) G&A expenses inclusive of stock-based compensation expense as a percentage of rental revenue, excluding reimbursements, is expected to be approximately 3.6% - 4.1% in 2023. This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended. When used in this presentation, the words “estimated,” “anticipated,” “expect,” “believe,” “intend,” “continue,” “should,” “may,” “likely,” “plans,” and similar expressions are intended to identify forward-looking statements. Forward- looking statements include discussions of our business and portfolio (including our growth strategies and our intention to acquire or dispose of additional domestic and international properties and the timing of these acquisitions and dispositions), re-lease, re- development and speculative development of properties and expenditures related thereto; future operations and results; the announcement of operating results, strategy, plans, settlement of shares of common stock sold pursuant to forward sale confirmations under our ATM program, dividends, guidance, and the intentions of management; and trends in our business, including trends in the market for long-term net leases of freestanding, single-client properties. Forward-looking statements are subject to risks, uncertainties, and assumptions about us, which may cause our actual future results to differ materially from expected results. Some of the factors that could cause actual results to differ materially are, among others, our continued qualification as a REIT; general domestic and foreign business, economic, or financial conditions; competition; fluctuating interest and currency rates; inflation and its impact on our clients and us; access to debt and equity capital markets and other sources of funding; continued volatility and uncertainty in the credit markets and broader financial markets; other risks inherent in the real estate business including our clients' defaults under leases, increased client bankruptcies, potential liability relating to environmental matters, illiquidity of real estate investments, and potential damages from natural disasters; impairments in the value of our real estate assets; changes in domestic and foreign income tax laws and rates; our clients' solvency; property ownership through joint ventures and partnerships which may limit control of the underlying investments; current or future epidemics or pandemics, measures taken to limit their spread, the impacts on us, our business, our clients (including those in the theater and fitness industries), and the economy generally; the loss of key personnel; the outcome of any legal proceedings to which we are a party or which may occur in the future; acts of terrorism and war; any effects of uncertainties regarding whether the anticipated benefits or results of our merger with VEREIT, Inc. will be achieved; and those additional risks and factors discussed in our reports filed with the U.S. Securities and Exchange Commission. Readers are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements are not guarantees of future plans and performance and speak only as of the date of this presentation. Actual plans and operating results may differ materially from what is expressed or forecasted in this presentation. We do not undertake any obligation to update forward-looking statements or publicly release the results of any forward-looking statements that may be made to reflect events or circumstances after the date these statements were made.
Q2 2023 Supplemental Operating & Financial Data 29 Analyst Coverage Equity Research Baird Wes Golladay wgolladay@rwbaird.com (216) 737-7510 Bank of America Securities Joshua Dennerlein joshua.dennerlein@bofa.com (646) 855-1681 BNP Paribas Exane Nate Crossett nate.crossett@exanebnpparibas.com (646) 725-3716 BTIG Michael Gorman mgorman@btig.com (212) 738-6138 Citigroup Nicholas Joseph nicholas.joseph@citi.com (212) 816-1909 Credit Suisse Tayo Okusanya tayo.okusanya@credit-suisse.com (212) 325-1402 Edward Jones James Shanahan jim.shanahan@edwardjones.com (314) 515-5292 Goldman Sachs Caitlin Burrows caitlin.burrows@gs.com (212) 902-4736 Green Street Spenser Allaway sallaway@greenstreetadvisors.com (949) 640-8780 Janney Montgomery Scott Robert Stevenson robstevenson@janney.com (646) 840-3217 Jefferies Linda Tsai ltsai@jefferies.com (212) 778-8011 J.P. Morgan Anthony Paolone anthony.paolone@jpmorgan.com (212) 622-6682 Mizuho Haendel St. Juste haendel.st.juste@us.mizuho-sc.com (212) 205-7860 Morgan Stanley Ronald Kamdem ronald.kamdem@morganstanley.com (212) 269-8319 Raymond James RJ Milligan rjmilligan@raymondjames.com (727) 567-2585 RBC Capital Markets Brad Heffern brad.heffern@rbccm.com (512) 708-6311 Scotiabank Greg McGinniss greg.mcginniss@scotiabank.com (212) 225-6906 Stifel Simon Yarmak yarmaks@stifel.com (443) 224-1345 UBS Michael Goldsmith michael.goldsmith@ubs.com (212) 713-2951 Wolfe Research Andrew Rosivach arosivach@wolferesearch.com (646) 582-9250 Realty Income is covered by the analysts at the firms listed above. This list may not be complete and is subject to change. Please note that any opinions, estimates or forecasts regarding Realty Income's performance made by these analysts are theirs alone and do not represent opinions, estimates or forecasts of Realty Income or its management. Realty Income does not by its reference above or distribution imply, and expressly disclaims, any endorsement of or concurrence with any information, estimates, forecasts, opinions, conclusions or recommendations provided by analysts.
