UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K
(Mark One)
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 20222023
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                     to                     
Commission File Number: 000-55435
cik0001567925-20221231_g1.jpgSRT Logo_Full Color.jpg
SILA REALTY TRUST, INC.
(Exact name of registrant as specified in its charter)
Maryland46-1854011
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)
1001 Water Street, Suite 800
Tampa, FL 33602
(813) 287-0101
(Address of Principal Executive Offices; Zip Code)(Registrant’s Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the Act: None
Title of each classTrading SymbolName of each exchange on which registered
N/AN/AN/A
Securities registered pursuant to Section 12(g) of the Act:
Common stock, par value $0.01 per share
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes  ☐   No ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes  ☐    No ☒
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer   Accelerated filer 
Non-accelerated filer   Smaller reporting company 
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. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐1
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐1
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes  ☐    No  ☒
There is no established market for the Registrant’s shares of common stock.
As of June 30, 2022,2023, the last business day of the Registrant's most recently completed second fiscal quarter, there were approximately 167,794,000168,697,000 shares of Class A common stock, 16,589,00016,865,000 shares of Class I common stock, 40,646,00041,405,000 shares of Class T common stock and 0 shares of Class T2 common stock held by non-affiliates, for an aggregate market value of approximately $1,375,910,800, $136,029,800, $333,297,200$1,371,507,000, $137,112,000, $336,623,000 and $0, respectively, assuming a market value of $8.20$8.13 per share of our Class A common stock, Class I common stock, Class T common stock and Class T2 common stock, based on the Registrant's estimated per share net asset value as of June 30, 2022,2023, of the Registrant's common stock established by the Registrant's board of directors at that time.
As of March 10, 2023,February 29, 2024, there were approximately 168,631,000169,361,000 shares of Class A common stock, 16,826,00017,019,000 shares of Class I common stock, 41,223,00041,891,000 shares of Class T common stock and 0 shares of Class T2 common stock of Sila Realty Trust, Inc. outstanding.
Documents Incorporated by Reference
Portions of Registrant’s proxy statement for the 20232024 annual stockholders meeting, to be filed with the Securities and Exchange Commission within 120 days after the end of the Registrant’s fiscal year ended December 31, 2022,2023, are incorporated by reference in Part III. Items 10, 11, 12, 13 and 14.
(1)Pursuant to SEC guidance, the blank checkbox is included on this cover page but no disclosure with respect to this checkbox shall be made until the adoption and effectiveness of related stock exchange listing standards.



SILA REALTY TRUST, INC.
(A Maryland Corporation)
TABLE OF CONTENTS
  Page
Item 1.
Item 1A.
Item 1B.
Item 1C.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.
Item 7.
Item 7A.
Item 8.
Item 9.
Item 9A.
Item 9B.
Item 9C.
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
Item 15.
Item 16.





CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained in this Annual Report on Form 10-K of Sila Realty Trust, Inc., other than historical facts, may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. We intend for all such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Securities Act and the Exchange Act, as applicable by law. Such statements include, in particular, statements about our plans, strategies, goals, objectives, initiatives, financial position, prospects, competition, future transactions, acquisitions and partnerships, availability of funds, payment of distributions, share repurchases, capital and other significant expenditures, and liquidity, and are subject to certain risks and uncertainties, as well as known and unknown risks, which could cause actual results to differ materially from those projected or anticipated. Therefore, such statements are not intended to be a guarantee of our performance in future periods. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as “may,” “will,” “would,” “could,” “should,” “expect,” “intend,” “anticipate,” “estimate,” “believe,” “continue,” or other similar words. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date this Annual Report on Form 10-K is filed with the U.S. Securities and Exchange Commission, or SEC. We make no representation or warranty (express or implied) about the accuracy of any such forward-looking statements contained in this Annual Report on Form 10-K, and we do not undertake to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
Forward-looking statements that were true at the time made may ultimately prove to be incorrect or false. We caution investors not to place undue reliance on forward-looking statements, which reflect our management’s view only as of the date of this Annual Report on Form 10-K. We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results. The forward-looking statements should be read in light of the risk factors identified in the Item 1A. Risk Factors section of this Annual Report on Form 10-K.


1

Table of Contents
PART I.
Item 1. Business.
General Description of Business and Operations
Sila Realty Trust, Inc. is a Maryland corporation that was formed on January 11, 2013, headquartered in Tampa, Florida, that has elected, and currently qualifies, to be taxed as a real estate investment trust, or a REIT, under the Internal Revenue Code of 1986, as amended, or the Code, for federal income tax purposes. Substantially all of Sila Realty Trust, Inc.'s business is conducted through Sila Realty Operating Partnership, LP, a Delaware limited partnership, or the Operating Partnership. Sila Realty Trust, Inc. is the sole general partner of the Operating Partnership and directly and indirectly owns 100% of the Operating Partnership. Except as the context otherwise requires, “we,” “our,” “us,” and the “Company” refer to Sila Realty Trust, Inc., our Operating Partnership and all wholly-owned subsidiaries.
We invest in high-quality properties leased to long-term tenants. We are an internally managed company primarily focused on investing in high quality healthcare assets across the continuum of care, with emphasis on lower cost patient settings, which we believe typically generate predictable, durable and growing income streams. We may also make other real estate-related investments, which may include equity or debt interests in other real estate entities.
We formerly invested in data center properties. During the second quarter of 2021, our board of directors, or the Board, made a determination to sell our data center properties. On May 19, 2021, we and certain of our wholly-owned subsidiaries entered into a purchase and sale agreement, or the PSA, for the sale of up to 29 data center properties owned by us, which constituted the entirety of our data center segment, or the Data Center Sale. On July 22, 2021, we completed the sale of all 29 of the data center properties for an aggregate sale price of $1,320,000,000, and generated net proceeds of approximately $1,295,367,000. Concurrently, the Board declared a special cash distribution of $1.75 per share of Class A, Class I, Class T and Class T2 shares of common stock. The special cash distribution was funded with the proceeds from the sale of the data center properties. The special cash distribution was paid on July 30, 2021 to stockholders of record at the close of business on July 26, 2021, in the aggregate amount of approximately $392,685,000. The decision of the Board to sell the data center properties, as well as the execution of the PSA, represented a strategic shift that had a major effect on our results and operations for the periods presented. As of December 31, 2021 and subsequent, we had no assets or liabilities related to the data center segment. The operations of the data center segment have been classified as income from discontinued operations on the consolidated statements of comprehensive income for the yearsyear ended December 31, 2021 and 2020.
Prior to September 30, 2020, our former advisor was responsible for managing our affairs on a day-to-day basis and for identifying and making investments on our behalf pursuant to an advisory agreement among us, the Operating Partnership and our former advisor. On July 28, 2020, we and the Operating Partnership entered into a Membership Interest Purchase Agreement, or the Purchase Agreement, to provide for the internalization of the external management functions previously performed for us and the Operating Partnership by our former advisor and its affiliates, or the Internalization Transaction. On September 30, 2020, we closed the Internalization Transaction. Effective September 30, 2020, as a result of the Internalization Transaction, our former advisor is no longer affiliated with us. Upon completion of the Internalization Transaction, individuals who were previously employed by an affiliate of our former advisor became employees of us and the functions previously performed by our former advisor were internalized by us. As an internally managed company, we no longer pay our former advisor and its affiliates any fees or expense reimbursements arising from the advisory agreement.2021.
We raised the equity capital for our real estate investments through two public offerings, or our Offerings, from May 2014 through November 2018, and we have offered shares pursuant tothrough our distribution reinvestment plan, or the DRIP, pursuant to twothree Registration Statements on Form S-3, together the DRIP Offerings and each a DRIP Offering, since November 2017. As of December 31, 2022, we had accepted investors’ subscriptions for and issued approximately 157,508,000 shares of Class A, Class I, Class T and Class T2 common stock in our Offerings, resulting in receipt of gross proceeds of approximately $1,520,086,000, before share repurchases of $135,701,000, selling commissions and dealer manager fees of approximately $96,734,000 and other offering costs of approximately $27,631,000.
As of December 31, 2022,2023, we owned 132131 real estate healthcare properties comprised of approximately 5,535,000 rentable square feet of single-tenant and multi-tenant commercial spaces, and two undeveloped land parcels. As of December 31, 2022, the rentable space of these real estate healthcare properties was 99.5% leased.
We have historically established, and intend to continue to establish, an estimated per share net asset value, or Estimated Per Share NAV, on at least an annual basis. Each Estimated Per Share NAV was determined by the Board, after consultation with an independent third-party valuation firm. The Estimated Per Share NAV is not subject to audit by our independent registered public accounting firm. The Estimated Per Share NAV was calculated for purposes of assisting broker-dealers participating in public offerings in meeting their customer account statement reporting obligations under the National
2

Table of Contents
Association of Securities Dealers Conduct Rule 2340. The following table outlines the established Estimated Per Share NAV as determined by the Board for the last three years as of each valuation date presented below:
Valuation DateValuation DateEffective DateEstimated Per Share NAV
October 31, 2019December 18, 2019$8.65
September 30, 2020December 8, 2020$8.69
May 31, 2021
May 31, 2021
May 31, 2021May 31, 2021July 26, 2021$9.95(1)July 26, 2021$9.95(1)
May 31, 2021May 31, 2021July 26, 2021$8.20(1)May 31, 2021July 26, 2021$8.20(1)
June 30, 2022June 30, 2022August 25, 2022$8.22

March 31, 2023
March 31, 2023
March 31, 2023May 11, 2023$8.13

October 31, 2023
(1)On July 22, 2021, we announced the Estimated Per Share NAV that the Board, at the recommendation of our audit committee, or the Audit Committee, approved on July 20, 2021, which was calculated as of May 31, 2021, of $9.95. Upon the declaration of a special cash distribution of $1.75 per share to stockholders of record on July 26, 2021, the new Estimated Per Share NAV was $8.20.
Key Developments During 2022 and Subsequent2023
During the year ended December 31, 2022,2023, we purchased seventwo operating healthcare properties, in five separate transactions, comprising approximately 244,000130,000 rentable square feet for an aggregate purchase price of approximately $157,194,000. In addition, we placed one operating healthcare property into service.$69,822,000.
2

Table of Contents
During the year ended December 31, 2022,2023, we sold one land parcel that formerly contained athree healthcare propertyfacilities for an aggregate sale price of $24,000,000$271,107,000 and generated net proceeds of $22,701,000.$270,306,000.
During the year ended December 31, 2022, we, the Operating Partnership and certain of our subsidiaries, entered into a senior unsecured revolving credit agreement, or the Revolving Credit Agreement, with Truist Bank, as Administrative Agent for the lenders, for aggregate commitments available of up to $500,000,000, which may be increased, subject to lender approval, through incremental term loans and/or revolving loan commitments in an aggregate amount not to exceed $1,000,000,000. The maturity date for the Revolving Credit Agreement is February 15, 2026, which, at our election, may be extended for a period of six-months on no more than two occasions, subject to certain conditions, including the payment of an extension fee. Simultaneously with the Revolving Credit Agreement’s execution, on February 15, 2022, we, the Operating Partnership, and certain of our subsidiaries, entered into a senior unsecured term loan agreement, or the 2024 Term Loan Agreement, with Truist Bank, as Administrative Agent for the lenders. The 2024 Term Loan Agreement, with aggregate commitments of up to $300,000,000, may be increased, subject to lender approval, to an aggregate amount not to exceed $600,000,000. In addition, we, the Operating Partnership and certain of our subsidiaries, entered into a new senior unsecured term loan agreement, or the 2028 Term Loan Agreement, with Truist Bank, as Administrative Agent for the lenders, with aggregate commitments of up to $275,000,000. The Revolving Credit Agreement was entered into to replace our prior revolving line of credit, which had a maturity date of April 27, 2022, with the option to extend for one twelve-month period. We did not exercise the option to extend. Upon closing of the Revolving Credit Agreement, we extinguished all commitments associated with the prior revolving line of credit. The 2024 Term Loan Agreement was entered into to replace our prior term loan, which was paid off in its entirety upon closing of the Revolving Credit Agreement and the 2024 Term Loan Agreement. We refer to the 2028 Term Loan Agreement, the Revolving Credit Agreement and the 2024 Term Loan Agreement, collectively, as the “Unsecured Credit Facility,” which has aggregate commitments available of $1,075,000,000. At our election, loans under the Unsecured Credit Facility may be made as Base Rate Loans or Secured Overnight Financing Rate, or SOFR, Loans. See Part II, Item 7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources," for additional information.
As of March 10, 2023, we owned 132 real estate healthcare properties, comprising approximately 5,535,000 rentable square feet of single-tenant and multi-tenant commercial spaces. As of March 10, 2023, the rentable space of our healthcare properties was 99.5% leased. Additionally, we owned two undeveloped land parcels as of March 10, 2023.
As of March 10, 2023, we had an outstanding principal balance of $575,000,000 under our Unsecured Credit Facility.
Investment Objectives and Policies
Our primary investment objectives at this time are to:
acquire high quality healthcare properties leased to tenants along the continuum of care, capitalizing on critical and structural economic growth drivers;
3

Table of Contents
pay regular cash distributions to stockholders;
preserve, protect and return capital contributions to stockholders;
realize appreciated growth in the value of our investments upon the sale of such investments in whole or in part; and
be prudent, patient and deliberate with respect to the purchase and sale of our investments considering current and futureprojected real estate markets.
We cannot assure stockholders that we will attain these objectives or that the value of our assets will not decrease. Furthermore, within our investment objectives and policies, we have substantial discretion with respect to the selection of specific investments and the purchase and sale of our assets, subject to the approval of the Board. The Board may revise our investment objectives and policies if it determines that it is in the best interest of our stockholders.
Investment Strategy
We focus our investment activities on acquiring properties, preferably on a net-leased propertiesbasis, that are primarily in the healthcare sector. We currently expect that most of our properties will continue to be located throughout the continental United States; however, we may purchase properties in other jurisdictions. We may also invest in real estate-related debt and equity securities that meet our investment strategy and return criteria. We evaluate our assets in an effort to avoid any investments that would cause us to fail to maintain our REIT status or cause us or any of our subsidiaries to be an investment company under the Investment Company Act of 1940.
We seek to obtain investments that are (i) essential to the successful business operations of the tenants; (ii) leased to creditworthy and investment grade tenants, preferably on a net-leased basis; (iii) leased to tenants on a long-term leases, preferably with terms of six years or longer,basis, which typically include annual or periodic fixed rental increases; and (iv) located in geographically diverse, established markets with superior access and visibility.
We may acquire properties in various stages of development or that require substantial refurbishment or renovation. This determination is made based upon a variety of factors, including the available risk-adjusted returns for such properties when compared with other available properties, the effect such properties would have on the diversification of our portfolio, and our investment objectives of realizing both current income and capital appreciation upon the sale of such properties.
We endeavor to achieve a well-balanced portfolio of real estate investments that is diversified by tenancy, geographic location, age and lease maturities. We seek to acquire properties primarily in the high-growth healthcare sector and tenants of the properties that are diversified between national, regional and local entities.
Creditworthy Tenants
We expect the tenants and/or sponsors of the tenants of our healthcare properties to be creditworthy national or regional companies generally with high net worth and high operating income.
A tenant is considered creditworthy if it has a financial profile that we believe meets our criteria. In evaluating the creditworthiness of a current tenant or a prospective tenant, we consider various factors, including, but not limited to, the proposed terms of the property acquisition, the financial condition of the tenant and/or the sponsor, the operating history of the property with the tenant, the tenant’s market share and track record within its industry segment, the general health and outlook of the tenant’s industry segment, and the lease length and other lease terms at the time of the property acquisition.
We monitor the credit of our tenants in an effort to stay abreast of any material changes in credit quality. We monitor tenant credit by: (1) reviewing the credit ratings of tenants (or their parent companies) that are rated by nationally recognized rating agencies; (2) reviewing financial statements that are publicly available or that are required to be delivered to us under the applicable lease; (3) monitoring industry reports and other available information regarding our tenants and their underlying businesses; (4) monitoring the timeliness of rent collections; and (5) conducting periodic inspections of our properties to ascertain proper maintenance, repair and upkeep.
3

Table of Contents
Investment Decisions
In evaluating investments in properties, we consider various factors, including, to the extent such information is available with respect to such property, the following:
proposed purchase price, terms and conditions;
physical condition, age, curb appeal and environmental reports;
location, visibility and access;
historical financial performance;
4

Table of Contents
tenant rent rolltenants in place and tenant creditworthiness;
lease terms, including rent, rent increases, length of lease term, specific tenant and landlord responsibilities, renewal, expansion, termination, purchase options, exclusive and permitted uses provisions, assignment and sublease provisions, and co-tenancy requirements;
local market economic conditions, demographics and population growth patterns;
neighboring properties; and
potential for new property construction in the area.
Investing in and Originating Loans
Our criteria for originating or acquiring loans are substantially the same as those involved in our investment in properties. We may invest in mortgage, bridge or mezzanine loans. Further, we may invest in unsecured loans or loans secured by assets other than real estate.
Our underwriting process typically involves comprehensive financial, structural, operational and legal due diligence. We do not require an appraisal of the underlying property from a certified independent appraiser for an investment in mortgage, bridge or mezzanine loans.
We may originate loans from mortgage brokers or personal solicitations of suitable borrowers, or we may purchase existing loans that were originated by other lenders. We evaluate all potential loan investments to decide whether the term of the loan, the security for the loan and the loan-to-value ratio meet our investment criteria and objectives.
Investing in Real Estate Securities
We may invest in non-majority owned securities of both publicly-traded and private companies primarily engaged in real estate businesses, including REITs and other real estate operating companies, and securities issued by pass-through entities of which substantially all of the assets consist of qualifying assets or real estate-related assets. We may purchase the common stock, preferred stock, debt, or other securities of these entities or options to acquire such securities.
Acquisition Structure
We have and expect to continue to acquire fee interests in properties (a fee interest is the absolute, legal possession and ownership of land, property, or rights), although we may utilize other methods of acquiring a property if we deem them to be advantageous.
In an effort to achieve our investment objectives, and to further diversify our portfolio, we have invested and expect to continue to invest in properties using various acquisition structures, which could include direct and indirect acquisitions, joint ventures, leveraged investments, issuing units in our Operating Partnership in exchange for properties and making mortgages or other loans secured by the same types of properties which we may acquire.
Joint Ventures
We may enter into joint ventures, partnerships and other co-ownership partnerships for the purpose of making investments. Some of the potential reasons to enter into a joint venture may be to acquire assets we could not otherwise acquire, to reduce our capital commitment to a particular asset, or to benefit from certain expertise a partner might have. In determining whether to invest in a particular joint venture, we evaluate the assets of the joint venture under the criteria described elsewhere in this Annual Report on Form 10-K for the selection of our investments. We also evaluate the terms of the joint venture, as well as the financial condition, operating capabilities and integrity of our partner or partners.
Disposition Policy
We typically intend to hold each asset we acquire for an extended period of time. However, circumstances may arise that could result in the sale of some assets earlier than initially expected. The determination of whether an asset will be sold or otherwise disposed of is made after consideration of relevant factors, including prevailing economic conditions, specific real
4

Table of Contents
estate market conditions, tax implications for our stockholders, and other factors. The requirements for qualification as a REIT for federal income tax purposes may put some limits on our ability to sell assets after short holding periods.
Financing Strategy and Policies
We believe that utilizing borrowing is consistent with our investment objectives and has the potential to maximize returns to our stockholders. Financing for acquisitions and investments may be obtained at the time an asset is acquired or an investment is made or at a later time. In addition, debt financing may be used from time to time for property improvements, tenant improvements, leasing commissions and other working capital needs. The form of our indebtedness will vary and could
5

Table of Contents
be long-term or short-term, secured or unsecured, or fixed-rate or floating rate. We will not enter into interest rate swaps or caps, or similar hedging transactions or derivative arrangements for speculative purposes, but may do so in order to manage or mitigate our interest rate risk on variable rate debt.
Distribution Policy
The amount of distributions we pay to our stockholders is determined by the Board and is dependent on a number of factors, including funds available for payment of distributions, our financial condition, capital expenditure requirements, annual distribution requirements needed to maintain our status as a REIT under the Code and restrictions imposed by our organizational documents and Maryland law.
We currently pay, and intend to continue to pay, distributions to our stockholders. If we do not have enough cash from operations to fund distributions, we may sell assets or draw on our credit facility in order to fund distributions, or make distributions out of net proceeds from potential future offerings.distributions. We have paid, and may continue to pay, distributions from sources other than from our cash flows from operations. Subject to certain exceptions, there is no limit to the amount of distributions that we may pay out of net proceeds from potential future offerings.
In accordance with our organizational documents and Maryland law, we may not make distributions that would: (1) cause us to be unable to pay our debts as they become due in the ordinary course of business; (2) cause our total assets to be less than the sum of our total liabilities plus senior liquidation preferences, if any; or (3) jeopardize our ability to maintain our qualification as a REIT.
To the extent that distributions to our stockholders are paid out of our current or accumulated earnings and profits, such distributions are taxable as ordinary income. To the extent that our distributions exceed our current and accumulated earnings and profits, such amounts constitute a return of capital to our stockholders for federal income tax purposes, to the extent of their basis in their stock, and thereafter will constitute a capital gain.
See Part II, Item 5. "Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities—Distributions," for further discussion on distribution rates approved by the Board.
Competition
As we purchase properties for our portfolio, we are in competition with other potential buyers (some of whom have more cash, available liquidity, and/or offer competitive advantages versus us in the acquisition of properties) for the same properties and may have to pay more to purchase the property than if there were no other potential acquirers, or we may have to locate another property that meets our investment criteria. Although we generally acquire properties subject to existing leases, the leasing of real estate is highly competitive in the current market, and we may experience competition for tenants from owners and managers of competing projects. As a result, we may have to provide free rent, incur charges for tenant improvements, or offer other inducements, or we might not be able to timely lease the space, all of which may have an adverse impact on our results of operations. At the time we determine to dispose of our properties, we are typically in competition with sellers of similar properties to locate suitable purchasers for our properties.
Concentration of Credit Risk and Significant Tenants
As of December 31, 2022,2023, we had cash on deposit in certain financial institutions that had deposits in excess of current federally insured levels. We limit cash investments to financial institutions with high credit standing; therefore, we do not believe we are exposed to any significant credit risk on our cash deposits. To date, we have not experienced any loss of or lack of access to cash in our accounts.
The following table shows the tenant that accounted for 10% or more of our rental revenue for the year ended December 31, 2022:2023:
TenantTenantTotal Number
of Leases
Leased Sq Ft2022 Rental Revenue
(in thousands)
Percentage of
2022 Rental Revenue
TenantTotal Number
of Leases
Leased Sq Ft2023 Rental Revenue
(in thousands)
Percentage of
2023 Rental Revenue
Post Acute Medical, LLC, and its affiliates (1)
Post Acute Medical, LLC, and its affiliates (1)
15 708,817 $27,279 15.2 %
Post Acute Medical, LLC, and its affiliates (1)
15 708,817 708,817 $$27,342 14.5 14.5 %

(1)    The leases are with tenants under the common control of Post Acute Medical, LLC and its affiliates and have lease expiration dates between 2030 and 2042.
65