Q2 2023 Supplemental Operating & Financial Data 30 Glossary Adjusted EBITDAre. The National Association of Real Estate Investment Trusts (Nareit) established an EBITDA metric for real estate companies (i.e., EBITDA for real estate, or EBITDAre) it believed would provide investors with a consistent measure to help make investment decisions among certain REITs. Our definition of “Adjusted EBITDAre” is generally consistent with the Nareit definition, other than our adjustment to remove foreign currency and derivative gain and loss, excluding the gain and loss from the settlement of foreign currency forwards not designated as hedges (which is consistent with our previous calculations of "Adjusted EBITDAre"). We define Adjusted EBITDAre, a non-GAAP financial measure, for the most recent quarter as earnings (net income) before (i) interest expense, including non-cash loss (gain) on swaps, (ii) income and franchise taxes, (iii) real estate depreciation and amortization, (iv) provisions for impairment, (v) merger and integration-related costs, (vi) gain on sales of real estate, (vii) foreign currency and derivative gain and loss, net, and (viii) our proportionate share of adjustments from unconsolidated entities. Our Adjusted EBITDAre may not be comparable to Adjusted EBITDAre reported by other companies or as defined by Nareit, and other companies may interpret or define Adjusted EBITDAre differently than we do. Management believes Adjusted EBITDAre to be a meaningful measure of a REIT’s performance because it provides a view of our operating performance, analyzes our ability to meet interest payment obligations before the effects of income tax, depreciation and amortization expense, provisions for impairment, gain on sales of real estate and other items, as defined above, that affect comparability, including the removal of non-recurring and non- cash items that industry observers believe are less relevant to evaluating the operating performance of a company. In addition, EBITDAre is widely followed by industry analysts, lenders, investors, rating agencies, and others as a means of evaluating the operational cash generating capacity of a company prior to servicing debt obligations. Management also believes the use of an annualized quarterly Adjusted EBITDAre metric is meaningful because it represents our current earnings run rate for the period presented. The ratio of our total debt to our annualized quarterly Adjusted EBITDAre is also used to determine vesting of performance share awards granted to our executive officers. Adjusted EBITDAre should be considered along with, but not as an alternative to, net income as a measure of our operating performance. Adjusted Funds From Operations (AFFO), a non-GAAP financial measure, is defined as FFO adjusted for unique revenue and expense items, which we believe are not as pertinent to the measurement of our ongoing operating performance. Most companies in our industry use a similar measurement to AFFO, but they may use the term "CAD" (for Cash Available for Distribution) or "FAD" (for Funds Available for Distribution). We believe AFFO provides useful information to investors because it is a widely accepted industry measure of the operating performance of real estate companies that is used by industry analysts and investors who look at and compare those companies. In particular, AFFO provides an additional measure to compare the operating performance of different REITs without having to account for differing depreciation assumptions and other unique revenue and expense items which are not pertinent to measuring a particular company’s ongoing operating performance. Therefore, we believe that AFFO is an appropriate supplemental performance metric, and that the most appropriate GAAP performance metric to which AFFO should be reconciled is net income available to common stockholders. Annualized Adjusted EBITDAre, a non-GAAP financial measure, is calculated by annualizing Adjusted EBITDAre. Annualized Pro Forma Adjusted EBITDAre, a non-GAAP financial measure, is defined as Adjusted EBITDAre, which includes transaction accounting adjustments in accordance with U.S. GAAP, consists of adjustments to incorporate Adjusted EBITDAre from properties we acquired or stabilized during the applicable quarter and removes Adjusted EBITDAre from properties we disposed of during the applicable quarter, giving pro forma effect to all transactions as if they occurred at the beginning of the applicable quarter. Our calculation includes all adjustments consistent with the requirements to present Adjusted EBITDAre on a pro forma basis in accordance with Article 11 of Regulation S-X. The annualized pro forma adjustments are consistent with the debt service coverage ratio calculated under financial covenants for our senior unsecured notes and bonds. See page 13 for further information regarding our debt covenants.