Table of Contents
The following table shows the geographic diversification of our real estate properties that accounted for 10% or more of our rental revenue for the year ended December 31, 2022:2023:
LocationLocationTotal Number
of Leases
Leased Sq Ft2022 Rental Revenue
(in thousands)
Percentage of
2022 Rental Revenue
LocationTotal Number
of Leases
Leased Sq Ft2023 Rental Revenue
(in thousands)
Percentage of
2023 Rental Revenue
Houston-The Woodlands-Sugar Land, TX5490,742 19,828 11.0 %
Houston-Pasadena-The Woodlands, TXHouston-Pasadena-The Woodlands, TX5490,742 $19,217 10.2 %
Compliance with Governmental Regulations
Our real estate properties are subject to various federal, state and local regulatory laws and requirements, including, but not limited to, zoning regulations, building codes and land use laws and building, accessibility, occupancy and other permit requirements. Noncompliance could result in the imposition of governmental fines or an award of damages to private litigants. While we believe that we are currently in material compliance with these regulatory requirements, the requirements may change or new requirements may be imposed that could require significant unanticipated expenditures by us. Significant regulatory requirements include the laws and regulations described below.
REIT Laws and Regulations
We elected, and qualify, to be taxed as a REIT under Sections 856 through 860 of the Code. To maintain our qualification as a REIT, we must meet certain organizational and operational requirements, including a requirement to currently distribute at least 90.0% of our REIT taxable income, without regard to the deduction for dividends paid and excluding net capital gain, to our stockholders. As a REIT, we generally will not be subject to federal income tax on taxable income that we distribute to our stockholders.
If we fail to maintain our qualification as a REIT in any taxable year, we would then be subject to federal income taxes on our taxable income at regular corporate rates and would not be permitted to qualify for treatment as a REIT for federal income tax purposes for four years following the year during which qualification is lost, unless the Internal Revenue Service grants us relief under certain statutory provisions. Such an event could have a material adverse effect on our net income and net cash available for distribution to our stockholders.
Environmental Laws and Regulations
All real estate properties and the operations conducted on the real estate properties are subject to federal, state and local laws and regulations relating to environmental protection and human health and safety. In connection with ownership and operation of real estate, we may be potentially liable for costs and damages related to environmental matters.
Corporate Responsibility
We are committed to maintaining healthy, prosperous, and sustainable communities through thoughtful stewardship of the environment and conscientious management of our own corporate culture. In early 2022, the Board established the Environmental, Social and Governance Steering Committee, or the ESG Steering Committee, led by members of our management team and other senior managers. The ESG Steering Committee meets at least quarterly to discuss our strategy, initiatives, and progress, in support of our on-going commitment to corporate governance, social responsibility, environmental matters, sustainability, health and safety.
Environmental
In light of climate concerns and employees' continuing desire for workplace flexibility, we maintain a hybrid workplace model. We lease Class A Office space in a recently constructed building that intends to deliver a restorative professional environment that cultivates productivity, collaboration, engagement, and balance. The neighborhood in which the office building is located is part of a community that has achieved the WELL Design & Operations designation under the WELL Community Standard, the first neighborhood to do so in North America. The WELL Building Standard takes a holistic approach to health in the built environment addressing behavior, operations and design. The building is WELL Gold v2 Certified and LEED Silver Certified.
We intend to take all reasonable steps to fully comply with theseenvironmental laws and regulations for our real estate properties, including obtaining environmental assessments of all properties that we acquire. We obtain Phase I Environmental Assessment Reports, and as needed, further environmental due diligence, including but not limited to Phase II Environmental Assessment Reports, upon each property acquisition, and, if determined necessary, during our period of ownership, to ensure that the properties that we acquire and own are free of environmental contamination and hazardous substances. We also carry environmental liability insurance on our properties, which provides coverage for pollution liability, for third-party bodily injury and property damage claims.
Environmental, Social and Governance Matters
We are committed to maintaining healthy, prosperous, and sustainable communities through thoughtful stewardship of the environment and conscientious management of our own corporate culture. In early 2022, the Board established the Environmental, Social and Governance Steering Committee, or the ESG Steering Committee, led by members of our management team and other senior managers. The ESG Steering Committee meets at least quarterly to discuss our strategy, initiatives, and progress, in support of our on-going commitment to corporate governance, social responsibility, environmental matters, sustainability, health and safety.
Environmental
Taking aim at climate concerns and employees' desire for workplace flexibility, we established a hybrid workplace model. In January 2022, we leased Class A Office space in a newly constructed building that intends to deliver a restorative professional environment that cultivates productivity, collaboration, engagement, and balance. The neighborhood in which the new office building is located is part of a community that has achieved the WELL Design & Operations designation under the WELL Community Standard, the first neighborhood to do so globally. The WELL Building Standard takes a holistic approach to health in the built environment addressing behavior, operations and design. The building is WELL Gold v2 Certified and LEED Silver Certified.
76

Table of Contents
Social and Governance
Corporate Culture: Our strong tone at the top begins with the Board, which has demonstrated its focus on advancing openness, honesty, fairness and integrity within the Company. Ethical behavior is an important cornerstone of our Company’s continued success and each of us has an obligation to report any accounting irregularity, theft, discrimination, harassment or other violation of the law. We are committed to creating an open and accountable workplace where employees feel empowered to speak up and raise issues. With this in mind, we provide multiple channels to speak up, ask for guidance, and report concerns. We continue to prioritize having "The Right People, In The Right Places, Doing The Right Things." In 2022, we were recognized as fourteenth place in the Tampa Bay Business Journal 2022 Best Places to Work contest in the Large Business Category. The survey results from the competition revealed that our employees feel recognized for their performance, are valued and cared for as employees and individuals, and have great trust in senior leaders to guide the Company to future success. We have once again been nominated by our valued employees for this notable award in 2023.
Core Values: We believe that our employees are aligned around core values that inspire our behavior as individuals and as an organization. Our core values are essential to the Company's culture. These values are critical to the success of the Company and are aligned with the Company's mission and vision statements. They define expectations for how all employees collaborate, communicate, interact and perform their roles within the Company. They describe for each employee the expectation of how "Ia "HI ACT" and that is with Integrity,humility, with Accountability,integrity, with accountability, with transparent and honest Communicationcommunication and by embracing Teamwork.teamwork.
Social Impact and Community: Our mission is to engage, inspire, and empower our employees to make a positive impact on our community where we work and live. We strive to support each of our employees in engaging in the community in areas wherein which they are passionate about and taking onsupporting causes that are personally meaningful to them. Employees are encouraged to drive positive change by dedicating their time and moneytalent to non-profit organizations. The Company has a volunteer program whereby employees are provided three24 paid dayshours each year to use for service to the community. In addition, the Company organizes several group volunteer opportunities each year to support our local communities and foster a culture of giving back. Our social impact programs are in support of several non-for-profit organizations.
Human Capital Resources
As of December 31, 2022,2023, we had 5448 employees. None of our employees are represented by a labor union or covered by a collective bargaining agreement. We aim to act with the highest integrity and operate with the highest ethical standards as we strive to create and maintain an inclusive work environment that values the uniqueness of each individual and his or her ideas and experiences. We endeavor to maintain workplaces that are free from discrimination or harassment on the basis of color, race, sex, national origin, ethnicity, religion, age, disability, sexual orientation, gender identification or expression, or any other status protected by applicable law. We conduct annual training designed to prevent harassment and discrimination and monitor employee conduct year-round. The basis for recruitment, hiring, development, training, compensation and advancement at the Company is qualifications, performance, skills and experience. We believe that our employees are fairly compensated, without regard to race, sex, national origin, ethnicity, religion, age, disability, sexual orientation, gender identification or expression, or any other status protected by applicable law and are routinely recognized for outstanding performance. Our compensation and benefits program is designed to attract and retain talent and wetalent. We review our compensation and benefits against market and industry benchmarks to ensure they are competitive. Our employees are offered significant flexibility to meet personal and family needs.
Available Information
We electronically file our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and all amendments to those reports with the SEC. We have also filed our Registration StatementStatements on Form S-11, Registration Statements on Form S-3, amendments to our Registration Statements and supplements to our prospectus in connection with our Offerings with the SEC. Copies of our filings with the SEC may be obtained from the SEC’s website, http://www.sec.gov. Access to these filings is free of charge. In addition, we make certain materials that are electronically filed with the SEC available at www.silarealtytrust.com as soon as reasonably practicable.
8

Table of Contents
Item 1A. Risk Factors
The factors described below represent our principal risks. Other factors may exist that we do not consider to be significant based on information that is currently available or that we are not currently able to anticipate.
Risks Related to Our Corporate Structure
The limit on the number of shares a person may own may discourage a takeover that could otherwise result in a premium price to our stockholders and may hinder a stockholder's ability to dispose of his or her shares.
Our charter, with certain exceptions, authorizes our directors to take such actions as are necessary and desirable to preserve our qualification as a REIT. In this respect, among other things, unless exempted (prospectively or retroactively) by the Board, no person may own (i) more than 9.8% in value of the aggregate of our outstanding shares (of any class or series, including common shares or preferred shares) of stock, or (ii) more than 9.8% (in value or number, whichever is more
7

Table of Contents
restrictive) of the aggregate of the outstanding shares of only our common stock. This restriction may have the effect of delaying, deferring or preventing a change in control of us, including an extraordinary transaction (such as a merger, tender offer or sale of all or substantially all our assets) that might provide a premium price for holders of our common stock, and may make it more difficult for a stockholder to sell or dispose of his or her shares.
Our charter permits the Board to issue stock with terms that may subordinate the rights of common stockholders or discourage a third party from acquiring us in a manner that might result in a premium price to our stockholders.
Our charter permits the Board to issue up to 510,000,000 shares of common stock, of which 185,000,000 are designated as Class A shares, 75,000,000 are designated as Class I shares, 175,000,000 are designated as Class T shares, and 75,000,000 are designated as Class T2 shares, and 100,000,000 shares of preferred stock. Currently, we do not have any Class T2 shares of stock or preferred stock outstanding. In addition, the Board, without any action by our stockholders, may amend our charter from time to time to increase or decrease the aggregate number of shares or the number of shares of any class or series of stock that we have authority to issue. The Board may classify or reclassify any unissued common stock or preferred stock into other classes or series of stock and establish the preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends or other distributions, qualifications and terms and conditions of repurchase of any such stock. Thus, if also approved by a majority of our independent directors not otherwise interested in the transaction, who will have access, at our expense, to our legal counsel or independent legal counsel, the Board could authorize the issuance of additional preferred stock with terms and conditions that could have a priority as to distributions and amounts payable upon liquidation over the rights of the holders of our common stock. Preferred stock could also have the effect of delaying, deferring or preventing a change in control of us, including an extraordinary transaction (such as a merger, tender offer or sale of all or substantially all our assets) that might provide a premium price for holders of our common stock.
Our stockholders’ interest in us will be diluted if we issue additional shares.
Existing stockholders do not have preemptive rights to any shares issued by us in the future. Our charter authorizes 610,000,000 shares of stock, of which 510,000,000 shares are classified as common stock and 100,000,000 are classified as preferred stock. Subject to any limitations set forth under Maryland law, the Board may increase the number of authorized shares of stock, increase or decrease the number of shares of any class or series of stock designated, or reclassify any unissued shares without the necessity of obtaining stockholder approval. All such shares may be issued in the discretion of the Board. Therefore, existing stockholders would experience dilution of their equity investment in us if we (i) sell additional shares in the future, including those issued pursuant to our DRIP Offering, (ii) sell securities that are convertible into shares of our common stock, (iii) issue shares of our common stock in a private offering of securities to institutional investors, (iv) issue restricted shares of our common stock to our independent directors and employees, or (v) issue shares of our common stock in a merger or to sellers of properties acquired by us in connection with an exchange of limited partnership interests of our Operating Partnership. Because the limited partnership interests of our Operating Partnership may, in the discretion of the Board, be exchanged for shares of our common stock, any merger, exchange or conversion between our Operating Partnership and another entity ultimately could result in the issuance of a substantial number of shares of our common stock, thereby diluting the percentage ownership interest of other stockholders. Because of these and other reasons, our stockholders may experience substantial dilution in their percentage ownership of our shares.
We may be unable to maintain cash distributions or increase distributions over time.
There are many factors that can affect the availability and timing of cash distributions to stockholders. The amount of cash available for distributions is affected by many factors, such as our ability to buy properties, rental income from such properties and our operating expense levels, as well as many other variables. Actual cash available for distributions may vary substantially from estimates. We cannot assure our stockholders that we will be able to maintain our current level of distributions or that distributions will increase over time.
9

Table of Contents
Provisions of the Maryland General Corporation Law, or the MGCL, and of our charter and bylaws could deter takeover attempts and have an adverse impact on a stockholder’s ability to exit the investment.
The MGCL, our charter, and our bylaws contain provisions that may discourage, delay or make more difficult a change in control of the Company.
We are subject to the Maryland Business Combination Act, which may discourage third parties from trying to acquire control of us and increase the difficulty of consummating such an offer.
In addition, with some exceptions, the Maryland Control Share Acquisition Act, provides that a holder of "control shares" of a Maryland corporation acquired in a control share acquisition has no voting rights, except to the extent approved by a vote of stockholders entitled to cast two-thirds of the votes entitled to be cast on the matter, excluding "control shares" owned by the acquiring person, owned by the Company's officers, and owned by the Company's employees who are also directors. Our bylaws, asAs permitted by the MGCL, contain a provision exemptinghowever, our bylaws exempt the Company from the application of the Maryland Control Share
8

Table of Contents
Acquisition Act any and all acquisitions of our stock by any person.Act. If we amend our bylaws to repeal thethis exemption, from the Maryland Control Share Acquisition Act the Maryland Control Share Acquisition Act also maywould apply and would very likely make it more difficult for a third party to obtain control of us and increase the difficulty of consummating such an offer. Further, the “unsolicited takeover” provisions of Title 3, Subtitle 8 of the MGCL permit the Board, without stockholder approval and regardless of what is provided in our charter or bylaws, to implement certain takeover defenses, including adopting a classified board or increasing the vote required to remove a director.
These provisions, as well as other provisions of our charter and bylaws, may delay, defer, or prevent a transaction or a change in control that might otherwise be in the best interests of our stockholders.
General Risks Related to Investments in Real Estate
Our operating results may be affected by economic and regulatory changes that have an adverse impact on the real estate market in general, which may prevent us from being profitable or from realizing growth in the value of our real estate properties.
Our operating results are subject to risks generally incident to the ownership of real estate, which may prevent us from being profitable, realizing growth or maintaining the value of our real estate properties, including: changes in general economic or local conditions including inflationary and/or recessionary conditions; tenant turnover, technological changes and changes in supply of or demand for similar or competing properties in an area; changes in the cost or availability of insurance; changes in interest rates and availability of permanent mortgage funds that may render the sale of a property difficult or unattractive; changes in tax, real estate, environmental and zoning laws; and periods of high interest rates and tight money supply.
If a tenant declares bankruptcy, we may be unable to collect balances due under relevant leases, which would reduce our cash flow from operations and the amount available for distributions to our stockholders.
Any of our tenants, or any guarantor of a tenant’s lease obligations, could be subject to a bankruptcy proceeding. Such a bankruptcy filing would bar all efforts by us to collect pre-bankruptcy debts from these entities or their properties, unless we receive an enabling order from the bankruptcy court. Post-bankruptcy debts would be paid currently. If a lease is assumed, all pre-bankruptcy balances owing under it must be paid in full. If a lease is rejected by a tenant in bankruptcy, we would have a general unsecured claim for damages. If a lease is rejected, it is unlikely we would receive any material payments from the tenant because our claim is capped at the rent reserved under the lease, without acceleration, for the greater of one year or 15% of the remaining term of the lease, but not greater than three years, plus rent already due but unpaid. This claim could be paid only if funds were available, and then only in the same percentage as that realized on other unsecured claims.
A tenant or lease guarantor bankruptcy could delay efforts to collect past due balances under the relevant leases, and could ultimately preclude full collection of these sums. Such an event could cause a decrease or cessation of rental payments that would mean a reduction in our cash flow and the amount available for distributions to our stockholders. In the event of a bankruptcy, we cannot give assurance that the tenant or its trustee will assume our lease. If a given lease, or guaranty of a lease, is not assumed, our cash flow and the amounts available for distributions to our stockholders may be adversely affected.
GenesisCare USA, Inc. and its affiliates, or GenesisCare, a sponsor and owner of the tenant in 17 of our real estate properties, announced that it filed for Chapter 11 bankruptcy protection under the United States Bankruptcy Code on June 1, 2023. GenesisCare emerged from bankruptcy on February 16, 2024. The master lease related to our 17 properties was assumed by the emerging entity and therefore remains in force under its existing terms. Although GenesisCare continues to make its lease payments to us in accordance with their contractual terms, we continue to negotiate with GenesisCare regarding certain adjustments to this lease and there can be no assurances that GenesisCare will continue to make its lease payments to us. At this time there can be no assurance as to how our lease negotiations will be resolved and how such negotiations may impact GenesisCare's obligations under the lease, as further discussed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7, of this Annual Report on Form 10-K.
We are subject to risks related to tenant concentration, and an adverse development with respect to a large tenant could materially and adversely affect us.
We had one exposure to tenant concentration that accounted for 10.0% or more of rental revenue for the year ended December 31, 2023. The leases with tenants under common control of Post Acute Medical LLC accounted for 14.5% of rental revenue for the year ended December 31, 2023. In the event that a tenant that occupies a significant number of our properties or whose lease payments represent a significant portion of our rental revenue were to experience financial difficulty or file for bankruptcy, it could have a material adverse effect on us. As discussed above, GenesisCare, a sponsor and owner of the tenant in 17 of our real estate properties, filed for Chapter 11 bankruptcy protection on June 1, 2023. Although GenesisCare’s bankruptcy proceeds did not have a material adverse effect on our business, there can be no assurance that similar proceedings will not cause such a material adverse effect in the future.
9

Table of Contents
A high concentration of our properties in a particular geographic area would magnify the effects of downturns or natural disasters in that geographic area.
There is a geographic concentration of risk subject to fluctuations in the economies of the various metropolitan statistical area, or MSA's, in which we own properties. Geographic concentration of our properties exposes us to risks related to or arising from economic downturns or natural disasters in the areas where our properties are located. A regional or local recession or a natural disaster in any of these areas could adversely affect our ability to generate or increase operating revenues, attract new tenants or dispose of unproductive properties.
10

Table of Contents
Our investments in properties where the underlying tenant has a below investment grade credit rating, as determined by major credit rating agencies, or unrated tenants, may have a greater risk of default and therefore may have an adverse impact on our returns on that asset and our operating results.
During the year ended December 31, 2022,2023, approximately 16.0%44.3% of our total rental revenue was derived from tenants that had an investment grade credit rating from a major ratings agency, or an investment grade rated guarantor or affiliate, 6.2% of our total rental revenue was derived from tenants that were rated but did not have an investment grade credit rating from a major ratings agency and 77.8%49.5% of our total rental revenue was derived from tenants that were not rated. Approximately 24.4% of our total rental revenue was derived from non-rated tenants that were affiliates of companies having an investment grade credit rating. Our investments with tenants that do not have an investment grade credit rating from a major ratings agency or were not rated and are not affiliated with companies having an investment grade credit rating may have a greater risk of default and bankruptcy than investments in properties leased exclusively to investment grade tenants. When we invest in properties where the tenant does not have a publicly available credit rating, we use certain credit assessment tools and rely on our own estimates of the tenant’s credit rating which include but are not limited to reviewing the tenant’s financial information (i.e., financial ratios, net worth, revenue, cash flows, leverage and liquidity) and monitoring local market conditions. If our lender or a credit rating agency disagrees with our ratings estimates, or our ratings estimates are otherwise inaccurate, we may not be able to obtain our desired level of leverage or our financing costs may exceed those that we projected. This outcome could have an adverse impact on our returns on that asset and hence our operating results.
Properties that have vacancies for a significant period of time could be difficult to sell, which could diminish the return on our stockholders’ investment.
A property may incur vacancies either by the continued default of tenants under their leases or the expiration of tenant leases. If vacancies continue for an extended period of time, we may suffer reduced revenues, resulting in less cash to be distributed to stockholders. In addition, because properties’ market values depend principally upon the value of the properties’ leases, the resale value of properties with prolonged vacancies could suffer, which could further reduce our stockholders’ return.
We may obtain only limited warranties when we purchase a property and would have only limited recourse if our due diligence did not identify any issues that lower the value of our property.
The seller of a property often sells such property in its “as is” condition on a “where is” basis and “with all faults,” without any warranties of merchantability or fitness for a particular use or purpose. In addition, purchase agreements may contain only limited warranties, representations and indemnifications that will only survive for a limited period after the closing. The purchase of properties with limited warranties increases the risk that we may lose some or all of our invested capital in the property as well as the loss of rental income from that property.
We may be unable to secure funds for future tenant improvements or capital needs, which could adversely impact our ability to pay cash distributions to our stockholders.
When tenants do not renew their leases or otherwise vacate their space, it is usual that, in order to attract replacement tenants, we expend substantial funds for tenant improvements and tenant refurbishments to the vacated space. In addition, although we expect that our leases with tenants will require tenants to pay routine property maintenance costs, we will likely be responsible for any major structural repairs, such as repairs to the foundation, exterior walls and rooftops. We have used substantially all of our gross offering proceeds to buy real estate and pay various fees and expenses. Accordingly, ifIf we need additional capital to improve or maintain our properties or for any other reason, we will have to obtain financing from other sources such as cash flow from operations, borrowings, property sales or future equity offerings. These sources of funding may not be available on attractive terms or at all. If we cannot procure additional funding for capital improvements, our investments may generate lower cash flows or decline in value, or both.
We may not be able to sell a property at a price equal to, or greater than, the price for which we purchased such property, which may lead to a decrease in the value of our assets and a reduction in the value of shares held by our stockholders.
Some of our leases will not contain rental increases over time, or the rental increases may be less than the fair market rate at a future point in time. Therefore, the value of the property to a potential purchaser may not increase over time, which may restrict our ability to sell a property, or if we are able to sell such property, may lead to a sale price less than the price that we paid to purchase the property.
10

Table of Contents
Real estate-related taxes may increase and if these increases are not passed on to tenants, our income will be reduced.
Some local real property tax assessors may seek to reassess some of our properties as a result of our acquisition of such properties. From time to time our property taxes may increase as property values or assessment rates change or for other reasons deemed relevant by the assessors. An increase in the assessed valuation of a property for real estate tax purposes will result in an increase in the related real estate taxes on that property. Although a substantial portion of our tenant leases may
11

Table of Contents
permit us to pass through such tax increases to the tenants for payment, there is no assurance that renewal leases or future leases will be negotiated on the same basis. Increases not passed through to tenants will adversely affect our income, cash available for distributions, and the amount of distributions to our stockholders.
Covenants, conditions and restrictions may restrict our ability to operate our properties.
Some of our properties may be contiguous to other parcels of real property, comprising part of the same commercial center. In connection with such properties, there are significant covenants, conditions and restrictions, or CC&Rs, restricting the operation of such properties and any improvements on such properties, and related to granting easements on such properties. Moreover, the operation and management of the contiguous properties may impact such properties. Compliance with CC&Rs may adversely affect our operating costs and reduce the amount of funds that we have available to pay distributions.
Our operating results may be negatively affected by potential development and construction delays and result in increased costs and risks.
We have acquired and developed properties upon which we will construct improvements. We will be subject to uncertainties associated with re-zoning for development, environmental concerns of governmental entities and/or community groups, and our builder’s ability to build in conformity with plans, specifications, budgeted costs, and timetables. A builder’s performance also may be affected or delayed by conditions beyond the builder’s control. Delays in completion of construction could also give tenants the right to terminate preconstruction leases. We may incur additional risks when we make periodic progress payments or other advances to builders before they complete construction. These and other such factors can result in increased costs of a project or loss of our investment. In addition, we will be subject to normal lease-up risks relating to newly constructed projects. We also must rely on rental income and expense projections and estimates of the fair market value of property upon completion of construction when agreeing upon a price at the time we acquire a property. If our projections are inaccurate, we may pay too much for a property, and our return on our investment could suffer.
We may invest in unimproved real property. For purposes of this paragraph, "unimproved real property" is real property which has not been acquired for the purpose of producing rental or other operating income, has no development or construction in process and on which no construction or development is planned in good faith to commence within one year. Returns from development of unimproved properties are also subject to risks associated with re-zoning the land for development and environmental concerns of governmental entities and/or community groups. Although we intend to limit any investment in unimproved property, our stockholders’ investment nevertheless is subject to the risks associated with investments in unimproved real property.
Costs of complying with governmental laws and regulations, including those relating to environmental protection, human health and safety and disability accommodation, may adversely affect our income and the cash available for any distributions.
All real property investments and the operations conducted in connection with such investments are subject to federal, state and local laws and regulations relating to environmental protection, human health and safety and disability accommodation. Some of these laws and regulations may impose joint and several liability on customers, owners or operators for the costs to investigate or remediate contaminated properties, regardless of fault or whether the acts causing the contamination were legal. They also may impose restrictions on the manner in which real property may be used or businesses may be operated. The costs of complying with these laws and regulations may have a material adverse effect on our business, financial condition and results of operations and our ability to make distributions to our stockholders.
If we sell properties by providing financing to purchasers, defaults by the purchasers would adversely affect our cash flows.
In some instances we may sell our properties by providing financing to purchasers. When we provide financing to purchasers, we will bear the risk that the purchaser may default, which could negatively impact our cash distributions to stockholders. Even in the absence of a purchaser default, the distribution of the proceeds of sales to our stockholders, or their reinvestment in other assets, will be delayed until the promissory notes or other property we may accept upon the sale are actually paid, sold, refinanced or otherwise disposed of.disposed. In some cases, we may receive initial down payments in cash and other property in the year of sale in an amount less than the selling price, and subsequent payments will be spread over a number of years. If any purchaser defaults under a financing arrangement with us, it could negatively impact our ability to pay cash distributions to our stockholders.
11

Table of Contents
Risks Associated with Investments in the Healthcare Property Sector
Our properties and tenants may be unable to compete successfully, which could result in lower rent payments, reduce our cash flows from operations and the amount available for distributions to our stockholders.
Our current and potential properties and our tenants may face competition from nearby hospitalshealthcare facilities and other properties that provide comparable services. Some of our competing facilities may be owned by governmental agencies and are supported by
12

Table of Contents
tax revenues, and others are owned by non-profit corporations and therefore are supported to a large extent by endowments and charitable contributions and pay little or no taxes. Not all of our properties will be affiliated with non-profit corporations and receive such support. Additionally, the introduction and expansion of new stakeholders competing with traditional providers in the healthcare market and telemedicine are disrupting "agents" in the healthcare industry and could lead to decreased demand for healthcare properties and new trends in payments. The trend of increasing private equity investment in healthcare providers could also increase competition in the healthcare market. Our tenants’ failure to compete successfully with other healthcare providers could adversely affect their ability to make rental payments, which could adversely affect our rental revenues. Further, from time to time and for reasons beyond our control, referral sources, including physicians and managed care organizations, may change their lists of hospitals, physicians or other healthcare providers to which they refer patients or that are permitted to participate in the payer program. This could adversely affect our tenants’ ability to make rental payments, which could adversely affect our rental revenues. Any reduction in rental revenues resulting from the inability of our healthcare properties and our tenants to compete successfully may have a material adverse effect on our business, financial condition and results of operations and our ability to make distributions to our stockholders.
Compliance with and changes to healthcare laws and regulations could have a material adverse effect on the financial condition of our tenants and, consequently, their ability to make rent payments and meet obligations to us.
Federal, state and local laws, statutes and regulatory policies, including the Patient Protection and Affordable Care Act of 2010, Transparency in Coverage rule and the Consolidated Appropriations Act of 2021, the laws listed in the paragraph directly below, and any future changes and decisions, may impact one or more specific providers that lease space in any of our properties. In addition, many states also regulate the establishment and construction of healthcare facilities and services, and the expansion of existing healthcare facilities and services through a certificate of need, or CON, laws, which may include regulation of certain licenses, medical equipment, and capital expenditures. Similarly, tenants of our healthcare properties may become subject to legal claims that their services have resulted in patient injury or other adverse effects in violation of applicable laws, including the Federal False Claims Act. Such claims may cause our tenants to incur punitive damages arising from professional liability and general liability claims and/or become subject to governmental investigations, enforcement actions or litigation.
Healthcare provider tenants may be subject to numerous laws and regulations that regulate, among other things, quality and medical necessity of care, insurance and patient billing, the security and privacy of patient information, healthcare provider financial interests and conflicts of interest, self-referrals, price transparency, corporate practice of medicine and surprise billing. Such laws and regulations include, but are not limited to: the Medicare and Medicaid statutes; the Stark Law; the civil False Claims Act; the federal False Claims Law; the federal Anti-Kickback Statute; applicable state law prohibitions against kickbacks, fraud and abuse, patient brokering, advertising and marketing of healthcare items and services and fee splitting; state laws regulating the corporate practice of medicine; the federal Eliminating Kickbacks in Recovery Act; the Program Fraud Civil Remedies Act; the Civil Monetary Penalties Law; the Exclusion Laws; the Health Insurance Portability and Accountability Act of 1996 and applicable state laws regarding patient privacy and the security of patient health information; the Clinical Laboratory Improvement Amendments of 1988; the Travel Act; OIG compliance program elements; and all amendments thereto of the foregoing, as may be amended and including any regulations or decisions promulgated thereunder.
The failure to comply with these laws and regulations, or the failure to secure CON approval to undertake a desired project could adversely affect our tenants’ ability to make rent payments to us which may have an adverse effect on our business, financial condition, and results of operations, and our ability to make distributions to our stockholders.
Adverse trends in healthcare provider operations may negatively affect our lease revenues and our ability to make distributions to our stockholders.
The healthcare industry is currently experiencing, among other things: changes in the demand for and methods of delivering healthcare services, particularly as telemedicine and telehealth continue to gain popularity;popularity, as well as continued innovation and integration of technological advancements and artificial intelligence; a shift in the provision of healthcare services from inpatient to outpatient settings; changes in third party reimbursement methods and policies, including an increased focus on value-based reimbursement with downside provider risk; consolidation and pressure to integrate within the healthcare industry through acquisitions, joint ventures and managed service organizations; increased scrutiny of billing, referral, and other practices by U.S. federal and state authorities; consolidation of health insurers; competition among healthcare providers;providers including competition for patients among healthcare providers in areas with significant unused capacity; increased
12

Table of Contents
expense for uninsured patients; increased expense arising from an older and sicker patient mix; increased liability insurance expenses; increased emphasis on compliance with privacy and security requirements related to health information; pressures on healthcare providers to control or reduce costs; staffing shortages (particularly nursing staff) and increases in wages as well as inflation in the cost of supplies; regulatory and government reimbursement uncertainty, increased price transparency resulting from the Transparency in Coverage rule and the Consolidated Appropriations Act of 2021, the Hospital Price Transparency regulation of 2021, the No Surprises Act and other healthcare reform laws and court decisions on cases challenging the legality of such laws; federal and state government plans to reduce budget deficits and address debt ceiling limits by lowering healthcare provider Medicaid payment rates; increased scrutiny of control over release of confidential patient medical information and increased attention to compliance with regulations designed to safeguard protected health information and cyberattacks on healthcare entities and their business associates (i.e., vendors who handle patient protected health information); increased federal government enforcement of the requirements of and fraud in relation to programs under which healthcare providers received COVID-19
13

Table of Contents
funding, including programs under the Coronavirus, Aid, Relief, and Economic Security Act; anticipated increased scrutiny and enforcement of anti-trust laws by the Federal Trade Commission and Department of Justice Antitrust Division; and increased scrutiny of billing, referral and other practices by federal and state authorities. These factors may adversely affect demand for healthcare facilities by potential future tenants and/or the economic performance of some or all of our tenants and, in turn, our lease revenues, which may have a material adverse effect on our business, financial condition, results of operations, operation, and our ability to make distributions to our stockholders.
Risks Associated with Debt Financing and Investments
Interest rate exposure could have a material adverse effect on our results of operations, financial condition and ability to pay distributions to stockholders at our current level.
Our revenues are generated by our leases, which are typically medium-to-long-term leases withhave fixed rental rates, subject to periodic rent escalators. The unhedged portion of the Unsecured Credit Facility is subject to Term SOFR. The generally fixed nature of revenues and the variable rate of our debt obligations could create interest rate risk for us. Increases in interest rates may not be matched by increases in our rental income, which could increase our expenses and adversely affect our business, financial condition, results of operations, and our ability to make distributions to our stockholders. During inflationary periods, interest rates have historically increased, which would have a direct effect on the interest expense of our borrowings. Our exposure to increases in interest rates is limited to our variable rate borrowings, which consist of borrowings under the Unsecured Credit Facility. As of December 31, 2022,2023, we have hedged all of our total principal debt outstanding was $583,000,000, of which 16.8% was unhedged variable-rate debt and 83.2% was variable rate debt fixed throughby using interest rate swaps. Therefore, a significant increase inswaps to effectively fix the interest rates could have an adverse impact on our financing costs and interest expense.rate.
We have broad authority to incur debt, and high debt levels could hinder our ability to make distributions and could decrease the value of our stockholders’ investments.
High debt levels would cause us to incur higher interest charges, would result in higher debt service payments, and could be accompanied by restrictive covenants. These factors could limit the amount of cash we have available to distribute and could result in a decline in the value of our stockholders’ investments.
We incur borrowings, which may increase our business risks, and could hinder our ability to make distributions to our stockholders.
We have obtained a credit facility and may obtain other similar financing arrangements in order to acquire properties. We may also decide to later further leverage our properties. We may pledge all or some of our real properties as security for that debt to obtain funds to acquire real properties. We may borrow if we need funds to pay a desired distribution rate to our stockholders. We may also borrow if we deem it necessary or advisable to ensure that we qualify and maintain our qualification as a REIT for federal income tax purposes. If there is a shortfall between the cash flow from our properties and the cash flow needed to service debt, then the amount available for distribution to our stockholders may be reduced.
Lenders may require us to enter into restrictive covenants relating to our operations, which could limit our ability to make distributions to stockholders at our current level.
When providing financing, a lender could impose restrictions on us that affect our distribution and operating policies, and our ability to incur additional debt. Loan documents we enter into may contain covenants that limit our ability to discontinue insurance coverage. These or other limitations may adversely affect our flexibility and limit our ability to make distributions to stockholders at our current level.
Disruptions in the credit markets could have a material adverse effect on our results of operations, financial condition and ability to pay distributions to stockholders at our current level.
In the past, domestic and international financial markets experienced significant disruptions which were brought about in large part by failures in the U.S. banking system. International conflicts and resultant U.S. response, including financial sanctions, may also disrupthave recently disrupted credit markets. These disruptions have severely impacted the availability of credit in the market and contributed to rising costs associated with obtaining credit. If debt financing is not available on terms and conditions we find acceptable, we may not be able to obtain financing for investments. If theseThese disruptions in the credit markets resurface,have not thus far affected our ability to borrow monies to finance the purchase of, or other activities related to, real estate assets, will be negatively impacted.but they
13

Table of Contents
may do so in the future. If we are unable to borrow monies on terms and conditions that we find acceptable, we may be forced to reduce the number of properties we can purchase and/or dispose of some of our assets. These disruptions could also adversely affect the return on the properties we purchase. In addition, if we pay fees to lock in a favorable interest rate, falling interest rates or other factors could require us to forfeit these fees. All of these events wouldcould have a material adverse effect on our results of operations, financial condition and ability to pay distributions to stockholders at our current level.
14

Table of Contents
U.S. Federal Income Tax Risks
Failure to maintain our qualification as a REIT would adversely affect our operations and our ability to make distributions.
In order for us to maintain our qualification as a REIT, we must satisfy certain requirements set forth in the Code and Treasury Regulations and various factual matters and circumstances that are not entirely within our control. We intend to structure our activities in a manner designed to satisfy all of these requirements. However, if certain of our operations were to be recharacterized by the Internal Revenue Service, or IRS, such recharacterization could jeopardize our ability to satisfy all of the requirements for qualification as a REIT.
If we fail to maintain our qualification as a REIT for any taxable year and we do not qualify for certain statutory relief provisions, we will be subject to U.S. federal income tax on our taxable income at corporate rates. In addition, we would generally be disqualified from treatment as a REIT for the four taxable years following the taxable year in which we lost our REIT status. Losing our REIT status would reduce our net earnings available for investment or distribution to stockholders because of the additional corporate-level tax liability. In addition, distributions to stockholders would no longer qualify for the dividends-paid deduction, and we would no longer be required to make distributions. If this occurs, we might be required to borrow funds or liquidate some investments in order to pay the applicable tax. Our failure to qualify as a REIT would adversely affect the return of stockholders' investments.
To maintain our qualification as a REIT, we must meet annual distribution requirements, which may result in us distributing amounts that may otherwise be used for our operations and which could result in our forgoing otherwise attractive investment opportunities.
To maintain the favorable tax treatment afforded to REITs under the Code, we generally will be required each year to distribute to our stockholders at least 90% of our REIT taxable income determined without regard to the dividends-paid deduction and excluding net capital gain. To the extent that we do not distribute all of our net capital gains or distribute less than 100% of our REIT taxable income, as adjusted, we will have to pay tax on the undistributed amounts at corporate tax rates. Furthermore, if we fail to distribute during each calendar year at least the sum of: (a) 85% of our ordinary income for that year; (b) 95% of our capital gain net income for that year; and (c) any undistributed taxable income from prior periods, ((a) through (c), collectively referred to as the Required Distribution), we would have to pay a 4% nondeductible excise tax on the excess of the Required Distribution over the sum of (x) the amounts that we actually distributed; and the amounts we retained and upon which we paid income tax at the corporate level. These requirements could cause us to distribute amounts that otherwise would be spent on investments in real estate assets, and it is possible that we might be required to borrow funds, possibly at unfavorable rates, or sell assets to fund these distributions. In addition, we could pay part of these required distributions in shares of our common stock, which could result in stockholders having tax liabilities from such distributions in excess of the cash they receive. It is possible the taxable share distribution will not count towards our distribution requirement, in which case adverse consequences could apply. Although we intend to continue to make distributions sufficient to meet the annual distribution requirements and to avoid U.S. federal income and excise taxes, it is possible that we might not always be able to do so.
Certain of our business activities are potentially subject to the prohibited transaction tax, which could reduce the return on our stockholders’ investment.
Our ability to dispose of a property during the first few years following its acquisition may be restricted to a substantial extent as a result of our REIT status. Under applicable provisions of the Code regarding "prohibited transactions" by REITs, we would be subject to a 100% tax on any gain recognized on the sale or other disposition of any property (other than foreclosure property) that we own, directly or through any subsidiary entity, including our Operating Partnership, that is deemed to be inventory or property held primarily for sale to customers in the ordinary course of a trade or business. Whether property is inventory or otherwise held primarily for sale to customers in the ordinary course of a trade or business depends on the particular facts and circumstances surrounding each property. Properties we own, directly or through any subsidiary entity, including our Operating Partnership, may, depending on how we conduct our operations, be treated as inventory or property held primarily for sale to customers in the ordinary course of a trade or business. Any such taxes we pay would reduce our cash available for distribution to our stockholders. Our desire to avoid the prohibited transactions tax may cause us to forego disposition opportunities that would otherwise be advantageous if we were not a REIT.
14

Table of Contents
In certain circumstances, we may be subject to U.S. federal, state and local income taxes as a REIT, which would reduce our cash available for distribution to our stockholders.
Even if we maintain our qualification as a REIT, we may be subject to U.S. federal, state and local income taxes. For example, we may be subject to the prohibited transactions tax and/or the excise tax for failing to make (or be deemed to have made) sufficient distributions, as described above. We also may decide to retain net capital gain we earn from the sale or other disposition of our property and pay income tax directly on such income. In that event, our stockholders would be treated as if they earned that income and paid the tax on it directly. However, stockholders that are tax-exempt, such as charities or qualified
15

Table of Contents
pension plans, would have no benefit from their deemed payment of such tax liability unless they file U.S. federal income tax returns and thereon seek a refund of such tax. We also may be subject to state and local taxes on our income or property, either directly or indirectly through our Operating Partnership or other companies through which we indirectly own assets. Any taxes we pay would reduce our cash available for distribution to our stockholders.
The use of taxable REIT subsidiaries, which may be required for REIT qualification purposes, would increase our overall tax liability and thereby reduce our cash available for distribution to our stockholders.
Some of our assets may need to be owned by, or operations may need to be conducted through, one or more taxable REIT subsidiaries. Any of our taxable REIT subsidiaries would be subject to U.S. federal, state and local income tax on its taxable income at applicable corporate rates. The after-tax net income of our taxable REIT subsidiaries would be available for distribution to us. Further, we would incur a 100% excise tax on transactions with our taxable REIT subsidiaries that are not conducted on an arm’s-length basis. For example, to the extent that the rent paid by one of our taxable REIT subsidiaries exceeds an arm’s-length rental amount, such amount would be potentially subject to a 100% excise tax. While we intend that all transactions between us and our taxable REIT subsidiaries would be conducted on an arm’s-length basis, and therefore, any amounts paid by our taxable REIT subsidiaries to us would not be subject to the excise tax, no assurance can be given that excise tax would not arise from such transactions. At this time, we have no taxable REIT subsidiaries.
Complying with REIT requirements may force us to forgo and/or liquidate otherwise attractive investment opportunities.
To qualify as a REIT for U.S. federal income tax purposes, we must continually satisfy tests concerning, among other things, the sources of our income, the nature and diversification of our assets, the amounts we distribute to our stockholders and the ownership of shares of our common stock. We may be required to forego otherwise attractive investments or make distributions to stockholders at disadvantageous times or when we do not have funds readily available for distribution. Thus, compliance with the REIT requirements may hinder our ability to operate solely on the basis of maximizing profits.
Complying with the REIT asset test requirements may force us to liquidate otherwise attractive investments.
To maintain our qualification as a REIT, we must ensure that at the end of each calendar quarter, at least 75% of the value of our assets consists of cash, cash items, government securities and qualified real estate assets, including certain mortgage loans and certain kinds of mortgage-related securities. The remainder of our investment in securities (other than government securities, taxable REIT subsidiaries and qualified real estate assets) generally cannot include more than 10% of the outstanding voting securities of any one issuer or more than 10% of the total value of the outstanding securities of any one issuer. In addition, in general, no more than 5% of the value of our assets can consist of the securities (other than government securities, taxable REIT subsidiaries, and qualified real estate assets) of any one issuer. No more than 20% of the value of our total assets can be represented by securities of one or more taxable REIT subsidiaries, and no more than 25% of the value of our assets may consist of "non-qualified publicly offered REIT instruments." If we fail to comply with these requirements at the end of any calendar quarter, we must correct the failure within 30 days after the end of the calendar quarter or qualify for certain statutory relief provisions to avoid losing our REIT qualification and suffering adverse tax consequences. As a result, we may be required to liquidate from our portfolio or not make otherwise attractive investments in order to maintain our qualification as a REIT. These actions could have the effect of reducing our income and amounts available for distribution to our stockholders.
If our leases are not considered as true leases for U.S. federal income tax purposes, we could fail to qualify as a REIT.
To qualify as a REIT, we must satisfy two gross income tests, under which specified percentages of our gross income must be derived from certain sources, such as “rents from real property.” In order for rent paid to us to qualify as “rents from real property” for purposes of the REIT gross income tests, the leases must be respected as true leases for U.S. federal income tax purposes and not be treated as service contracts, joint ventures, or some other type of arrangement. If our leases are not respected as true leases for U.S. federal income tax purposes, we could fail to qualify as a REIT, which would materially and adversely impact the value of an investment in our shares and in our ability to pay dividends to our stockholders.
Legislative or regulatory action could adversely affect the returns to our investors.
In recent years, numerous legislative, judicial and administrative changes have been made in the provisions of U.S. federal income tax laws applicable to investments similar to an investment in shares of our common stock. Additional changes to the tax laws are likely to continue to occur, and we cannot assure you that any such changes will not adversely affect our taxation
15

Table of Contents
and our ability to continue to qualify as a REIT or the taxation of a stockholder. Any such changes could have a material adverse effect on an investment in our shares or on the market value or the resale potential of our assets. Our stockholders are urged to consult with their own tax advisors with respect to the impact of recent legislation on their investment in our shares and the status of legislative, regulatory or administrative developments and proposals and their potential effect on an investment in our shares.
Although REITs generally receive better tax treatment than entities taxed as regular corporations, it is possible that future legislation would result in a REIT having fewer tax advantages, and it could become more advantageous for a company that
16