Q2 2023 Supplemental Operating & Financial Data 31 Glossary (Cont'd) Funds From Operations (FFO), a non-GAAP financial measure, consistent with the Nareit definition, is net income available to common stockholders, plus depreciation and amortization of real estate assets, plus provisions for impairments of depreciable real estate assets, and reduced by gain on property sales. Presentation of the information regarding FFO and AFFO (described on pages 5 and 6) is intended to assist the reader in comparing the operating performance of different REITs, although it should be noted that not all REITs calculate FFO and AFFO in the same way, so comparisons with other REITs may not be meaningful. FFO and AFFO should not be considered alternatives to reviewing our cash flows from operating, investing, and financing activities. In addition, FFO and AFFO should not be considered measures of liquidity, of our ability to make cash distributions, or of our ability to pay interest payments. We consider FFO to be an appropriate supplemental measure of a REIT’s operating performance as it is based on a net income analysis of property portfolio performance that adds back items such as depreciation and impairments for FFO. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT using historical accounting for depreciation could be less informative. The use of FFO is recommended by the REIT industry as a supplemental performance measure. In addition, FFO is used as a measure of our compliance with the financial covenants of our credit facility. Initial Weighted Average Cash Lease Yield (acquisitions) is computed as contractual cash net operating income for the first twelve months following the acquisition date, divided by the total cost of the property (including all expenses borne by us). Investment Grade Clients are our clients with a credit rating, and our clients that are subsidiaries or affiliates of companies with a credit rating, as of the balance sheet date, of Baa3/BBB- or higher from one of the three major rating agencies (Moody’s/S&P/Fitch). Net Cash Capitalization Rates (dispositions) are computed as annualized current month contractual cash net operating income, divided by the net proceeds received upon sale of the property (including all expenses borne by us). Net Debt/Annualized Adjusted EBITDAre, a ratio used by management as a measure of leverage, is calculated as net debt (which we define as total debt per our consolidated balance sheet, excluding deferred financing costs and net premiums and discounts, less cash and cash equivalents), divided by Annualized Adjusted EBITDAre. Net Debt/Annualized Pro Forma Adjusted EBITDAre, a ratio used by management as a measure of leverage, is calculated as net debt (which we define as total debt per our consolidated balance sheet, excluding deferred financing costs and net premiums and discounts, less cash and cash equivalents), divided by Annualized Pro Forma Adjusted EBITDAre. Normalized Funds from Operations Available to Common Stockholders (Normalized FFO), a non-GAAP financial measure, is FFO excluding merger and integration-related costs associated with our merger with VEREIT. Same Store Pool, for purposes of determining the properties used to calculate our same store rental revenue, includes all properties that we owned for the entire year-to-date period, for both the current and prior year except for properties during the current or prior year that were: (i) vacant at any time, (ii) under development or redevelopment, or (iii) involved in eminent domain and rent was reduced. Same Store Rental Revenue excludes straight-line rent, the amortization of above-and below-market leases, and reimbursements from clients for recoverable real estate taxes and operating expenses. For purposes of comparability, same store rental revenue is presented on a constant currency basis by applying the exchange rate as of the balance sheet date to base currency rental revenue. Total Portfolio Annualized Contractual Rent is the monthly aggregate cash amount charged to clients, inclusive of monthly base rent receivables, as of the balance sheet date, multiplied by 12, excluding percentage rent. We believe total portfolio annualized contractual rent is a useful supplemental operating measure, as it excludes properties that were no longer owned at the balance sheet date and includes the annualized rent from properties acquired during the quarter. Total portfolio annualized contractual rent has not been reduced to reflect reserves recorded as reductions to GAAP rental revenue in the periods presented. Annualized contractual rent excludes unconsolidated entities.