Table of Contents
invests in real estate to elect to be treated for U.S. federal income tax purposes as a regular corporation. As a result, our charter provides the Board with the power, under certain circumstances, to revoke or otherwise terminate our REIT election and cause us to be taxed as a regular corporation, without the vote of our stockholders. The Board has fiduciary duties to us and our stockholders and could only cause such changes in our tax treatment if it determines in good faith that such changes are in the best interests of our stockholders.
While the changes in the Tax Cuts and Jobs Act generally appear to be favorable with respect to REITs, the extensive changes to non-REIT provisions in the Internal Revenue Code may have unanticipated effects on us or our stockholders.
We urge you to consult with your own tax advisor with respect to the status of legislative, regulatory or administrative developments and proposals and their potential effect on an investment in shares of our common stock.
Dividends payable by REITs generally are subject to a higher tax rate than regular corporate dividends under current law.
The maximum U.S. federal income tax rate for “qualified dividends” payable to U.S. stockholders that are individuals, trusts and estates generally is 20%. Dividends payable by REITs, however, are generally not eligible for the reduced rates for qualified dividends and are taxed at ordinary income rates. However, for taxable years beginning after December 31, 2017, and before January 1, 2026, U.S. stockholders that are individuals, trusts and estates generally may deduct 20% of ordinary dividends from a REIT resulting in an effective maximum U.S. federal income tax rate of 29.6% on such income. Although theseThese rules do not adversely affect the taxation of REITs or dividends payable by REITs, to the extent that the reduced rates continue to apply to regular corporate qualified dividends,dividends; however, investors that are individuals, trusts and estates may perceive investments in REITs to be relatively less attractive than investments in the stocks of non-REIT corporations that pay dividends, which could materially and adversely affect the value of the shares of REITs, including our common stock.
If our Operating Partnership fails to maintain its status as a partnership, its income may be subject to taxation, which would reduce the cash available for distribution to our stockholders.
We intend to maintain the status of our Operating Partnership as a partnership for U.S. federal income tax purposes. However, if the IRS were to successfully challenge the status of our Operating Partnership as a partnership or disregarded entity for such purposes, it would be taxable as a corporation. In such event, this would reduce the amount of distributions that our Operating Partnership could make to us. This would also result in our losing REIT status, and becoming subject to a corporate level tax on our own income. This would substantially reduce our cash available to pay distributions and the yield on our stockholders’ investment. In addition, if any of the partnerships or limited liability companies through which our Operating Partnership owns its properties, in whole or in part, loses its characterization as a partnership and is otherwise not disregarded for U.S. federal income tax purposes, it would be subject to taxation as a corporation, thereby reducing distributions to our Operating Partnership. Such a recharacterization of an underlying property owner could also threaten our ability to maintain REIT status and would have a material adverse impact on us.
Foreign purchasers of our shares may be subject to FIRPTA tax upon the sale of their shares or upon the payment of a capital gain dividend, which would reduce the net amount they would otherwise realize on their investment in our shares.
A foreign person (other than certain foreign pension plans and certain foreign publicly traded entities) disposing of a U.S. real property interest, including shares of a U.S. corporation whose assets consist principally of U.S. real property interests, is generally subject to the Foreign Investment in Real Property Tax Act of 1980, as amended, or FIRPTA, on the gain recognized on the disposition. Such FIRPTA tax does not apply to the disposition of stock in a REIT if the REIT is “domestically controlled.” A REIT is "domestically controlled" if less than 50% of the REIT’s stock, by value, has been owned directly or indirectly by persons who are not qualifying U.S. persons during a continuous five-year period ending on the date of disposition or, if shorter, during the entire period of the REIT’s existence. We cannot assure our stockholders that we will qualify as a "domestically controlled" REIT. If we were to fail to so qualify, any gain realized by foreign investors on a sale of our shares would be subject to FIRPTA tax, unless our shares were traded on an established securities market and the foreign investor did not at any time during a specified testing period directly or indirectly own more than 10% of the value of our outstanding common stock.
A foreign investor also may be subject to FIRPTA tax upon the payment of any capital gain dividend by us, which dividend is attributable to gain from sales or exchanges of U.S. real property interests. We encourage our stockholders to consult their own tax advisor to determine the tax consequences applicable to them if they are a foreign investor.
16

Table of Contents
ERISA Risks
If our assets are deemed to be ERISA plan assets, we may be exposed to liabilities under Title I of ERISA and the Internal Revenue Code.
In some circumstances where an Employee Retirement Income Security Act of 1974, as amended, or ERISA, plan holds an interest in an entity, the assets of the entire entity are deemed to be ERISA plan assets unless an exception applies. This is
17

Table of Contents
known as the "look-through rule." Under those circumstances, the obligations and other responsibilities of plan sponsors, plan fiduciaries and plan administrators, and of parties in interest and disqualified persons, under Title I of ERISA and Section 4975 of the Code, as applicable, may be applicable, and there may be liability under these and other provisions of ERISA and the Code. We believe that our assets should not be treated as plan assets because the shares should qualify as "publicly-offered securities" that are exempt from the look-through rules under applicable Treasury Regulations. We note, however, that because certain limitations are imposed upon the transferability of shares so that we may qualify as a REIT, and perhaps for other reasons, it is possible that this exemption may not apply. If that is the case, and if we are exposed to liability under ERISA or the Code, our performance and results of operations could be adversely affected. Prior to making an investment in us, you should consult with your legal and other advisors concerning the impact of ERISA and the Code on your investment and our performance.
General Risk Factors
Our shares of common stock are not listed on an exchange, and we are not required to provide for a liquidity event. Therefore, it may be difficult for stockholders to sell their shares and, if stockholders are able to sell their shares, they will likelymay sell them at a substantial discount. Our stockholders are also limited in their ability to sell their shares pursuant to our share repurchase program and may have to hold their shares for an indefinite period of time.
There is currently no public market for our shares. Although we presently intend to consider alternatives for providing liquidity to our stockholders, we do not have a fixed date or method for providing stockholders with liquidity, and our completion of a liquidity event is not guaranteed. If we do not pursue a liquidity transaction, or delay such a transaction due to market conditions, shares may continue to be illiquid and stockholders may, for an indefinite period of time, be unable to convert their investment to cash easily and could suffer losses on their investment. If our stockholders are able to find a buyer for their shares, our stockholders likely willmay have to sell them at a substantial discount to their purchase price. Moreover, investors should not rely on our share repurchase program as a method to sell shares promptly because our share repurchase program includes numerous restrictions that limit stockholders' ability to sell shares to us, and the Board may suspend (in whole or in part) the share repurchase program at any time, and may amend, reduce or terminate our share repurchase program upon 30 days' prior notice to our stockholders for any reason it deems appropriate. The restrictions of our share repurchase program limit our stockholders’ ability to sell their shares should they require liquidity and limit our stockholders’ ability to recover the value they invested. We can only repurchase shares due to death or involuntary exigent circumstance in accordance with our share repurchase program, subject in each case to specified terms and limitations, including, but not limited to, quarterly share limitations, an annual 5.0% share limitation, and DRIP funding limitations. See Part II, Item 5. "Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities" for more information on the limitations of our share repurchase program.
It may be difficult to accurately reflect material events that may impact our Estimated Per Share NAV between valuations, and accordingly we may be selling and repurchasing shares at too high or too low a price.
Estimated Per Share NAV is based on the estimated value of our assets less the estimated value of our liabilities divided by the number of shares outstanding, calculated as of a certain date. The Estimated Per Share NAV of each of our Class A common stock, Class I common stock and Class T common stock is an estimate as of a certain time and may not reflect the value that stockholders will receive for their investment. The Estimated Per Share NAV is determined by an independent third-party valuation firm, the engagement of which is approved by the Audit Committee. The Financial Industry Regulatory Authority, or FINRA, rules provide no guidance on the methodology an issuer must use to determine its estimated value per share. As with any valuation methodology, our independent valuation firm's methodology is based upon a number of estimates and assumptions that may not be accurate or complete. Some of these estimates and assumptions relate to potential, future events and expectations, so they are inherently subject to inaccuracy and differences from actual results. Different parties with different assumptions and estimates could derive a different estimated value per share, and these differences could be significant. The Estimated Per Share NAV is not audited and does not represent the fair value of our assets or liabilities according to U.S. generally accepted accounting principles, or GAAP. Accordingly, with respect to the Estimated Per Share NAV, we can give no assurance that: (i) a stockholder would be able to resell his or her shares at the Estimated Per Share NAV; (ii) a stockholder would ultimately realize distributions per share equal to the Estimated Per Share NAV upon liquidation of our assets and settlement of our liabilities or a sale of the company; (iii) our shares of common stock would trade at the Estimated Per Share NAV on a national securities exchange; (iv) a different independent third-party appraiser or other third-party
17

Table of Contents
valuation firm would agree with the Estimated Per Share NAV; or (v) the methodology used to estimate our NAV per share would be acceptable to FINRA or comply with ERISA reporting requirements.
The value of our shares will fluctuate over time in response to developments related to individual assets in the portfolio and the management of those assets and in response to the real estate and finance markets. We expect to engage an independent valuation firm to update the Estimated Per Share NAV at least annually.
18

Table of Contents
Cybersecurity risks and cyber incidents may adversely affect our business by causing a disruption to our operations, a compromise or corruption of our confidential information, and/or damage to our business relationships, all of which could negatively impact our financial results.
We consider a cyber incident to be any adverse event that threatens the confidentiality, integrity or availability of our information resources. These incidents may be an intentional attack or an unintentional event and could involve gaining unauthorized access to our information systems for purposes of misappropriating assets, stealing confidential information, corrupting data or causing operational disruption. The result of these incidents may include disrupted operations, misstated or unreliable financial data, liability for stolen assets or information, increased cybersecurity protection and insurance costs, litigation and damage to our tenant and investor relationships. As our reliance on technology has increased, so have the risks posed to our information systems, both internal and those we have outsourced. There is no guarantee that any processes, procedures and internal controls we have implemented, or will implement, will prevent cyber intrusions, whichcybersecurity threats that could have a negative impact onadversely affect our business, financial condition, and results operations, business relationshipsof operations. Additionally, as increased regulatory compliance for cybersecurity protocols and disclosures are required by state or confidential information.federal authorities, there is no guarantee that the increased amount of resources, both time and expense, will not adversely affect our business.
We expect that most of our properties will continue to be located in the continental United States and would be affected by economic downturns, as well as economic cycles and risks inherent to that area.
Our properties are concentrated in, and we expect to continue to acquire commercial real estate located in, the continental United States; however, we may purchase properties in other jurisdictions. Real estate markets are subject to economic downturns, as they have been in the past, and we cannot predict how economic conditions will impact this market in both the short and long term. Declines in the economy or a decline in the real estate market in the continental United States could hurt our financial performance and the value of our properties. The factors affecting economic conditions in the continental United States real estate market include, but are not limited to: financial performance and productivity of, among others, the publishing, advertising, financial, technology, retail, insurance and real estate industries; business layoffs or downsizing; industry slowdowns; potential government shutdowns; relocations of businesses; changing demographics; increased telecommuting and use of alternative workplaces; infrastructure quality; any oversupply of, or reduced demand for, real estate; concessions or reduced rental rates under new leases for properties where tenants defaulted; increased insurance premiums; and increased interest rates.
Distributions paid from sources other than our cash flows from operations, including from the proceeds of our Offerings, will result in us having fewer funds available for the acquisition of properties and real estate-related investments, which may adversely affect our ability to fund future distributions with cash flows from operations and may adversely affect a stockholder's overall return.
We have previously paid, and may pay in the future, distributions from sources other than from our cash flows from operations. We may pay, and have no limits on the amounts we may pay, distributions from any source, such as the sale of assets, and the sale of additional securities.securities and funds equal to amounts reinvested in the DRIP, which may reduce the amount of capital we ultimately invest in properties or other permitted investments. Funding distributions from the sale of assets may affect our ability to generate cash flows. Funding distributions from the sale of additional securities could dilute stockholders' interest in us if we sell shares of our common stock to third party investors. Funding distributions to our stockholders will result in us having less funds available for acquiring properties or real estate-related investments. Our inability to acquire such properties or investments may have a negative effect on our ability to generate sufficient cash flows from operations to pay distributions. As a result, the return investors may realize on their investment may be reduced and investors who invested in us before we generated significant cash flow may realize a lower rate of return than later investors. Payment of distributions from any of the aforementioned sources could restrict our ability to generate sufficient cash flows from operations, affect our profitability and/or affect the distributions payable upon a liquidity event, any or all of which may have an adverse effect on an investment in us.
Item 1B. Unresolved Staff Comments.
None.
18

Table of Contents
Item 1C. Cybersecurity.
We have developed, implemented, and integrated a cybersecurity program, or the Cybersecurity Program, to protect our information systems by using physical, technical, and administrative safeguards. This includes assessing, identifying, monitoring, reporting, managing and remediating cybersecurity threats. The Cybersecurity Program aims to prevent data ex-filtration, manipulation, and destruction, as well as system and transactional disruption. The Cybersecurity Program utilizes a threat-centric and risk-based approach to identify and assess cybersecurity threats that could affect our business and information systems based on the National Institute of Standards and Technology Cybersecurity Framework, or the NIST Framework.
Our Cybersecurity Program includes the following processes:
Quarterly control reviews, annual policy reviews and annual investments in our security infrastructure;
Periodic testing of our information systems to assess our vulnerability to cyber risk, which includes targeted penetration testing and vulnerability scanning;
Testing and audits of our IT-related internal controls over financial reporting, excluding cybersecurity controls, by our internal auditors;
Conducting a comprehensive information security and training program for our employees, including mandatory computer-based training, regular internal communications, and ongoing end-user testing to measure the effectiveness of our information security program. As part of this commitment, we require our employees to acknowledge our Information Security policy each year. In addition, we have an established schedule and process for regular phishing awareness campaigns that are designed to emulate real-world contemporary threats and provide immediate feedback (and, if necessary, additional training or remedial action) to employees;
Annually assess the Cybersecurity Program against the NIST Framework;
Maintaining business continuity, contingency and recovery plans to quickly react to cybersecurity incidents;
Conducting security assessments of all third-party service providers with access to personal, confidential or proprietary information before engagement and maintaining ongoing monitoring by reviewing system and organization controls reports, relevant cyber attestations, and other independent cyber ratings;
Retaining a third-party cybersecurity provider for emergency incident response services in the event of a serious information security breach; and
Maintaining cybersecurity risk insurance that could help defray the costs of an information security breach as a backstop to the Cybersecurity Program.
Through our incident response plan, we have designated a cybersecurity management committee, or the Cybersecurity Management Committee, composed of our executive officers and management representatives. Led by Our Vice President of Information Technology & Corporate Facilities, our Cybersecurity Management Committee is responsible for the management of the Cybersecurity Program and for the day-to-day investigation of and response to potential information security-related incidents. Pursuant to our incident response plan, incidents meeting specified severity levels are required to be escalated to the Cybersecurity Management Committee for review and response. The goals of the incident response plan are to prevent, detect and react to information security incidents, determine their scope and risk, respond appropriately to the incident, communicate the results and risk to relevant stakeholders, and reduce the likelihood of the incident from reoccurring.
Our Vice President of Information Technology & Corporate Facilities has served in this role since 2018, and has more than 25 years of experience in various roles involving managing information security, technology infrastructure and IT operations.
Our Board plays a role in overseeing risks associated with cybersecurity threats and has delegated to the Audit Committee primary oversight of the Cybersecurity Program. Our executive officers report on our Cybersecurity Program to both the Board and the Audit Committee at least four times per year (including as part of our discussions regarding enterprise risk management). In addition, quarterly reports to the Audit Committee include our internal auditor's reviews of our information security programs and controls. As part of the incident response plan discussed above, in the event we experience a cybersecurity incident that could materially affect us, including our business strategy, results of operations or financial condition, our executive officers (who are also a part of the Cybersecurity Management Committee) will review the incident with the Audit Committee to consider whether and to what extent disclosure is required under Item 1.05 of Form 8-K.
We face risks from cybersecurity threats that could have a material adverse effect on our business strategy, results of operations or financial conditions. See “Risk Factors – General Risk Factors - Cybersecurity risks and cyber incidents may adversely affect our business by causing a disruption to our operations, a compromise or corruption of our confidential information, and/or damage to our business relationships, all of which could negatively impact our financial results” in Part I, Item 1A of this Annual Report on Form 10-K for a discussion of these risks. To date, we have not experienced a material cybersecurity incident.
19

Table of Contents
Item 2. Properties.
Our principal executive office is located at 1001 Water Street, Suite 800, Tampa, Florida 33602. As of December 31, 2022,2023, we owned a portfolio of 132131 real estate properties, composed of approximately 5,535,0005,114,000 rentable square feet of commercial spaces, and two undeveloped land parcels. As of December 31, 2022, 1182023, 117 of our real estate properties were leased to a single-tenant and 14 of our real estate properties were multi-tenant.leased to multiple tenants. As of December 31, 2022, 99.5%2023, 99.4% of our rentable square feet was leased, with a weighted average remaining lease term of 9.38.5 years. As of December 31, 2022,2023, all of our real estate investments are in healthcare properties and undeveloped land parcels.

1920

Table of Contents
Property Statistics
The following table shows the property statistics of our real estate portfolio as of December 31, 2022:2023:
Property NameMSA/µSADate AcquiredYear ConstructedYear Renovated% LeasedLeased Sq FtEncumbrances,
$ (in thousands)
Houston Healthcare FacilityHouston-The Woodlands-Sugar Land, TX07/31/20141993100%13,645 (1)
Cincinnati Healthcare FacilityCincinnati, OH-KY-IN10/29/20142001100%14,868 (1)
Winston-Salem Healthcare FacilityWinston-Salem, NC12/17/20142004100%22,200 (1)
Stoughton Healthcare FacilityBoston-Cambridge-Newton, MA-NH12/23/201419731997100%180,744 (1)
Fort Worth Healthcare FacilityDallas-Fort Worth-Arlington, TX12/31/20142014100%83,464 (1)
Fort Worth Healthcare Facility IIDallas-Fort Worth-Arlington, TX12/31/20142014100%8,268 (1)
Winter Haven Healthcare FacilityLakeland-Winter Haven, FL01/27/20152009100%7,560 (1)
Overland Park Healthcare FacilityKansas City, MO-KS02/17/20152014100%54,568 (1)
Clarion Healthcare FacilityPittsburgh, PA06/01/20152012100%33,000 (1)
Webster Healthcare FacilityHouston-The Woodlands-Sugar Land, TX06/05/20152015100%53,514 (1)
Augusta Healthcare FacilityAugusta-Waterville, ME (µSA)07/22/20152010100%51,000 (1)
Cincinnati Healthcare Facility IICincinnati, OH-KY-IN07/22/201519602014100%139,428 (1)
Cincinnati Healthcare Facility IIICincinnati, OH-KY-IN07/22/20152014100%41,600 (1)
Florence Healthcare FacilityCincinnati, OH-KY-IN07/22/20152014100%41,600 (1)
Oakland Healthcare FacilityAugusta-Waterville, ME (µSA)07/22/20152004100%20,000 (1)
Wyomissing Healthcare FacilityPhiladelphia-Camden-Wilmington, PA-NJ-DE-MD07/24/20152007100%33,217 (1)
Luling Healthcare FacilityAustin-Round Rock, TX07/30/20152003100%40,901 (1)
Omaha Healthcare FacilityOmaha-Council Bluffs, NE-IA10/14/20152014100%40,402 (1)
Sherman Healthcare FacilitySherman-Denison, TX11/20/201520052010100%57,576 (1)
Sherman Healthcare Facility IISherman-Denison, TX11/20/20152005100%8,055 (1)
Fort Worth Healthcare Facility IIIDallas-Fort Worth-Arlington, TX12/23/201519982007/2015100%36,800 (1)
Oklahoma City Healthcare FacilityOklahoma City, OK12/29/201519851998/2003100%94,076 (1)
Oklahoma City Healthcare Facility IIOklahoma City, OK12/29/201519941999100%41,394 (1)
Edmond Healthcare FacilityOklahoma City, OK01/20/20162002100%17,700 (1)
Oklahoma City Healthcare Facility IIIOklahoma City, OK01/27/20162006100%5,000 (1)
Oklahoma City Healthcare Facility IVOklahoma City, OK01/27/20162007100%8,762 (1)
Newcastle Healthcare FacilityOklahoma City, OK02/03/201619951999100%7,424 (1)
Oklahoma City Healthcare Facility VOklahoma City, OK02/11/20162008100%43,676 (1)
Rancho Mirage Healthcare FacilityRiverside-San Bernardino-Ontario, CA03/01/20162018100%47,008 (1)
Oklahoma City Healthcare Facility VIOklahoma City, OK03/07/20162007100%14,676 (1)
Oklahoma City Healthcare Facility VIIOklahoma City, OK06/22/20162016100%102,978 (1)
Las Vegas Healthcare FacilityLas Vegas-Henderson-Paradise, NV06/24/20162017100%56,220 (1)
Oklahoma City Healthcare Facility VIIIOklahoma City, OK06/30/201619972008100%62,857 (1)
Marlton Healthcare FacilityPhiladelphia-Camden-Wilmington, PA-NJ-DE-MD11/01/20161995100%89,139 (1)
Grand Rapids Healthcare FacilityGrand Rapids-Wyoming, MI12/07/2016200880%86,008 (1)
Corpus Christi Healthcare FacilityCorpus Christi, TX12/22/201619922016100%25,102 (1)
Aurora Healthcare FacilityChicago-Naperville-Elgin, IL-IN-WI03/30/20172002100%24,722 (1)
Allen Healthcare FacilityDallas-Fort Worth-Arlington, TX03/31/20172007100%42,627 (1)
Austin Healthcare FacilityAustin-Round Rock, TX03/31/20172012100%66,095 (1)
Beaumont Healthcare FacilityBeaumont-Port Arthur, TX03/31/20171991100%61,000 (1)
San Antonio Healthcare FacilitySan Antonio-New Braunfels, TX06/29/20171984100%44,746 (1)
Silverdale Healthcare FacilityBremerton-Silverdale, WA08/25/20172005100%26,127 (1)
Silverdale Healthcare Facility IIBremerton-Silverdale, WA09/20/20172007100%19,184 (1)
Saginaw Healthcare FacilitySaginaw, MI12/21/20172002100%87,843 (1)
Carrollton Healthcare FacilityDallas-Fort Worth-Arlington, TX04/27/20182015100%21,990 (1)
Katy Healthcare FacilityHouston-The Woodlands-Sugar Land, TX06/08/20182015100%34,296 (1)
Indianola Healthcare FacilityDes Moines-West Des Moines, IA09/26/20182014100%18,116 (1)
Indianola Healthcare Facility IIDes Moines-West Des Moines, IA09/26/20182011100%20,990 (1)
Benton Healthcare FacilityLittle Rock-North Little Rock-Conway, AR10/17/20181992/19992012100%104,419 (1)
20

Table of Contents
Property NameMSA/µSADate AcquiredYear ConstructedYear Renovated% LeasedLeased Sq FtEncumbrances,
$ (in thousands)
Benton Healthcare Facility IILittle Rock-North Little Rock-Conway, AR10/17/20181983100%11,350 (1)
Bryant Healthcare FacilityLittle Rock-North Little Rock-Conway, AR10/17/20181995100%23,450 (1)
Hot Springs Healthcare FacilityLittle Rock-North Little Rock-Conway, AR10/17/20182009100%8,573 (1)
Clive Healthcare FacilityDes Moines-West Des Moines, IA11/26/20182008100%58,156 (1)
Valdosta Healthcare FacilityValdosta, GA11/28/20182004100%24,750 (1)
Valdosta Healthcare Facility IIValdosta, GA11/28/20181992100%12,745 (1)
Bryant Healthcare Facility IILittle Rock-North Little Rock-Conway, AR08/16/20192016100%16,425 (1)
Laredo Healthcare FacilityLaredo, TX09/19/20191998100%61,677 (1)
Laredo Healthcare Facility IILaredo, TX09/19/20191998100%118,132 (1)
Poplar Bluff Healthcare FacilityPoplar Bluff, MO (µSA)09/19/20192013100%71,519 (1)
Tucson Healthcare FacilityTucson, AZ09/19/20191998100%34,009 (1)
Akron Healthcare FacilityAkron, OH10/04/20192012100%98,705 (1)
Akron Healthcare Facility IIAkron, OH10/04/20192013100%38,564 (1)
Akron Healthcare Facility IIIAkron, OH10/04/20192008100%54,000 (1)
Alexandria Healthcare FacilityAlexandria, LA10/04/20192007100%15,600 (1)
Appleton Healthcare FacilityAppleton, WI10/04/20192011100%7,552 (1)
Austin Healthcare Facility IIAustin-Round Rock, TX10/04/20192006100%18,275 (1)
Bellevue Healthcare FacilityGreen Bay, WI10/04/20192010100%5,838 (1)
Bonita Springs Healthcare FacilityCape Coral-Fort Myers, FL10/04/201920022005100%9,800 (1)
Bridgeton Healthcare FacilitySt. Louis, MO-IL10/04/20192012100%66,914 (1)
Covington Healthcare FacilityNew Orleans-Metairie, LA10/04/20191984100%43,250 (1)
Crestview Healthcare FacilityCrestview-Fort Walton Beach-Destin, FL10/04/201920042010100%5,685 (1)
Dallas Healthcare FacilityDallas-Fort Worth-Arlington, TX10/04/20192011100%62,390 (1)
De Pere Healthcare FacilityGreen Bay, WI10/04/20192005100%7,100 (1)
Denver Healthcare FacilityDenver-Aurora-Lakewood, CO10/04/201919622018100%131,210 (1)
El Segundo Healthcare FacilityLos Angeles-Long Beach-Anaheim, CA10/04/20192009100%12,163 (1)
Fairlea Healthcare FacilityHagerstown-Martinsburg, MD-WV10/04/20191999100%5,200 (1)
Fayetteville Healthcare FacilityFayetteville-Springdale-Rogers, AR-MO10/04/201919942009100%55,740 (1)
Fort Myers Healthcare FacilityCape Coral-Fort Myers, FL10/04/20191999100%32,148 (1)
Fort Myers Healthcare Facility IICape Coral-Fort Myers, FL10/04/201920102022100%47,089 (1)
Fort Walton Beach Healthcare FacilityCrestview-Fort Walton Beach-Destin, FL10/04/20192005100%9,017 (1)
Frankfort Healthcare FacilityLexington-Fayette, KY10/04/201919932019100%4,000 (1)
Frisco Healthcare FacilityDallas-Fort Worth-Arlington, TX10/04/201920102020100%57,051 (1)
Goshen Healthcare FacilityElkhart-Goshen, IN10/04/20192010100%15,462 (1)
Hammond Healthcare FacilityHammond, LA10/04/20192006100%63,000 (1)
Hammond Healthcare Facility IIHammond, LA10/04/20192004100%23,835 (1)
Harlingen Healthcare FacilityBrownsville-Harlingen, TX10/04/20192007100%38,111 (1)
Henderson Healthcare FacilityLas Vegas-Henderson-Paradise, NV10/04/20192000100%6,685 (1)
Houston Healthcare Facility IIIHouston-The Woodlands-Sugar Land, TX10/04/201919982018100%16,217 (1)
Howard Healthcare FacilityGreen Bay, WI10/04/20192011100%7,552 (1)
Jacksonville Healthcare FacilityJacksonville, FL10/04/20192009100%13,082 (1)
Lafayette Healthcare FacilityLafayette, LA10/04/201920042005100%73,824 (1)
Lakewood Ranch Healthcare FacilityNorth Port-Sarasota-Bradenton, FL10/04/20192008100%10,919 (1)
Las Vegas Healthcare Facility IILas Vegas-Henderson-Paradise, NV10/04/20192007100%6,963 (1)
Lehigh Acres Healthcare FacilityCape Coral-Fort Myers, FL10/04/20192002100%5,746 (1)
Lubbock Healthcare FacilityLubbock, TX10/04/20192003100%102,143 (1)
Manitowoc Healthcare FacilityGreen Bay, WI10/04/20192003100%7,987 (1)
Manitowoc Healthcare Facility IIGreen Bay, WI10/04/201919642010100%36,090 (1)
Marinette Healthcare FacilityGreen Bay, WI10/04/20192008100%4,178 (1)
New Bedford Healthcare FacilityProvidence-Warwick, RI-MA10/04/201919421995100%70,657 (1)
New Braunfels Healthcare FacilitySan Antonio-New Braunfels, TX10/04/20192007100%27,971 (1)
Property NameMSA/µSADate AcquiredYear ConstructedYear Renovated% LeasedLeased Sq FtEncumbrances,
$ (in thousands)
Houston Healthcare FacilityHouston-Pasadena-The Woodlands, TX07/31/20141993100%13,645 (1)
Cincinnati Healthcare FacilityCincinnati, OH-KY-IN10/29/20142001100%14,868 (1)
Winston-Salem Healthcare FacilityWinston-Salem, NC12/17/20142004100%22,200 (1)
Stoughton Healthcare FacilityBoston-Cambridge-Newton, MA-NH12/23/201419731997100%180,744 (1)
Fort Worth Healthcare FacilityDallas-Fort Worth-Arlington, TX12/31/20142014100%83,464 (1)
Fort Worth Healthcare Facility IIDallas-Fort Worth-Arlington, TX12/31/20142014100%8,268 (1)
Winter Haven Healthcare FacilityLakeland-Winter Haven, FL01/27/20152009100%7,560 (1)
Overland Park Healthcare FacilityKansas City, MO-KS02/17/20152014100%54,568 (1)
Clarion Healthcare FacilityPittsburgh, PA06/01/20152012100%33,000 (1)
Webster Healthcare FacilityHouston-Pasadena-The Woodlands, TX06/05/20152015100%53,514 (1)
Augusta Healthcare FacilityAugusta-Waterville, ME (µSA)07/22/20152010100%51,000 (1)
Cincinnati Healthcare Facility IIICincinnati, OH-KY-IN07/22/20152014100%41,600 (1)
Florence Healthcare FacilityCincinnati, OH-KY-IN07/22/20152014100%41,600 (1)
Oakland Healthcare FacilityAugusta-Waterville, ME (µSA)07/22/20152004100%20,000 (1)
Wyomissing Healthcare FacilityPhiladelphia-Camden-Wilmington, PA-NJ-DE-MD07/24/20152007100%33,217 (1)
Luling Healthcare FacilityAustin-Round Rock-San Marcos, TX07/30/20152003100%40,901 (1)
Omaha Healthcare FacilityOmaha, NE-IA10/14/20152014100%40,402 (1)
Sherman Healthcare FacilitySherman-Denison, TX11/20/201520052010100%57,576 (1)
Sherman Healthcare Facility IISherman-Denison, TX11/20/20152005100%8,055 (1)
Fort Worth Healthcare Facility IIIDallas-Fort Worth-Arlington, TX12/23/201519982007/2015100%36,800 (1)
Oklahoma City Healthcare FacilityOklahoma City, OK12/29/201519851998/2003100%94,076 (1)
Oklahoma City Healthcare Facility IIOklahoma City, OK12/29/201519941999100%41,394 (1)
Edmond Healthcare FacilityOklahoma City, OK01/20/20162002100%17,700 (1)
Oklahoma City Healthcare Facility IIIOklahoma City, OK01/27/20162006100%5,000 (1)
Oklahoma City Healthcare Facility IVOklahoma City, OK01/27/20162007100%8,762 (1)
Newcastle Healthcare FacilityOklahoma City, OK02/03/201619951999100%7,424 (1)
Oklahoma City Healthcare Facility VOklahoma City, OK02/11/20162008100%43,676 (1)
Rancho Mirage Healthcare FacilityRiverside-San Bernardino-Ontario, CA03/01/20162018100%47,008 (1)
Oklahoma City Healthcare Facility VIOklahoma City, OK03/07/20162007100%14,676 (1)
Oklahoma City Healthcare Facility VIIOklahoma City, OK06/22/20162016100%102,978 (1)
Las Vegas Healthcare FacilityLas Vegas-Henderson-North Las Vegas, NV06/24/20162017100%56,220 (1)
Oklahoma City Healthcare Facility VIIIOklahoma City, OK06/30/201619972008100%62,857 (1)
Marlton Healthcare FacilityPhiladelphia-Camden-Wilmington, PA-NJ-DE-MD11/01/20161995100%89,139 (1)
Grand Rapids Healthcare FacilityGrand Rapids-Wyoming-Kentwood, MI12/07/2016200884%90,150 (1)
Corpus Christi Healthcare FacilityCorpus Christi, TX12/22/201619922016100%25,102 (1)
Aurora Healthcare FacilityChicago-Naperville-Elgin, IL-IN03/30/20172002100%24,722 (1)
Allen Healthcare FacilityDallas-Fort Worth-Arlington, TX03/31/20172007100%42,627 (1)
Austin Healthcare FacilityAustin-Round Rock-San Marcos, TX03/31/20172012100%66,095 (1)
Beaumont Healthcare FacilityBeaumont-Port Arthur, TX03/31/20171991100%61,000 (1)
San Antonio Healthcare FacilitySan Antonio-New Braunfels, TX06/29/20171984(2)100%44,746 (1)
Silverdale Healthcare FacilityBremerton-Silverdale-Port Orchard, WA08/25/20172005100%26,127 (1)
Silverdale Healthcare Facility IIBremerton-Silverdale-Port Orchard, WA09/20/20172007100%19,184 (1)
Saginaw Healthcare FacilitySaginaw, MI12/21/20172002100%87,843 (1)
Carrollton Healthcare FacilityDallas-Fort Worth-Arlington, TX04/27/20182015100%21,990 (1)
Katy Healthcare FacilityHouston-Pasadena-The Woodlands, TX06/08/20182015100%34,296 (1)
Indianola Healthcare FacilityDes Moines-West Des Moines, IA09/26/20182014100%18,116 (1)
21

Table of Contents
Property NameMSA/µSADate AcquiredYear ConstructedYear Renovated% LeasedLeased Sq FtEncumbrances,
$ (in thousands)
North Smithfield Healthcare FacilityProvidence-Warwick, RI-MA10/04/201919652000100%92,944 (1)
Oklahoma City Healthcare Facility IXOklahoma City, OK10/04/20192007100%34,970 (1)
Oshkosh Healthcare FacilityOshkosh-Neenah, WI10/04/20192010100%8,717 (1)
Palm Desert Healthcare FacilityRiverside-San Bernardino-Ontario, CA10/04/20192005100%6,963 (1)
Rancho Mirage Healthcare Facility IIRiverside-San Bernardino-Ontario, CA10/04/20192008100%7,432 (1)
San Antonio Healthcare Facility IIISan Antonio-New Braunfels, TX10/04/20192012100%50,000 (1)
San Antonio Healthcare Facility IVSan Antonio-New Braunfels, TX10/04/20191987100%113,136 (1)
San Antonio Healthcare Facility VSan Antonio-New Braunfels, TX10/04/20192017100%57,929 (1)
Santa Rosa Beach Healthcare FacilityCrestview-Fort Walton Beach-Destin, FL10/04/20192003100%5,000 (1)
Savannah Healthcare FacilitySavannah, GA10/04/20192014100%48,184 (1)
Sturgeon Bay Healthcare FacilityGreen Bay, WI10/04/20192007100%3,100 (1)
Victoria Healthcare FacilityVictoria, TX10/04/20192013100%34,297 (1)
Victoria Healthcare Facility IIVictoria, TX10/04/20191998100%28,752 (1)
Webster Healthcare Facility IIHouston-The Woodlands-Sugar Land, TX10/04/201920142019100%373,070 (1)
Wilkes-Barre Healthcare FacilityScranton–Wilkes-Barre–Hazleton, PA10/04/20192012100%15,996 (1)
Yucca Valley Healthcare FacilityRiverside-San Bernardino-Ontario, CA10/04/20192009100%12,240 (1)
Tucson Healthcare Facility IITucson, AZ12/26/20192021100%60,913 (1)
Tucson Healthcare Facility IIITucson, AZ12/27/20192020100%20,000 (1)
Grimes Healthcare FacilityDes Moines-West Des Moines, IA02/19/20202018100%14,669 (1)
Tampa Healthcare FacilityTampa-St. Petersburg-Clearwater, FL09/08/20202015100%33,822 (1)
Tucson Healthcare Facility IVTucson, AZ12/22/2020202289%39,967 
Greenwood Healthcare FacilityIndianapolis-Carmel-Anderson, IN04/19/202120082018100%53,560 (1)
Clive Healthcare Facility IIDes Moines-West Des Moines, IA12/08/20212008100%63,224 (1)
Clive Healthcare Facility IIIDes Moines-West Des Moines, IA12/08/20212008100%33,974 (1)
Clive Healthcare Facility IVDes Moines-West Des Moines, IA12/08/202120092018100%35,419 (1)
Clive Undeveloped LandDes Moines-West Des Moines, IA12/08/2021—%— 
Clive Undeveloped Land IIDes Moines-West Des Moines, IA12/08/2021—%— 
Yukon Healthcare FacilityOklahoma City, OK03/10/20222020100%45,624 
Pleasant Hills Healthcare FacilityPittsburgh, PA05/12/20221967100%33,712 
Prosser Healthcare Facility IKennewick-Richland, WA05/20/20222010100%6,000 
Prosser Healthcare Facility IIKennewick-Richland, WA05/20/202220132019100%9,230 
Prosser Healthcare Facility IIIKennewick-Richland, WA05/20/20222013100%5,400 
Tampa Healthcare Facility IITampa-St. Petersburg-Clearwater, FL07/20/20222022100%87,649 
Escondido Healthcare FacilitySan Diego-Carlsbad, CA07/21/20222021100%56,800 
5,507,777 $ 
Property NameMSA/µSADate AcquiredYear ConstructedYear Renovated% LeasedLeased Sq FtEncumbrances,
$ (in thousands)
Indianola Healthcare Facility IIDes Moines-West Des Moines, IA09/26/20182011100%20,990 (1)
Benton Healthcare FacilityLittle Rock-North Little Rock-Conway, AR10/17/20181992/19992012100%104,419 (1)
Benton Healthcare Facility IILittle Rock-North Little Rock-Conway, AR10/17/20181983100%11,350 (1)
Bryant Healthcare FacilityLittle Rock-North Little Rock-Conway, AR10/17/20181995100%23,450 (1)
Hot Springs Healthcare FacilityLittle Rock-North Little Rock-Conway, AR10/17/20182009100%8,573 (1)
Clive Healthcare FacilityDes Moines-West Des Moines, IA11/26/20182008100%58,156 (1)
Valdosta Healthcare FacilityValdosta, GA11/28/20182004100%24,750 (1)
Valdosta Healthcare Facility IIValdosta, GA11/28/20181992100%12,745 (1)
Bryant Healthcare Facility IILittle Rock-North Little Rock-Conway, AR08/16/20192016100%16,425 (1)
Laredo Healthcare FacilityLaredo, TX09/19/201919982023100%61,677 (1)
Laredo Healthcare Facility IILaredo, TX09/19/20191998100%118,132 (1)
Poplar Bluff Healthcare FacilityPoplar Bluff, MO (µSA)09/19/20192013100%71,519 (1)
Tucson Healthcare FacilityTucson, AZ09/19/20191998100%34,009 (1)
Akron Healthcare FacilityAkron, OH10/04/20192012100%98,705 (1)
Akron Healthcare Facility IIAkron, OH10/04/20192013100%38,564 (1)
Akron Healthcare Facility IIIAkron, OH10/04/20192008100%54,000 (1)
Alexandria Healthcare FacilityAlexandria, LA10/04/20192007100%15,600 (1)
Appleton Healthcare FacilityAppleton, WI10/04/20192011100%7,552 (1)
Austin Healthcare Facility IIAustin-Round Rock-San Marcos, TX10/04/20192006100%18,273 (1)
Bellevue Healthcare FacilityGreen Bay, WI10/04/20192010100%5,838 (1)
Bonita Springs Healthcare FacilityCape Coral-Fort Myers, FL10/04/201920022005100%9,800 
Bridgeton Healthcare FacilitySt. Louis, MO-IL10/04/20192012100%66,914 (1)
Covington Healthcare FacilityNew Orleans-Metairie, LA10/04/20191984100%43,250 (1)
Crestview Healthcare FacilityCrestview-Fort Walton Beach-Destin, FL10/04/201920042010100%5,685 
Dallas Healthcare FacilityDallas-Fort Worth-Arlington, TX10/04/20192011100%62,390 (1)
De Pere Healthcare FacilityGreen Bay, WI10/04/20192005100%7,100 (1)
Denver Healthcare FacilityDenver-Aurora-Centennial, CO10/04/201919622018100%131,210 (1)
El Segundo Healthcare FacilityLos Angeles-Long Beach-Anaheim, CA10/04/20192009100%12,163 
Fairlea Healthcare FacilityHagerstown-Martinsburg, MD-WV10/04/20191999100%5,200 
Fayetteville Healthcare FacilityFayetteville-Springdale-Rogers, AR10/04/201919942009100%55,740 (1)
Fort Myers Healthcare FacilityCape Coral-Fort Myers, FL10/04/20191999100%32,148 
Fort Myers Healthcare Facility IICape Coral-Fort Myers, FL10/04/201920102022100%47,089 
Fort Walton Beach Healthcare FacilityCrestview-Fort Walton Beach-Destin, FL10/04/20192005100%9,017 
Frankfort Healthcare FacilityLexington-Fayette, KY10/04/201919932019100%4,000 
Frisco Healthcare FacilityDallas-Fort Worth-Arlington, TX10/04/201920102020100%57,051 (1)
Goshen Healthcare FacilityElkhart-Goshen, IN10/04/20192010100%15,462 (1)
Hammond Healthcare FacilityHammond, LA10/04/20192006100%63,000 (1)
Hammond Healthcare Facility IIHammond, LA10/04/20192004100%23,835 (1)
Henderson Healthcare FacilityLas Vegas-Henderson-North Las Vegas, NV10/04/20192000100%6,685 
Houston Healthcare Facility IIIHouston-Pasadena-The Woodlands, TX10/04/201919982018100%16,217 (1)
Howard Healthcare FacilityGreen Bay, WI10/04/20192011100%7,552 (1)
Jacksonville Healthcare FacilityJacksonville, FL10/04/20192009100%13,082 
Lafayette Healthcare FacilityLafayette, LA10/04/201920042005100%73,824 (1)
Lakewood Ranch Healthcare FacilityNorth Port-Bradenton-Sarasota, FL10/04/20192008100%10,919 
Las Vegas Healthcare Facility IILas Vegas-Henderson-North Las Vegas, NV10/04/20192007100%6,963 
Lehigh Acres Healthcare FacilityCape Coral-Fort Myers, FL10/04/20192002100%5,746 
Lubbock Healthcare FacilityLubbock, TX10/04/20192003100%102,143 (1)
Manitowoc Healthcare FacilityGreen Bay, WI10/04/20192003100%7,987 (1)
Manitowoc Healthcare Facility IIGreen Bay, WI10/04/201919642010100%36,090 (1)
Marinette Healthcare FacilityGreen Bay, WI10/04/20192008100%4,178 (1)
22

Table of Contents
Property NameMSA/µSADate AcquiredYear ConstructedYear Renovated% LeasedLeased Sq FtEncumbrances,
$ (in thousands)
New Bedford Healthcare FacilityProvidence-Warwick, RI-MA10/04/201919421995100%70,657 
New Braunfels Healthcare FacilitySan Antonio-New Braunfels, TX10/04/20192007100%27,971 (1)
North Smithfield Healthcare FacilityProvidence-Warwick, RI-MA10/04/201919652000100%92,944 (1)
Oklahoma City Healthcare Facility IXOklahoma City, OK10/04/20192007100%34,970 (1)
Oshkosh Healthcare FacilityOshkosh-Neenah, WI10/04/20192010100%8,717 (1)
Palm Desert Healthcare FacilityRiverside-San Bernardino-Ontario, CA10/04/20192005100%6,963 
Rancho Mirage Healthcare Facility IIRiverside-San Bernardino-Ontario, CA10/04/201920082022100%7,432 
San Antonio Healthcare Facility IIISan Antonio-New Braunfels, TX10/04/20192012100%50,000 (1)
San Antonio Healthcare Facility IVSan Antonio-New Braunfels, TX10/04/20191987100%113,136 (1)
San Antonio Healthcare Facility VSan Antonio-New Braunfels, TX10/04/2019201781%47,091 (1)
Santa Rosa Beach Healthcare FacilityCrestview-Fort Walton Beach-Destin, FL10/04/20192003100%5,000 
Savannah Healthcare FacilitySavannah, GA10/04/20192014100%48,184��
Sturgeon Bay Healthcare FacilityGreen Bay, WI10/04/20192007100%3,100 (1)
Victoria Healthcare FacilityVictoria, TX10/04/20192013100%34,297 (1)
Victoria Healthcare Facility IIVictoria, TX10/04/20191998100%28,752 (1)
Wilkes-Barre Healthcare FacilityScranton–Wilkes-Barre, PA10/04/20192012100%15,996 (1)
Yucca Valley Healthcare FacilityRiverside-San Bernardino-Ontario, CA10/04/20192009100%12,240 
Tucson Healthcare Facility IITucson, AZ12/26/20192021100%60,913 (1)
Tucson Healthcare Facility IIITucson, AZ12/27/20192020100%20,000 (1)
Grimes Healthcare FacilityDes Moines-West Des Moines, IA02/19/20202018100%14,669 (1)
Tampa Healthcare FacilityTampa-St. Petersburg-Clearwater, FL09/08/20202015100%33,822 (1)
Tucson Healthcare Facility IVTucson, AZ12/22/20202022100%44,692 (1)
Greenwood Healthcare FacilityIndianapolis-Carmel-Greenwood, IN04/19/202120082018100%53,560 (1)
Clive Healthcare Facility IIDes Moines-West Des Moines, IA12/08/20212008100%63,224 (1)
Clive Healthcare Facility IIIDes Moines-West Des Moines, IA12/08/20212008100%33,974 (1)
Clive Healthcare Facility IVDes Moines-West Des Moines, IA12/08/202120092018100%35,419 (1)
Clive Undeveloped LandDes Moines-West Des Moines, IA12/08/2021—%— 
Clive Undeveloped Land IIDes Moines-West Des Moines, IA12/08/2021—%— 
Yukon Healthcare FacilityOklahoma City, OK03/10/20222020100%45,624 (1)
Pleasant Hills Healthcare FacilityPittsburgh, PA05/12/20222015100%33,712 (1)
Prosser Healthcare Facility IKennewick-Richland, WA05/20/20222020100%6,000 (1)
Prosser Healthcare Facility IIKennewick-Richland, WA05/20/202220132019100%9,230 (1)
Prosser Healthcare Facility IIIKennewick-Richland, WA05/20/20222013100%5,400 (1)
Tampa Healthcare Facility IITampa-St. Petersburg-Clearwater, FL07/20/20222022100%87,649 (1)
Escondido Healthcare FacilitySan Diego-Carlsbad, CA07/21/20222021100%56,800 (1)
West Palm Beach Healthcare FacilityMiami-Fort Lauderdale-West Palm Beach, FL06/15/202319992007/2019100%25,150 (1)
Burr Ridge Healthcare FacilityChicago-Naperville-Elgin, IL-IN09/27/20232010100%104,912 
5,085,257 
(1)Property is contributed to the pool of unencumbered properties of our credit facility. As of December 31, 2022, 1242023, 111 commercial real estate properties were contributed to the pool of unencumbered properties under our credit facility and we had an outstanding principal balance of $583,000,000.$525,000,000.
(2)Property is currently under renovation.
We believe the properties are adequately covered by insurance and are suitable for their respective intended purposes. Real estate assets, other than land, are depreciated on a straight-line basis over each asset's useful life. Tenant improvements are depreciated on a straight-line basis over the shorter of theirthe respective lease term or expected useful life.
2223

Table of Contents
Leases
Although there are variations in the specific terms of the leases in our portfolio, the following is a summary of the structure of our leases. Generally, the leases of our properties provide for initial terms ranging from 10 to 20 years. As of December 31, 2022,2023, the weighted average remaining lease term of our properties was 9.38.5 years. The properties generally are leased under net leases pursuant to which the tenant bears responsibility for substantially all property costs and expenses associated with ongoing maintenance and operation, including utilities, property taxes and insurance. CertainThe majority of our leases provide for fixed increases in rent. Generally, the property leases provide the tenant with one or more multi-year renewal options, subject to generally the same terms and conditions as the initial lease term.
Lease expirations of our real properties based on annualized contractual base rent as of December 31, 2022,2023, for each of the next ten years ending December 31 and thereafter, are as follows:
Year of Lease
Expiration
Year of Lease
Expiration
Total Number
of Leases
Leased Sq Ft
Annualized Contractual
Base Rent
(in thousands) (1)
Percentage of
Annualized Contractual
Base Rent
Year of Lease
Expiration
Total Number
of Leases
Leased Sq Ft
Annualized Contractual
Base Rent
(in thousands) (1)
Percentage of
Annualized Contractual
Base Rent
202326,994 $607 0.4 %
2024202418 162,001 4,792 2.8 %202418 143,230 143,230 $$4,432 2.7 2.7 %
2025202513 372,447 9,487 5.6 %202512 246,413 246,413 7,768 7,768 4.8 4.8 %
2026202613 202,884 5,837 3.4 %202613 202,884 202,884 5,977 5,977 3.7 3.7 %
2027202710 315,340 7,777 4.6 %2027277,229 277,229 7,107 7,107 4.4 4.4 %
2028202810 236,527 5,126 3.0 %202811 238,571 238,571 5,301 5,301 3.3 3.3 %
2029202915 498,702 10,485 6.2 %202919 520,887 520,887 11,239 11,239 7.0 7.0 %
2030203013 550,814 18,120 10.7 %203014 553,432 553,432 18,635 18,635 11.5 11.5 %
2031203112 403,342 16,479 9.7 %203112 497,414 497,414 20,412 20,412 12.6 12.6 %
20322032174,560 7,005 4.1 %2032175,658 175,658 7,188 7,188 4.5 4.5 %
2033203312 478,568 20,744 12.8 %
ThereafterThereafter41 2,564,166 83,655 49.5 %Thereafter32 1,750,971 1,750,971 52,642 52,642 32.7 32.7 %
157 5,507,777 $169,370 100.0 %
158 158 5,085,257 $161,445 100.0 %
(1)Annualized contractual base rent is based on contractual base rent from leases in effect as of December 31, 2022.2023.
Indebtedness
For a discussion of our indebtedness, see Note 10—"Credit Facility" to the consolidated financial statements that are a part of this Annual Report on Form 10-K.
Item 3. Legal Proceedings.
We are not aware of any material pending legal proceedings to which we are a party or to which our properties are the subject.
Item 4. Mine Safety Disclosures.
Not applicable.
PART II
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Market Information
There is no established public trading market for our common stock. Therefore, a stockholder may not be able to sell our stock at a time or price acceptable to the stockholder, or at all. Unless and until our shares are listed on a national securities exchange, we do not expect that a public market for the shares will develop.
As of December 31, 2022,2023, the offering price for the shares in the DRIP Offering was $8.22$7.48 per Class A share, $8.22$7.48 per Class I share and $8.22$7.48 per Class T share, which is equal to the Estimated Per Share NAV, as approved by the Board and effective on August 25, 2022.
23

Table of Contents
December 18, 2023.
We will continue to issue shares of Class A common stock, Class I common stock and Class T common stock under the current DRIP Offering until such time as we sell all of the shares registered for sale under the current DRIP Offering, unless we file a new registration statement with the SEC or the current DRIP Offering is terminated by the Board. We will issue such shares at the applicable Estimated Per Share NAV.
InAs of May 2022, all outstanding shares of Class T2 common stock (including associated shares of Class T2 DRIP common stock) were converted into shares of Class I common stock. Stockholders received a confirmation notice when their shares of Class T2 common stock were converted into shares of Class I common stock.
24

Table of Contents
Pursuant to the terms of our charter, certain restrictions are imposed on the ownership and transfer of shares.
To assist the FINRA members and their associated persons that participated in our public offerings of common stock, pursuant to FINRA Rule 5110 and NASD Conduct Rule 2340, we disclose in each annual report distributed to stockholders a per share estimated value of the shares, the method by which it was developed, and the date of the data used to develop the estimated value. In addition, we prepare annual statements of estimated share values to assist fiduciaries of retirement plans subject to the annual reporting requirements of ERISA in the preparation of their reports relating to an investment in our shares. For these purposes, the Estimated Per Share NAV of our common shares was $8.22$7.48 as of December 31, 2022.2023. However, as set forth above, there is no public trading market for the shares at this time and stockholders may not receive $8.22$7.48 per share if a market did exist.
The Estimated Per Share NAV was approved by the Board, at the recommendation of the Audit Committee, on August 25, 2022,December 18, 2023, using a methodology that conformed to standard industry practice. In determining the Estimated Per Share NAV, the Board considered information and analyses, including valuation materials that were provided by Cushman & Wakefield of Pennsylvania, LLC, information provided by us and the recommendation of the Audit Committee. See our Current Report on Form 8-K filed with the SEC on August 26, 2022December 19, 2023 for additional information regarding Cushman & Wakefield of Pennsylvania, LLC, and its valuation materials and the methodology used to determine the Estimated Per Share NAV.
Stockholder Information
As of March 10, 2023,February 29, 2024, we had 64,67963,474 stockholders of record. The number of stockholders is based on the records of Computershare Trust Company, N.A., who serves as our registrar and transfer agent.
Distributions
We are taxed and qualify as a REIT for federal income tax purposes. As a REIT, we make distributions each taxable year equal to at least 90% of our REIT taxable income (computed without regard to the dividends paid deduction and excluding capital gains). One of our primary goals is to continue to pay monthly distributions to our stockholders.
Unregistered Sales of Equity Securities
There were no unregistered sales of equity securities during the quarter ended December 31, 2022.2023.
Share Repurchase Program
Prior to the time that our shares are listed on a national securities exchange, if ever, our Amended and Restated Share Repurchase Program, or the SRP, as described below, may provide eligible stockholders with limited, interim liquidity by enabling them to sell shares back to us, subject to restrictions and applicable law. We are not obligated to repurchase shares under our SRP.
We cancurrently only repurchase shares due to death and involuntary exigent circumstances in accordance with our SRP, subject in each case to the terms and limitations of the SRP, including, but not limited to, quarterly share limitations, an annual 5.0% share limitation, and DRIP funding limitations. Under our SRP, we may waive certain of the terms and requirements of the SRP in the event of the death of a stockholder who is a natural person, including shares held through an Individual Retirement Account, or IRA, or other retirement or profit-sharing plan, and certain trusts meeting the requirements of the SRP. We may also waive certain of the terms and requirements of the SRP in the event of an involuntary exigent circumstance, as determined by us or any of the executive officers thereof, in our or their sole discretion.
Holding Period. Generally, a stockholder must have beneficially held its Class A shares, Class I shares or Class T shares, as applicable, for at least one year prior to offering them for sale to us through our share repurchase program. A stockholder or a stockholder’s fiduciary, heir or beneficiary may present to us fewer than all of the shares owned for repurchase.
Distribution Reinvestment Plan. In the event that we repurchase all of one stockholder’s shares, any shares that the stockholder purchased pursuant to our DRIP, will be excluded from the one-year holding requirement. In the event that a
24

Table of Contents
stockholder requests a repurchase of its shares, and such stockholder is participating in the DRIP, the stockholder will be deemed to have notified us, at the time the stockholder submits the repurchase request, that the stockholder is terminating participation in the DRIP and has elected to receive future distributions in cash. This election for cash distributions will continue in effect even if less than all of the stockholder’s shares are accepted for repurchase unless the stockholder notifies us that the stockholder wishes to re-enroll to participate in the DRIP.
Death of a Stockholder. Subject to the conditions and limitations described below, we may waive certain of the terms and requirements of our share repurchase program in the event of the death of a stockholder who is a natural person, including shares held by such stockholder through an IRA or other retirement or profit-sharing plan, and certain trusts meeting the
25

Table of Contents
requirements detailed in this program. With regard to trusts, the right to request a repurchase upon death applies upon the death of the settlor of a trust that holds shares, if the trust becomes irrevocable upon the death of the settlor or settlor’s spouse, or the spouse of a settlor of a trust, if the trust became irrevocable upon the death of the settlor and the settlor’s spouse was the beneficiary of the trust, as applicable, after receiving written notice from the fiduciary appointed for the stockholder’s estate, the recipient of the shares through bequest or inheritance, or, in the case of a trust that becomes irrevocable upon the death of the settlor (or previously became irrevocable upon the death of the settlor’s spouse), the then-serving trustee of such trust, who shall be the sole person authorized to request the repurchase on behalf of the trust. We must receive the written repurchase request within 18 months after the death of the stockholder, the date on which a trust became irrevocable due to death, or the date of death of the settlor’s surviving spouse who was the beneficiary of a trust that became irrevocable due to the death of the settlor, as applicable, in order for the requesting party to rely on any of the special treatment described below that may be afforded in the event of death. Such written request must be accompanied by a certified copy of the official death certificate of the stockholder, settlor, and or settlor’s spouse, as applicable. In addition, written requests in connection with shares held in a trust must include an executed Certification of Trust for Repurchase form, pursuant to which the trustee must agree to indemnify and hold our company harmless from and against any liability arising from the repurchase. If spouses are joint registered holders of the shares, the request to repurchase the shares may be made only if both registered holders are deceased. If the stockholder is not a natural person, as in the case of a trust that does not become irrevocable upon the death of the settlor or the settlor’s spouse (as described above in this paragraph), a partnership, a corporation, a limited liability company, or other similar entity, the right of repurchase upon death does not apply.
Qualifying Disability. Subject to the conditions and limitations described within our SRP, we may waive certain of the terms and requirements of our SRP with respect to shares held by a stockholder, including shares held by such stockholder through an IRA or other retirement or profit-sharing plan, with a “Qualifying Disability” as defined in our SRP, after receiving written notice from such stockholder within 18 months from the date that the stockholder becomes subject to the Qualifying Disability; provided that the condition causing the Qualifying Disability was not pre-existing on the date that the stockholder became a stockholder.
Involuntary Exigent Circumstance. The Company or any of its executive officers may, in its or their sole discretion, waive certain of the terms and requirements of our SRP with respect to shares held by a stockholder who is a natural person and certifies in an executed Certification Regarding Exigent Circumstances for Repurchase form, that he or she: (a) has been diagnosed with a condition caused by injury, disease, or illness from which there is no reasonable medical probability of recovery and the stockholder’s life expectancy is less than twenty-four (24) months, as evidenced by a physician certification; and (b) is experiencing financial need, such that, if the repurchase request is not granted, the stockholder would be unable to meet the basic financial obligations to support himself/herself and such stockholder’s dependents, which is referred to as an “Involuntary Exigent Circumstance” in our SRP. Stockholders requesting repurchases due to Involuntary Exigent Circumstance are required to indemnify and hold the Company harmless from and against any liability arising from the repurchase.
Purchase Price. The purchase price for shares repurchased under our SRP will be 100% of the most recent estimated NAV per share of the Class A common stock, Class I common stock or Class T common stock, as applicable (in each case, as adjusted for any stock dividends, combinations, splits, recapitalizations and the like with respect to our common stock). The Board will adjust the estimated NAV per share of each our classes of common stock if we have made one or more special distributions to stockholders. The Board will determine, in its sole discretion, which distributions, if any, constitute a special distribution.
Timing of Share Repurchases. Repurchases of our shares are at our discretion and generally will be made quarterly upon written request to us by the last day of the applicable quarter. Valid repurchase requests will be honored approximately 30 days following the end of the applicable quarter, which we refer to as the “Repurchase Date.” Stockholders may withdraw their repurchase request at any time up to 15 days prior to the Repurchase Date. If a repurchase request is granted, we or our agent will send the repurchase amount to each stockholder or heir, beneficiary or estate of a stockholder on or about the Repurchase Date.
Repurchase Limitations. We will determine whether we have sufficient funds and/or shares available as soon as practicable after the end of each fiscal quarter, but in any event prior to the applicable Repurchase Date.
25

Table of Contents
a. 5% Share Limitation. During any calendar year, we will not repurchase shares in excess of 5.0% of the number of shares of common stock outstanding on December 31st of the previous calendar year, or the 5% Share Limitation.
b. Quarterly Share Limitations. We limit the number of shares repurchased each quarter pursuant to our SRP as follows (subject to the DRIP Funding Limitation (as defined below)):
On the first quarter Repurchase Date, which generally will be on or about January 30 of the applicable year, we will not repurchase in excess of 1.25% of the number of shares outstanding on December 31st of the previous calendar year;
26

Table of Contents
On the second quarter Repurchase Date, which generally will be on or about April 30 of the applicable year, we will not repurchase in excess of 1.25% of the number of shares outstanding on December 31st of the previous calendar year;
On the third quarter Repurchase Date, which generally will be on or about July 30 of the applicable year, we will not repurchase in excess of 1.25% of the number of shares outstanding on December 31st of the previous calendar year; and
On the fourth quarter Repurchase Date, which generally will be on or about October 30 of the applicable year, we will not repurchase in excess of 1.25% of the number of shares outstanding on December 31st of the previous calendar year.
In the event we do not repurchase 1.25% of the number of shares outstanding on December 31st of the previous calendar year in any particular quarter, we will increase the limitation on the number of shares to be repurchased in the next quarter and continue to adjust the quarterly limitations as necessary in accordance with the 5% annual limitation.
c.    DRIP Funding Limitations. We intend to fund our SRP with proceeds we received during the prior year ended December 31 from the sale of shares pursuant to the DRIP. We will limit the amount of DRIP proceeds used to fund share repurchases in each quarter to 25% of the amount of DRIP proceeds received during the previous calendar year, or the DRIP Funding Limitation; provided, however, that if we do not reach the DRIP Funding Limitation in any particular quarter, we will apply the remaining DRIP proceeds to the next quarter Repurchase Date and continue to adjust the quarterly limitations as necessary in order to use all of the available DRIP proceeds for a calendar year, if needed. We cannot guarantee that DRIP proceeds will be sufficient to accommodate all requests made each quarter. The Board may, in its sole discretion, reserve other operating funds to fund the SRP, but is not required to reserve such funds.
As a result of the limitations described in (a) - (c) above, some or all of a stockholder’s shares may not be repurchased. Each quarter, we will process repurchase requests made in connection with the death of a stockholder, or, in our sole discretion, an Involuntary Exigent Circumstance. If we are unable to process all eligible repurchase requests within a quarter due to the limitations described above or in the event sufficient funds are not available, shares will be repurchased as follows: (i) first, pro rata as to repurchases upon the death of a stockholder; and (ii) second, pro rata as to repurchases to stockholders who demonstrate, in our sole discretion, an Involuntary Exigent Circumstance.
If we do not repurchase all of the shares for which repurchase requests were submitted in any quarter, all outstanding repurchase requests will automatically roll over to the subsequent quarter and priority will be given to the repurchase requests in the subsequent quarter as provided above. A stockholder or his or her estate, heir or beneficiary, as applicable, may withdraw a repurchase request in whole or in part at any time up to 15 days prior to the Repurchase Date.
Deadline for Presentment. A stockholder who wishes to have shares repurchased must mail or deliver to us a written request on a form provided by us and executed by the stockholder, its trustee or authorized agent, which we must receive by the last day of the quarter in which the stockholder is requesting a repurchase of his or her shares. The fiduciary of an estate, heir, beneficiary, or trustee of a trust that wishes to have shares repurchased following the death of a stockholder must mail or deliver to us a written request on a form provided by us, including evidence acceptable to us of the death of the stockholder, and executed by the fiduciary of the estate, the heir or beneficiary, or the trustee, as applicable, which we must receive by the last day of the quarter in which the fiduciary of the estate, heir, beneficiary, or trustee is requesting a repurchase of its shares.
No Encumbrances. All shares presented for repurchase must be owned by the stockholder(s) making the presentment, or the party presenting the shares must be authorized to do so by the owner(s) of the shares. Such shares must be fully transferable and not subject to any liens or encumbrances. Upon receipt of a request for repurchase, we may conduct a Uniform Commercial Code search to ensure that no liens are held against the shares. Any costs in conducting the Uniform Commercial Code search will be borne by us.
Account Minimum. In the event any stockholder fails to maintain a minimum balance of $2,000 of Class A shares, Class I shares, Class T shares, or Class T2T shares, we may repurchase all of the shares held by that stockholder at the NAV per share repurchase price in effect on the date we determine that the stockholder has failed to meet the minimum balance.
26

Table of Contents
Termination, Amendment or Suspension of the Program. Our SRP will immediately terminate if our shares are listed on any national securities exchange. In addition, the Board may, in its sole discretion, suspend (in whole or in part) our SRP at any time and from time to time upon notice to our stockholders and may, in its sole discretion amend or terminate our SRP at any time upon 30 days’ prior notice to our stockholders for any reason it deems appropriate. Because we generally only repurchase shares on a quarterly basis, depending upon when during the quarter the Board makes this determination, it is possible that youour stockholders would not have any additional opportunities to have yourtheir shares repurchased under the prior terms of the program, or at all, upon receipt of the notice. Because share repurchases will be funded with the net proceeds we receive from the sale of shares under our DRIP or other operating funds reserved by the Board in its sole discretion, the discontinuance or termination
27

Table of Contents
of the DRIP or the Board’s decision not to reserve other operating funds to fund our SRP would adversely affect our ability to repurchase shares under our SRP. We will notify our stockholders of such developments: (1) in a current report on Form 8-K, an annual report on Form 10-K or a quarterly report on Form 10-Q; or (2) by means of a separate mailing to you.our stockholders.
During the three months ended December 31, 2022,2023, we fulfilled the following repurchase requests pursuant to our SRP:
PeriodTotal Number of
Shares Repurchased
Average
Price Paid per
Share
Total Number
of Shares Purchased
as Part of Publicly
Announced Plans
and Programs
Approximate Dollar Value
of Shares Available
 that may yet
be Repurchased under the
Program
October 1, 2022 - October 31, 2022336,322 $8.22 — $— 
November 1, 2022 - November 30, 2022— $— — $— 
December 1, 2022 - December 31, 2022— $— — $— 
Total336,322 — 
PeriodTotal Number of
Shares Repurchased
Average
Price Paid per
Share
Total Number
of Shares Purchased
as Part of Publicly
Announced Plans
and Programs
Approximate Dollar Value
of Shares Available
 that may yet
be Repurchased under the
Program
October 1, 2023 - October 31, 2023368,926 $8.13 — $— 
November 1, 2023 - November 30, 2023— $— — $— 
December 1, 2023 - December 31, 2023— $— — $— 
Total368,926 — 
During the three months ended December 31, 2022,2023, we repurchased approximately $2,765,000$2,998,000 of Class A shares, Class I shares and Class T shares of common stock.
Item 6. [Reserved]
Information pertaining to Item 6 is not presented in accordance with amendments to Item 301 of Regulation S-K.
2728

Table of Contents
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and the notes thereto and the other financial information appearing elsewhere in this Annual Report on Form 10-K. The discussion contains forward looking statements that involve risks and uncertainties, such as statements of our plans, objectives, expectations and intentions. Our actual results could differ materially from those anticipated in the forward-looking statements as a result of various factors, including those discussed below and elsewhere in this report, particularly under “Risk Factors” and “Forward-Looking Statements.” All forward-looking statements in this document are based on information available to us as of the date hereof, and we assume no obligation to update any such forward-looking statements.
This section of the Annual Report on Form 10-K generally discusses 20222023 and 20212022 items and year-to-year comparisons between 20222023 and 2021.2022. A discussion of the changes in our financial condition and results of operations for the years ended December 31, 2021,2022, and 20202021 may be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal years ended December 31, 20212022 and December 31, 2020.2021.
Overview
We invest in high-qualityhigh quality properties leased to tenants capitalizing on critical and structural economic growth drivers. We are primarily focused on investing in strategic healthcare assets across the continuum of care, with emphasis on lower cost patient settings, which we believe typically generate predictable, durable and growing income streams. We may also make other real estate-related investments, which may include equity or debt interests in other real estate entities.
We formerly invested in data center properties. During 2021, our board of directors, or the Board, made a determination to sell our data center properties. On May 19, 2021, we and certain of our wholly-owned subsidiaries entered into the PSA for the sale of up to 29 data center properties owned by us. The Board's determination to sell the data center properties, as well as the execution of the PSA, represented a strategic shift that had a major effect on our results and operations for the periods presented. On July 22, 2021, we completed the sale of our data center segment, comprised of approximately 3,298,000 rentable square feet, for an aggregate sale price of $1,320,000,000, and generated net proceeds of approximately $1,295,367,000. As of December 31, 2021 and subsequent, we have no assets or liabilities related to the data center segment. The operations of the data center segment have been classified as income from discontinued operations on the consolidated statements of comprehensive income for the years ended December 31, 2021 and 2020.
As of December 31, 2022,2023, we owned 132131 real estate properties and two undeveloped land parcels.
We raised the equity capital for our real estate investments through our Offerings from May 2014 through November 2018, and we have offered shares pursuant to the DRIP Offerings since November 2017. As of December 31, 2022, we had accepted investors’ subscriptions for and issued approximately 157,508,000 shares of Class A, Class I, Class T and Class T2 common stock in our Offerings, resulting in receipt of gross proceeds of approximately $1,520,086,000, before share repurchases of approximately $135,701,000, selling commissions and dealer manager fees of approximately $96,734,000 and other offering costs of approximately $27,631,000.
Critical Accounting Estimates
The preparation of our consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts of assets, liabilities, revenues and expenses. Changes in these estimates and assumptions could have a significant effect on the financial statements. From time to time, we evaluate our estimates based on historical experience and various assumptions that we believe are reasonable under the circumstances. Although our actual results historically have not deviated materially from those determined using estimates, our results of operations or financial condition could differ materially from these estimates under different assumptions or conditions.
We consider our critical accounting estimates to be those used in the determination of the reported amounts and disclosure related to the impairment of long-lived assets.
We review our real estate assets on an asset group basis for impairment. Typically, an individual property constitutes an asset group. We identify an asset group based on the lowest level of identifiable cash flows. In the impairment analysis we must determine whether there are indicators of impairment. For operating properties, these indicators could include a tenant being delinquent or not paying rent, a reduction in our estimated hold period, a significant decline in a property’s leasing percentage, a current period operating loss or negative cash flows combined with a history of losses at the property, a significant decline in lease rates for that property or others in the property’s market, a significant change in the market value of the property, or an adverse change in the financial condition of significant tenants.
28

Table of Contents
If we determine that an asset has indicators of impairment, we then determine whether the undiscounted cash flows associated with the asset group exceed the carrying amount of the asset group. In calculating the undiscounted net cash flows of an asset group, we use considerable judgementjudgment to estimate several inputs. We estimate future rental rates, future capital expenditures, future operating expenses, and market capitalization rates for residual values, among other things. In addition, if there are alternative strategies for the future use of the asset, we assess the probability of each alternative strategy and perform a probability-weighted undiscounted cash flow analysis to assess the recoverability of the asset group. If the carrying value of the asset group exceeds the estimated undiscounted cash flows, an impairment loss is recognized equal to the excess of carrying value over the estimated fair value of the asset group.
In determining the fair value of an asset group, we exercise considerable judgment on several factors. We may determine fair value by using a direct capitalization method, a discounted cash flow method or by utilizing comparable sales information. The direct capitalization method is based on a capitalization rate applied to the underlying asset group's most recent stabilized trailing twelve-month net operating income at the measurement date. The discounted cash flow method is based on estimated future cash flow projections utilizing discount rates, terminal capitalization rates, and planned capital expenditures. We use
29

Table of Contents
judgment to determine an appropriate discount rate to apply to the cash flows in the discounted cash flow calculation. We also use judgment in analyzing comparable market information because no two real estate assets are identical in location and price.
The estimates and judgments used in the impairment process are highly subjective and susceptible to frequent change. Significant increases or decreases in any of these inputs, particularly with regardsregard to cash flow projections and discount and capitalization rates, would result in a significantly lower or higher fair value measurement of the real estate assets being assessed. Additionally, changes in economic and operating conditions, including changes in the financial condition of our tenants, and changes to our intent and ability to hold the related asset, that occur after our impairment assessment could impact the assumptions used in that assessment and could result in future charges to earnings if assumptions regarding those investments differ from actual results.
Real Estate Acquisitions and Dispositions in 20222023
We purchased seventwo healthcare properties, in five separate transactions, comprising approximately 244,000130,000 rentable square feet for an aggregate purchase price of approximately $157,194,000. In addition, we placed one healthcare property into service.$69,822,000.
We sold one land parcel that formerly contained athree healthcare propertyproperties for an aggregate sale price of $24,000,000$271,107,000 and generated net proceeds of $22,701,000.$270,306,000.
Factors That May Influence Results of Operations
We are not aware at this time of any material trends or uncertainties, other than national economic conditions and those discussed below and in Part I. Item 1A. “Risk Factors”"Risk Factors" of this Annual Report on Form 10-K, affecting our real estate properties, that may reasonably be expected to have a material impact, favorable or unfavorable, on revenues or income, from the acquisition, management and operation of our properties.properties.
Rental Revenue
The amount of rental revenue generated by our properties depends principally on our ability to maintain the occupancy rates of leased space and to lease available space at existing rental rates. Negative trends in one or more of these factors could adversely affect our rental revenue in future periods. We continually monitor our tenants' ability to meet their lease obligations to pay us rent to determine if any adjustments should be reflected currently. During the year endedAs of December 31, 2022,2023, our real estate properties were 99.4% leased.
GenesisCare Bankruptcy Filing
As disclosed in the Current Report on Form 8-K that the Company filed with the SEC on June 5, 2023, GenesisCare, sponsor and owner of the tenant in 17 of our real estate properties, announced that it filed for Chapter 11 bankruptcy protection under the United States Bankruptcy Code. GenesisCare sought U.S. bankruptcy court approval to reject certain tenants experienced a deteriorationunexpired real property leases. GenesisCare's lease obligations with us were not included in their abilityany motions. GenesisCare continues to pay rentmake its lease payments due to us in accordance with their contractual terms, although we are in ongoing negotiations with GenesisCare regarding certain adjustments to its lease. Bankruptcy proceedings are subject to uncertainty and there can be no assurance how the bankruptcy court's or other parties' actions or decisions may impact GenesisCare. Due to GenesisCare filing for bankruptcy and its subsequent emergence from bankruptcy on February 16, 2024, we determined the collectability of amounts owed under the contractual terms of their leases.GenesisCare's lease were no longer reasonably assured. As a result, we ceased recognizing rent on a straight-line basis and have only recorded rent for these tenantsGenesisCare to the extent we have received cash. In addition, we wrote off $2,434,000 of previously recorded straight line rent receivable, during the year ended December 31, 2022,2023, we wrote off $1,630,000 of straight-line rent receivables related to GenesisCare, as a reduction in rental revenue, because the amounts were determined to be uncollectible. As of December 31, 2022, our real estate properties were 99.5% leased.
29

Table of Contents
Results of Operations
The results of operations discussed below reflect the operations of our healthcare portfolio since the data centers segment is presented as discontinued operations on the consolidated statements of comprehensive income for all years presented.
Our results of operations are influenced by the timing of acquisitions and the performance of our real estate properties. The following table shows the property statistics of our real estate properties as of December 31, 20222023 and 2021:2022:
December 31, December 31,
20222021 20232022
Number of real estate properties (1)
Number of real estate properties (1)
132 125 
Leased square feetLeased square feet5,508,000 5,219,000 
Weighted average percentage of rentable square feet leasedWeighted average percentage of rentable square feet leased99.5 %99.5 %Weighted average percentage of rentable square feet leased99.4 %99.5 %
(1)As of December 31, 2023, we owned 131 real estate properties and two undeveloped land parcels. As of December 31, 2022, we owned 132 real estate properties and two undeveloped land parcels. As
30

Table of December 31, 2021, we owned 125 real estate properties and two undeveloped land parcels.Contents
The following table summarizes our real estate activity for the years ended December 31, 20222023 and 2021:2022:
Year Ended
December 31,
20222021
Real estate properties acquiredReal estate properties acquired
Real estate properties acquired
Real estate properties acquired
Real estate properties disposed
Real estate properties disposed
Real estate properties disposedReal estate properties disposed— (1)— — (1)(1)
Aggregate purchase price of real estate properties acquired (2)
Aggregate purchase price of real estate properties acquired (2)
$157,194,000 $69,951,000 
Aggregate purchase price of real estate properties acquired (2)
Aggregate purchase price of real estate properties acquired (2)
Net book value of real estate properties disposed
Net book value of real estate properties disposed
Net book value of real estate properties disposedNet book value of real estate properties disposed$— (1)$12,553,000 $270,279,000 $$— (1)(1)
Leased square feet of real estate property additionsLeased square feet of real estate property additions284,000 247,000 
Leased square feet of real estate property dispositions
Leased square feet of real estate property dispositions
Leased square feet of real estate property dispositions
(1)During the year ended December 31, 2022, we disposed of one land parcel that formerly contained a healthcare property.
(2)Includes capitalized acquisition costs associated with transactions determined to be asset acquisitions.
Same Store Properties
This section describes and compares our results of operations for the years ended December 31, 20222023 and 2021.2022. We generate substantially all of our revenue from property operations. In order to evaluate our overall portfolio, management analyzes the results of our same store properties. We define "same store properties" as properties that were owned and operated for the entirety of both calendar periods being compared and exclude properties under development, re-development, or classified as held for sale.
By evaluating the results of our same store properties, management is able to monitor the operations of our existing properties for comparable periods to measure the performance of our current portfolio and readily observe the expected effects of our new acquisitions and dispositions on net (loss) income.
Year Ended December 31, 20222023 Compared to Year Ended December 31, 20212022
The following table represents the breakdown ofallocates total rental revenue for the year ended December 31, 20222023 compared to the comparable period in 20212022 (amounts in thousands).
Year Ended
December 31,
20222021$ Change% Change
Year Ended
December 31,
2023
2023
20232022$ Change% Change
Same store rental revenueSame store rental revenue$155,323 $157,438 $(2,115)(1.3)%Same store rental revenue$143,381 $$145,167 $$(1,786)(1.2)(1.2)%
Same store tenant reimbursementsSame store tenant reimbursements9,436 8,848 588 6.6 %Same store tenant reimbursements10,608 10,121 10,121 487 487 4.8 4.8 %
Non-same store rental revenueNon-same store rental revenue13,727 5,649 8,078 143.0 %Non-same store rental revenue32,942 23,877 23,877 9,065 9,065 38.0 38.0 %
Non-same store tenant reimbursementsNon-same store tenant reimbursements1,495 802 693 86.4 %Non-same store tenant reimbursements2,128 817 817 1,311 1,311 160.5 160.5 %
Other operating incomeOther operating income101 (96)(95.0)%Other operating income50.0 50.0 %
Total rental revenueTotal rental revenue$179,986 $172,838 $7,148 4.1 %Total rental revenue$189,065 $$179,986 $$9,079 5.0 5.0 %
Same store rental revenue decreased primarily due to a $2.4 million write-off of previously recorded straight-line rent$1,861,000 decrease related to tenants who ceased paying all or a portion of their rent, an $834,000 increase in the write-off of straight-line rent receivables related to prior periods due to tenant uncertainty and an impairment of above-market lease intangible assets of $260,000, partially offset by a $913,000 increase in annual base rental increases of $1.0 millionrent escalations for leases indexed to CPI.CPI and a $256,000 increase from new and renewal leases.
30

Table of Contents
Same store tenant reimbursements increased $487,000 primarily due to higher operating costs in the current year which are generally passed along to our tenants.
Non-same store rental revenue increased primarily due to anlease termination income of $5,185,000 and a $6,406,000 increase of $8.7 million from the acquisition ofattributable to properties acquired and an increase of $1.4 million from the placement of development properties placed in service since January 1, 2021,2022, partially offset by a $2,427,000 decrease in non-same store rental revenue due to property dispositions and a $99,000 decrease due to deferment of $0.9 million relatedrent on a property under renovation.
Non-same store tenant reimbursements increased $1,311,000 primarily due to the sale of properties acquired and placed in service since January 1, 2021, and a decrease of $1.1 million attributable to deferred rent from a property under renovation.2022.
There were no significant changes in same store tenant reimbursements, non-same store tenant reimbursements and other operating income.
31

Table of Contents
Changes in our expenses are summarized in the following table (amounts in thousands):
Year Ended
December 31,
20222021$ Change% Change
Year Ended
December 31,
2023
2023
20232022$ Change% Change
Same store rental expensesSame store rental expenses$15,627 $15,216 $411 2.7 %Same store rental expenses$16,796 $$16,007 $$789 4.9 4.9 %
Non-same store rental expensesNon-same store rental expenses2,323 2,496 (173)(6.9)%Non-same store rental expenses3,400 1,943 1,943 1,457 1,457 75.0 75.0 %
General and administrative expensesGeneral and administrative expenses22,079 21,388 691 3.2 %General and administrative expenses23,896 22,079 22,079 1,817 1,817 8.2 8.2 %
Depreciation and amortizationDepreciation and amortization77,199 70,259 6,940 9.9 %Depreciation and amortization74,293 77,199 77,199 (2,906)(2,906)(3.8)(3.8)%
Impairment lossesImpairment losses47,424 27,837 19,587 70.4 %
Total expenses$164,652 $137,196 $27,456 20.0 %
Impairment losses
Impairment losses24,252 47,424 (23,172)(48.9)%
Total operating expensesTotal operating expenses$142,637 $164,652 $(22,015)(13.4)%
Gain on real estate dispositionsGain on real estate dispositions$460 $89��$371 416.9 %Gain on real estate dispositions$22 $$460 $$(438)(95.2)(95.2)%
There were no significant changes in sameSame store rental expenses.expenses, certain of which are subject to reimbursement by our tenants, increased $789,000 primarily due to higher operating costs in the current year.
Non-same store rental expenses, decreasedcertain of which are subject to reimbursement by our tenants, increased primarily due to a decrease of $1.7 million related to the sale of$1,666,000 increase from properties acquired and properties placed in service since January 1, 2021, which were vacant prior to sale, thus requiring us to incur incrementally more expenses in 2021,2022, partially offset by an increase of $1.6 million relateda $209,000 decrease due to the acquisition of properties and placement of development properties in service.property dispositions.
General and administrative expenses increased primarily due to ana $2,188,000 increase in stock-based compensation of $1.5 milliondue to equity awards granted in 2023, and an increase of $0.8 million in severance payments attributable$512,000 additional separation pay primarily related to our former chief accounting officer and former chief administrative officer, partially offset by a $84,000 decrease in accelerated stock-based compensation related to former officers and directors, a decrease of $1.3 million$449,000 as a result of a reduction in transfer agent expenses attributable to changing our transfer agentpersonnel, and a $350,000 decrease in August 2021.reporting costs.
Depreciation and amortization increaseddecreased primarily due to a $1,392,000 decrease from property dispositions, a $771,000 decrease attributable to fully amortized in-place leases and tenant improvements, a $1,038,000 decrease related to properties impaired and a $3,215,000 decrease in impairments of an in-place lease intangible assets, partially offset by a $3,330,000 increase of $4.3 million from the acquisition ofattributable to properties an increase of $0.7 million from the placement of developmentacquired and properties placed in service since January 1, 2021,2022, and impairments of in-place lease intangiblesa $180,000 increase due to capital expenditures placed in the amount of approximately $4.3 million, partially offset by a decrease of $2.4 million from the sale of properties.service.
Impairment losses were recorded in the aggregate amount of $47.4 million related to several properties$24,252,000 during the year ended December 31, 2022.2023, as a result of property sales and tenant related triggering events that occurred at certain properties. Impairment losses were recorded in the aggregate amount of $27.8 million related to several properties$47,424,000 during the year ended December 31, 2021. The impaired properties for2022, as a result of tenant related triggering events that occurred at certain properties.
Gains on real estate dispositions were $22,000 and $460,000 during the yearyears ended December 31, 2021 have all been subsequently sold.2023 and 2022, respectively.
Changes in interest expense and interest and other expense, net,income are summarized in the following table (amounts in thousands):
Year Ended
December 31,
20222021$ Change% Change
Interest and other expense, net:
Interest on notes payable$— $4,162 $(4,162)(100.0)%
Interest on credit facility24,077 33,463 (9,386)(28.0)%
Other income, net(305)(3,110)2,805 (90.2)%
Total interest and other expense, net$23,772 $34,515 $(10,743)(31.1)%
Year Ended
December 31,
20232022$ Change% Change
Interest expense$23,110 $24,077 $(967)(4.0)%
Interest and other income(702)(305)(397)130.2 %
Interest on notes payableexpense decreased due to the repayment of all of our notes payable related to healthcare properties on July 22, 2021, with proceeds from the Data Center Sale.
Interest on credit facility decreased $6.7 million primarily due to a reduction$3,367,000 in loss on extinguishment of debt and $1,400,000 in interest rate swap amortization recognized during the year ended December 31, 2022, partially offset by an increase of $3,054,000 related to changes in the weighted average interest rate on our credit facility that was subject to variable rates during the year and an increase of $856,000 due to an increase in the weighted average outstanding principal balance on our credit facility of $212.0 million, which was paid in 2021 with the proceeds from the Data Center Sale$32,452,000.
Interest and a decrease of $0.9 millionother income increased primarily due to a reduction$457,000 increase in the weighted average interest rate as a result of entering into the Unsecured Credit Facility (as defined below). In addition, interest on credit facility includes $3.4 million and $5.0 million in loss on extinguishment of debt for the years ended December 31, 2022 and 2021, respectively.
31

Table of Contents
Other income, net, primarily consisted of $0.2 million in lease termination settlementdividend income from investments in money market funds, a former tenant at a disposed property for the year ended December 31, 2022. Other expense, net, primarily consisted of $1.1 million$118,000 increase in interest income from notescash deposits, and a $105,000 increase in interest income on a note receivable, and $2.6 millionpartially offset by a decrease of $283,000 in settlement income from a transaction services agreement for the year ended December 31, 2021.disposed properties.
Liquidity and Capital Resources
Our principal uses of funds are for acquisitions of real estate and real estate-related investments, capital expenditures, operating expenses, distributions to, and share repurchases from, stockholders, and principal and interest payments on any current
32

Table of Contents
and future indebtedness. While interest rates on variable rate debt have increased and we expect willmay continue to increase, globally, we believe our exposure is limited at this time due to our hedging strategy, which has effectively fixed 83%100% of our outstanding debt as of December 31, 2022,2023, allowing us to reasonably project our liquidity needs. Generally, cash for these items is generated from operations of our current and future investments. Our sources of funds are primarily operating cash flows, funds equal to amounts reinvested in the DRIP, our credit facility and other potential borrowings.
When we acquire a property, we prepare a capital plan that contemplates the estimated capital needs of that investment. In addition to operating expenses, capital needs may also include, for example, costs of refurbishment, tenant improvements or other major capital expenditures. The capital plan also sets forth the anticipated sources of the necessary capital, which may include a line of credit, operating cash generated by the investment, additional equity investments from us, and when necessary, capital reserves. The capital plan for each investment will be adjusted through ongoing, regular reviews of our portfolio or, as necessary, to respond to unanticipated additional capital needs.
Short-term Liquidity and Capital Resources
For at least the next twelve months, we expect our principal demands for funds will be for operating expenses, including our general and administrative expenses, as well as the acquisition of real estate and real estate-related investments and funding of capital improvements and tenant improvements, distributions to and stock repurchases from stockholders, and interest payments on our credit facility. We expect to meet our short-term liquidity requirements through net cash flows provided by operations, funds equal to amounts reinvested in the DRIP and borrowings on our credit facility and potential other borrowings.
We believe we will have sufficient liquidity available to meet our obligations in a timely manner, under both normal and stressed conditions, for the next twelve months.
Long-term Liquidity and Capital Resources
Beyond the next twelve months, we expect our principal demands for funds will be for costs to acquire additional real estate properties, interest and principal payments on our credit facility, long-term capital investment demands for our real estate properties and our distributions necessary to maintain our REIT status.
We currently expect to meet our long-term liquidity requirements through proceeds from cash flows from operations and borrowings on our credit facility and potential other borrowings.
We expect to pay distributions to our stockholders from cash flows from operations; however, we have used, and may continue to use, other sources to fund distributions, as necessary, such as funds equal to amounts reinvested in the DRIP. To the extent cash flows from operations are lower due to lower-than-expected returns on the properties held or the disposition of properties, distributions paid to stockholders may be lower. We currently expect that substantially all net cash flows from our operations will be used to fund acquisitions, certain capital expenditures identified at acquisition, ongoing capital expenditures, interest and principal payments on outstanding debt and distributions to our stockholders.
Material Cash Requirements
As of December 31, 2023, we had approximately $202,019,000 in cash and cash equivalents. In addition to the cash we need to conduct our normal business operations, we expect to require approximately $22,878,000$19,944,000 in cash over the next twelve months, of which $20,203,000 will be required for the payment of$17,198,000 is related to estimated interest payments on our outstanding debt (calculated based on our effective interest rates as of December 31, 2022)2023) and $2,675,000$2,746,000 is related to our various obligations as lessee. We cannot provide assurances, however, that actual expenditures will not exceed these estimates. The 2024 Term Loan (as defined below) has a maturity date of December 31, 2024, and, at our election, may be extended for a period of six-months on no more than two occasions, subject to the satisfaction of certain conditions, including the payment of an extension fee. We currently meet these conditions and therefore may exercise our option to extend the maturity date if we so choose.
As of December 31, 2022, we had approximately $12,917,000 in cash and cash equivalents. For the year ended December 31, 2022, we paid capital expenditures of $8,440,000 that primarily related to the completion of a development property, which was placed into service during the period, and re-developing another real estate property.
As of December 31, 2022,2023, we had material obligations beyond 12 months (or that we will meet the extension criteria on the maturity date) in the amount of approximately $758,114,000,$676,064,000, inclusive of $639,748,000$560,444,000 related to principal and estimated interest payments on our outstanding debt (calculated based on our effective interest rates as of December 31, 2022)2023) and $118,366,000$115,620,000 related to our various obligations as lessee.
32

Table of Contents
One of our principal liquidity needs is the payment of principal and interest on outstanding indebtedness. As of December 31, 2022,2023, we had $583,000,000$525,000,000 of principal outstanding under our Unsecured Credit Facility.Facility (as defined below). We are required by the terms of certain loan documents to meet certain covenants, such as financial ratios and reporting requirements. As of December 31, 2022,2023, we were in compliance with all such covenants and requirements on our Unsecured Credit Facility (as defined below).Facility.
As of December 31, 2022,2023, the aggregate notional amount under our derivative instruments was $485,000,000.$525,000,000. We have agreements with each derivative counterparty that contain cross-default provisions; if we default on our indebtedness, then we could also be declared in default on our derivative obligations, resulting in an acceleration of payment of any net amounts due under our derivative contracts. As of December 31, 2022,2023, we were in compliance with all such cross-default provisions.
33

Table of Contents
Debt Service Requirements
Credit Facility
As of December 31, 2022,2023, the maximum commitments available under our senior unsecured revolving line of credit with Truist Bank, as Administrative Agent for the lenders, or the Revolving Credit Agreement, were $500,000,000, which may be increased, subject to lender approval, through incremental term loans and/or revolving loan commitments in an aggregate amount not to exceed $1,000,000,000. The maturity date for the Revolving Credit Agreement is February 15, 2026, which, at our election, may be extended for a period of six-months on no more than two occasions, subject to certain conditions, including the payment of an extension fee. The Revolving Credit Agreement was entered into on February 15, 2022, to replace our prior $500,000,000 revolving line of credit, which had a maturity date of April 27, 2022, with an option to extend for one twelve-month period. We did not exercise the option to extend. Upon closing of the Revolving Credit Agreement, we extinguished all commitments associated with the prior revolving line of credit. As of December 31, 2022,2023, the Revolving Credit Agreement had an aggregateno outstanding principal balance of $8,000,000.balance.
As of December 31, 2022,2023, the maximum commitments available under our senior unsecured term loan with Truist Bank, as Administrative Agent for the lenders, or the 2024 Term Loan Agreement, were $300,000,000,$250,000,000, which may be increased, subject to lender approval, to an aggregate amount not to exceed $600,000,000.$550,000,000. The 2024 Term Loan Agreement has a maturity date of December 31, 2024, and, at our election, may be extended for a period of six-months on no more than two occasions, subject to the satisfaction of certain conditions (which we currently meet), including the payment of an extension fee. The 2024 Term Loan Agreement was entered into simultaneously with the Revolving Credit Agreement’s execution, on February 15, 2022, to replace our prior term loan, which was paid off in its entirety upon closing of the Revolving Credit Agreement and the 2024 Term Loan Agreement. As of December 31, 2022,2023, the 2024 Term Loan Agreement had an aggregate outstanding principal balance of $300,000,000.$250,000,000.
As of December 31, 2022,2023, the maximum commitments available under our senior unsecured term loan with Truist Bank, as Administrative Agent for the lenders, or the 2028 Term Loan Agreement, were $275,000,000, of which $205,000,000 was drawn at closing to pay down our Revolving Credit Agreement in its entirety. The remainder of the commitments were available for three months following the closing date, or the Availability Period, and were available in no more than three subsequent draws with a minimum of $20,000,000 per draw, or the remaining commitments available. After the Availability Period, the undrawn portion was no longer available. If the committed amount was not fully drawn within 60 days of closing, we were required to pay a fee to the lenders, calculated as 0.25% per annum on the average daily amount of the undrawn portion, payable quarterly in arrears, until the earlier of (i) the date when the commitments have been funded in full, or (ii) August 17, 2022. The 2028 Term Loan Agreement may be increased, subject to lender approval, to an aggregate amount not to exceed $500,000,000 and has a maturity date of January 31, 2028. The 2028 Term Loan Agreement is pari passu with our Revolving Credit Agreement and 2024 Term Loan Agreement. On July 12, 2022 and July 20, 2022, we drew $50,000,000 and $20,000,000, respectively, on the 2028 Term Loan Agreement. As of July 20, 2022, the 2028 Term Loan Agreement commitments were fully funded. As of December 31, 2022,2023, the 2028 Term Loan Agreement had an aggregate outstanding principal balance of $275,000,000.
The UnsecuredWe refer to the Revolving Credit Agreement, the 2024 Term Loan Agreement and the 2028 Term Loan Agreement, collectively, as the “Unsecured Credit Facility,” which has aggregate commitments available of $1,075,000,000,$1,025,000,000, as of December 31, 2022.2023. Generally, the proceeds of loans made under our Unsecured Credit Facility may be used for acquisition of real estate investments, funding of tenant improvements and leasing commissions with respect to real estate, repayment of indebtedness, funding of capital expenditures with respect to real estate, and general corporate and working capital purposes.
During the year ended December 31, 2022, we drew $70,000,000 on the Revolving Credit Agreement to fund acquisitions and we repaid $57,000,000 on the Revolving Credit Agreement, with proceeds from dispositions and cash flows from operations.
As of December 31, 2022,2023, we had a total pool availability under our Unsecured Credit Facility of $1,075,000,000$1,025,000,000 and an aggregate outstanding principal balance of $583,000,000;$525,000,000; therefore, $492,000,000$500,000,000 was available to be drawn under our Unsecured Credit Facility. We were in compliance with all the financial covenant requirements as of December 31, 2022.2023.
Financing
For these purposes, the fair value of each asset is equal to the purchase price paid for the asset or, if the asset was appraised subsequent to the date of purchase, then the fair value is equal to the value reported in the most recent independent
33

Table of Contents
appraisal of the asset. Our policies do not limit the amount we may borrow with respect to any individual investment. As of December 31, 2022, our borrowings were approximately 24.3% of the fair value of our real estate-related investments.
Cash Flows
Year Ended December 31, 20222023 Compared to Year Ended December 31, 20212022
Year Ended
December 31,
(in thousands)20222021Change% Change
Net cash provided by operating activities$121,675 $136,942 $(15,267)(11.1)%
Net cash (used in) provided by investing activities$(142,812)$1,226,842 $(1,369,654)(111.6)%
Net cash provided by (used in) financing activities$1,340 $(1,398,813)$1,400,153 (100.1)%
Cash flows from discontinued operations are not separately disclosed on the consolidated statements of cash flows for the years ended December 31, 2021 and 2020.
Year Ended
December 31,
(in thousands)20232022Change
Net cash provided by operating activities$128,924 $121,675 $7,249 
Net cash provided by (used in) investing activities$197,307 $(142,812)$340,119 
Net cash (used in) provided by financing activities$(137,129)$1,340 $(138,469)
Operating Activities
Net cash provided by operating activities decreasedincreased primarily due to us owning feweran increase in cash collected for rent resulting from acquiring and placing properties subsequent toin service, annual rent increases, new leasing and renewal activity and the Data Center Sale on July 22, 2021,receipt of lease termination income, partially offset by a decrease related to property dispositions and tenants who ceased paying all or a portion of their rent and an increase in rental revenues resulting from the acquisition of properties and placement of development properties in service since January 1, 2021 coupled with a decrease in interest paid as a result of entering into the Unsecured Credit Facility and the pay-off of allon our notes payable on July 22, 2021, in connection with the Data Center Sale.credit facility.
Investing Activities
Significant investing activities included:
Net cash used in investing activities forInvestment of $69,822,000 to purchase two properties during the year ended December 31, 2022, was due2023, compared to thean investment of $157,194,000 to purchase of real estateseven properties and payment of capital expenditures primarily related to the completion of a development property, which was placed into service during the period, and re-developing another real estate property, partially offset byyear ended December 31, 2022.
Sale of three properties for net proceeds of $270,306,000 during the year ended December 31, 2023, compared to receiving $22,822,000 from the sale of a property. Net cash provided by investing activities forland parcel that formerly contained a property during the year ended December 31, 2021, was2022.
34

Table of Contents
Incurred capital expenditures, primarily duefor tenant improvements, of $3,177,000 during the year ended December 31, 2023, compared to incurring $8,440,000 during the Data Center Saleyear ended December 31, 2022.
Financing Activities
Significant financing activities included:
Payment of $66,515,000 in cash distributions to common stockholders during the year ended December 31, 2023, compared to $65,310,000 during the year ended December 31, 2022.
Repurchase of $12,374,000 of common stock under our share repurchase program during the year ended December 31, 2023, compared to $9,217,000 during the year ended December 31, 2022.
The following Unsecured Credit Facility related activity during the year ended December 31, 2023:
Repayment of $58,000,000 on the Revolving Credit Agreement with cash flows from operations and proceeds from a disposition;
Repayment of $50,000,000 on the 2024 Term Loan Agreement with proceeds from dispositions, the collection of a note receivable partially offset by the purchase of real estate properties, payment of capital expenditures related to a data center propertydisposition and three healthcare propertiescash flows from operations; and consideration paid for the Internalization Transaction.
Financing ActivitiesDraw of $50,000,000 on the Revolving Credit Agreement to fund an acquisition.
Net cash provided by financing activities forThe following Unsecured Credit Facility related activity during the year ended December 31, 2022, was due2022:
Draw of $70,000,000 on the Revolving Credit Agreement to fund acquisitions;
Draw of $70,000,000 on the 2028 Term Loan Agreement to fund acquisitions;
Repayment of $57,000,000 on the Revolving Credit Agreement with proceeds from dispositions and cash flows from operations;
Replacement of $500,000,000 from our prior unsecured credit facility partially offset by paymentswith borrowings from our new Revolving Credit Agreement and 2024 Term Loan Agreement;
Draw of $205,000,000 on our credit facility, paymentsthe 2028 Term Loan Agreement at closing to pay down the $205,000,000 outstanding balance on the Revolving Credit Agreement; and
Payment of $6,937,000 in deferred financing costs as a result of entering into the Revolving Credit Agreement, 2024 Term Loan Agreement and Revolving Credit Agreement on February 15, 2022 and the 2028 Term Loan Agreement on May 17, 2022, repurchases of our common stock under our share repurchase program, distributions to our common stockholders and payment of offering costs on issuance of common stock. Net cash used in financing activities forduring the year ended December 31, 2021, was due to payments on notes payable and debt extinguishment as a result of the Data Center Sale, payments on our credit facility primarily with proceeds from the Data Center Sale, payments of deferred financing costs, repurchases of our common stock under our share repurchase program, distributions to our common stockholders, including a special cash distribution, and payment of offering costs on issuance of common stock, partially offset by proceeds from our credit facility.2022.
Distributions to Stockholders
We have paid, and may continue to pay, distributions from sources other than from our cash flows from operations. For the year ended December 31, 2023, our cash flows provided by operations of approximately $128,924,000 covered 100% of our ordinary distributions paid (total ordinary distributions were approximately $91,266,000, of which $66,515,000 was cash and $24,751,000 was reinvested in shares of our common stock pursuant to the DRIP) during such period. For the year ended December 31, 2022, our cash flows provided by operations of approximately $121,675,000 covered 100% of our ordinary distributions paid (total ordinary distributions were approximately $90,144,000, of which $65,310,000 was cash and $24,834,000 was reinvested in shares of our common stock pursuant to the DRIP) during such period. For the year ended December 31, 2021, our cash flows provided by operations of approximately $136,942,000 covered 100% of our distributions paid (total ordinary distributions were approximately $100,748,000, of which $73,164,000 was cash and $27,584,000 was reinvested in shares of our common stock pursuant to the DRIP) during such period. Additionally, the Board declared a special cash distribution of $1.75 per share of Class A, Class I, Class T and Class T2 common stock. The special cash distribution was funded with the proceeds from the sale of the data center properties on July 22, 2021. The special cash distribution was paid on July 30, 2021 to stockholders of record at the close of business on July 26, 2021, in the aggregate amount of approximately $392,685,000.
We do not currently have any limits on the sources of funding distribution payments to our stockholders. We may pay distributions from any source, such as the sale of assets, the sale of additional securities, and offering proceeds and we do not
34

Table of Contents
currently have any limits on the amounts we may pay from such sources. Funding distributionsSee “Risk Factors – General Risk Factors – Distributions paid from sources other than our cash flows from operations, including from the sale of additional securities could dilute a stockholder's interest in us if we sell sharesproceeds of our common stock to third party investors. Funding distributions to our stockholdersOfferings, will result in us having lessfewer funds available for acquiringthe acquisition of properties or real estate-related investments. Our inability to acquire additional properties orand real estate-related investments, which may have a negative effect onadversely affect our ability to generate sufficientfund future distributions with cash flows from operations and may adversely affect a stockholder’s overall return” in Part I, Item 1A of this Annual Report on Form 10-K for a discussion of risks related to pay distributions. As a result, the return investors may realize on their investment may be reduced and investors who invest in us before we generate significant cash flows may realize a lower rate of return than later investors. Payment of distributionsfunding distribution payments from any of the above-mentioned sources could restrict our ability to generate sufficient cash flows from operations, affect our profitability and/or affect the distributions payable upon a liquidity event, any or all of which may have an adverse effect on an investment in us.various sources.
For federal income tax purposes, distributions to common stockholders are characterized as ordinary dividends, capital gain distributions, or nontaxable distributions. To the extent that we make a distribution in excess of our current or accumulated earnings and profits, such excess will be a nontaxable return of capital, reducing the tax basis in each U.S. stockholder’s shares. Further, the amount of distributions in excess of a U.S. stockholder’s tax basis in such shares will be taxable as a realized gain.
35


Table of Contents
The following table shows the sources of distributions paid during the years ended December 31, 20222023 and 20212022 (amounts in thousands):
Year Ended December 31,
Year Ended December 31,Year Ended December 31,
Character of Distributions (1):
Character of Distributions (1):
20222021
Character of Distributions (1):
20232022
Ordinary dividendsOrdinary dividends40.94 %27.91 %Ordinary dividends61.41 %40.94 %
Capital gain distributionsCapital gain distributions— %— %Capital gain distributions— %— %
Nontaxable distributionsNontaxable distributions59.06 %72.09 %Nontaxable distributions38.59 %59.06 %
TotalTotal100.00 %100.00 %Total100.00 %100.00 %
Year Ended December 31,
Character of Special Distribution (1):
20222021
Ordinary dividends— %12.39 %
Capital gain distributions— %86.66 %
Nontaxable distributions— %0.95 %
Total— %100.00 %
(1)Attributable to Class A shares, Class I shares, Class T shares of common stock for the year ended December 31, 2023. Attributable to Class A shares, Class I shares, Class T shares, and Class T2 shares of common stock.
35

Table of Contents

stock for the years ended December 31, 2022 and 2021.
The amount of distributions payable to our stockholders is determined by the Board and is dependent on a number of factors, including our funds available for distribution, financial condition, lenders' restrictions and limitations, capital expenditure requirements, corporate law restrictions and the annual distribution requirements needed to maintain our status as a REIT under the Internal Revenue Code of 1986, as amended. The Board must authorize each distribution and may, in the future, authorize lower amounts of distributions or not authorize additional distributions and, therefore, distribution payments are not guaranteed. Additionally, our organizational documents permit us to pay distributions from unlimited amounts of any source, and we may use sources other than operating cash flows to fund distributions, including funds equal to amounts reinvested in the DRIP, which may reduce the amount of capital we ultimately invest in properties or other permitted investments. We have funded distributions with operating cash flows from our properties and funds equal to amounts reinvested in the DRIP. To the extent that we do not have taxable income, distributions paid will be considered a return of capital to stockholders.
The following table shows the sources of distributions paid during the years ended December 31, 20222023 and 20212022 (amounts in thousands):
Year Ended December 31,
20222021
Distributions paid in cash - common stockholders$65,310 $465,849 (1)
Distributions reinvested (shares issued)24,834 27,584 
Total distributions$90,144 $493,433 
Source of distributions:
Cash flows provided by operations$65,310 72 %(2)$73,164 15 %(2)
Offering proceeds from issuance of common stock pursuant to the DRIP24,834 28 %(2)27,584 %(2)
Proceeds from real estate disposals— — %392,685 80 %(2)
Total sources$90,144 100 %$493,433 100 %
Year Ended December 31,
20232022
Distributions paid in cash - common stockholders$66,515 $65,310 

Distributions reinvested (shares issued)24,751 24,834 
Total distributions$91,266 $90,144 
Source of distributions:
Cash flows provided by operations$66,515 73 %(1)$65,310 72 %(1)
Offering proceeds from issuance of common stock pursuant to the DRIP24,751 27 %(1)24,834 28 %(1)
Total sources$91,266 100 %$90,144 100 %
(1)Includes a special cash distribution declared by the Board of $1.75 per share of Class A, Class I, Class T and Class T2 common stock. The special cash distribution was funded with the proceeds from the Data Center Sale on July 22, 2021. The special cash distribution was paid on July 30, 2021, to stockholders of record at the close of business on July 26, 2021, in the aggregate amount of approximately $392,685,000.
(2)Percentages were calculated by dividing the respective source amount by the total sources of distributions.
Total distributions declared but not paid on Class A shares, Class I shares and Class T shares as of December 31, 2022,2023, were approximately $7,719,000$7,782,000 for common stockholders. These distributions were paid on January 6, 2023.8, 2024.
Share Repurchase Program
Our SRP allows for repurchases of shares of our common stock when certain criteria are met. Under the SRP, we cancurrently only repurchase shares due to death or involuntary exigent circumstances, subject in each case to the terms and limitations of the SRP, including, but not limited to, quarterly share limitations, an annual 5.0% share limitation and DRIP funding limitations. See Part II, Item 5. "Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities" for more information on the SRP.
During the year ended December 31, 2023, we repurchased 1,513,997 Class A shares, Class I shares and Class T shares of common stock (1,182,006 Class A shares, 105,660 Class I shares and 226,331 Class T shares), for an aggregate purchase price of approximately $12,374,000 (an average of $8.17 per share). During the year ended December 31, 2022, we repurchased 1,123,183 Class A shares, Class I shares and Class T shares of common stock (981,772 Class A shares, 31,666 Class I shares and 109,745 Class T shares), for an aggregate purchase price of approximately $9,217,000 (an average of $8.21 per share). During the year ended December 31, 2021, we repurchased 1,133,901 Class A shares, Class I shares and Class T shares of common stock (1,055,054 Class A shares, 11,836 Class I shares and 67,011 Class T shares), for an aggregate purchase price of approximately $9,528,000 (an average of $8.40 per share).
Commitments and Contingencies
For a discussion of our commitments and contingencies, see Note 17—"Commitments and Contingencies" to the consolidated financial statements that are a part of this Annual Report on Form 10-K.
36

Table of Contents
Non-GAAP Financial Measures
In the real estate industry, analysts and investors employ certain non-GAAP supplemental financial measures in order to facilitate meaningful comparisons between periods and among peer companies. We believe that these measures are useful to investors to consider because they may assist them to better understand and measure the performance of our business over time and against similar companies. We use the following non-GAAP financial measures: Funds From Operations, or FFO, Core Funds From Operations, or Core FFO, and Adjusted Funds From Operations, or AFFO.
Net Income (Loss) Income and FFO, Core FFO and AFFO
A description of FFO, Core FFO, and AFFO and reconciliations of these non-GAAP measures to net income (loss) income,, the most directly comparable GAAP measure, are provided below.
The National Association of Real Estate Investment Trusts, or NAREIT, an industry trade group, has promulgated the FFO measure, which we believe is an appropriate additional measure to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental performance measure. FFO is not equivalent to our net (loss) income as determined under GAAP.
We define FFO, consistent with NAREIT’s definition, as net income (loss) income (calculated in accordance with GAAP), excluding gains (or losses) from sales of real estate assets and impairments of real estate assets, plus depreciation and amortization of real estate assets, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis. To date, we do not have any investments in unconsolidated partnerships or joint ventures.
We, along with many of our peers in the real estate industry, consider FFO to be an appropriate supplemental measure of a REIT’s operating performance, because it is based on a net income (loss) analysis of real estate portfolio performance that excludes non-cash items such as real estate depreciation and amortization and real estate impairments, which weimpairments. We believe FFO provides a useful understanding of our performance to the investors and to our management, and when compared to year over year, FFO reflects the impact on our operations from trends in occupancy.
We calculate Core FFO by adjusting FFO to remove the effect of items that are not expected to impact our operating performance on an ongoing basis and consider it to be a useful supplemental measure because it provides investors with additional information to understand our sustainable performance. These include severance, arrangements, write offswrite-off of previously recorded straight-line rents,rent receivables related to prior periods, accelerated stock-based compensation, amortization of above- and below-market leaseslease intangibles (including ground leases) and loss on extinguishment of debt.
We calculate AFFO by further adjusting Core FFO for the following items included in the determination of GAAP net (loss) income:items: deferred rent, current period straight-line rent discount amortization related to the deferred liability in connection with the Internalization Transaction,adjustments, amortization of deferred financing costs and stock-based compensation.
Presentation of this information is intended to assist management and investors in comparing the operating performance of different REITs, although it should be noted that not all REITs calculate FFO, Core FFO and AFFO the same way, so comparisons with other REITs may not be meaningful. Furthermore, FFO, Core FFO and AFFO are not necessarily indicative of cash flows available to fund cash needs and should not be considered as an alternative to net income (loss) income as an indication of our performance or as an indication of our liquidity, or indicative of funds available for our cash needs, including our ability to make distributions to our stockholders. FFO, Core FFO and AFFO may be useful in assisting management and investors in assessing the sustainability of operating performance in future operating periods. All of our non-GAAP financial measures should be reviewed in conjunction with other measurements as an indication of our performance. The method used to evaluate the value and performance of real estate under GAAP should be considered as a more relevant measure of operating performance and considered more prominent than the non-GAAP financial measures presented here.
37

Table of Contents
Reconciliation of Net Income (Loss) Income to FFO, Core FFO and AFFO
The following table presents a reconciliation of net income (loss) income attributable to common stockholders, which is the most directly comparable GAAP financial measure, to FFO, Core FFO and AFFO for the years ended December 31, 20222023 and 20212022 (amounts in thousands):
Year Ended
December 31,
Year Ended
December 31,
Year Ended
December 31,
202320232022
Net income (loss) attributable to common stockholders
Adjustments:
Depreciation and amortization of real estate assets
Depreciation and amortization of real estate assets
Depreciation and amortization of real estate assets
Gain on real estate dispositions
Year Ended
December 31,
20222021
Net (loss) income attributable to common stockholders$(7,978)$402,660 
Adjustments:
Depreciation and amortization77,099 81,999 
Gain on real estate disposition from continuing operations(460)(89)
Gain on real estate dispositions from discontinued operations— (395,801)
Impairment losses
Impairment losses
Impairment lossesImpairment losses47,424 27,837 
FFOFFO$116,085 $116,606 
Adjustments:Adjustments:
Severance arrangements889 56 
Write off of straight-line rent related to prior periods2,434 70 
Severance
Severance
Severance
Write-off of straight-line rent receivables related to prior periods
Accelerated stock-based compensation
Amortization of above (below) market lease intangibles, including ground leasesAmortization of above (below) market lease intangibles, including ground leases1,044 (434)
Loss on extinguishment of debtLoss on extinguishment of debt3,367 28,751 
Core FFOCore FFO$123,819 $145,049 
Adjustments:Adjustments:
Deferred rentDeferred rent1,535 — 
Deferred rent
Deferred rent
Straight-line rental income(9,695)(15,665)
Amortization of discount of deferred liability— 272 
Straight-line rent adjustments
Straight-line rent adjustments
Straight-line rent adjustments
Amortization of deferred financing costs
Amortization of deferred financing costs
Amortization of deferred financing costsAmortization of deferred financing costs1,679 3,425 
Stock-based compensationStock-based compensation4,180 2,379 
AFFOAFFO$121,518 $135,460 
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Market risk includes risks that arise from changes in interest rates, foreign currency exchange rates, commodity prices, equity prices and other market changes that affect market sensitive instruments. In pursuing our business plan, the primary market risk to which we are exposed is interest rate risk.
We have obtained variable rate debt financing to fund certain property acquisitions and we are exposed to such changes in the one-month Term SOFR. Loans under the Unsecured Credit Facility may be made as Base Rate Loans or SOFR Loans, at our election, and all of our interest rate swap agreements are indexed to SOFR. Our objectives in managing interest rate risk are to limit the impact of interest rate fluctuations on operations and cash flows, and to lower overall borrowing costs. To achieve these objectives, we will borrow primarily at interest rates with the lowest margins available and, in some cases, with the ability to convert variable interest rates to fixed rates.
As of December 31, 2022, we had 122023, our total principal debt outstanding of $525,000,000 was fixed through 11 interest rate swap agreements, outstanding, which mature on various dates from April 2023December 2024 to January 2028, with an aggregate notional amount under2028. As of December 31, 2023, the swap agreements of $485,000,000. Of the 12 interest rate swap agreements outstanding, three interest rate swap agreements withhad an aggregate notional amount of $150,000,000 have$525,000,000 and an effective date of May 1, 2023, and will replace two interest rate swaps with an aggregate notional amount of $150,000,000 that have a maturity date of April 27, 2023. As of December 31, 2022, the aggregate settlement asset value was $29,182,000.of $18,182,000. The settlement value of these interest rate swap agreements is dependent upon existing market interest rates and swap spreads. As of December 31, 2022,2023, an increase of 50 basis points in the market rates of interest would have resulted in an increase to the settlement asset value of these interest rate swaps to a value of $36,261,000.$24,111,000. These interest rate swap agreements were designated as cash flow hedging instruments.
As of December 31, 2022, of the $583,000,000 total principal debt outstanding, $98,000,000 was subject to variable interest rates, indexed to Term SOFR, with an interest rate of 5.5% per annum. As of December 31, 2022, an increase of 50 basis points in the market rates of interest would have resulted in an increase in interest expense of approximately $490,000 per year.
38

Table of Contents
The following table summarizes our principal debt outstanding related to our credit facility as of December 31, 2022 (amounts in thousands):
December 31, 2022
Variable rate revolving line of credit$8,000 
Variable rate term loans fixed through interest rate swaps485,000 
Variable rate term loans90,000 
Total principal debt outstanding (1)
$583,000 
(1)As of December 31, 2022,2023, the weighted average interest rate on our total debt outstanding was 3.4%3.3%.
We have entered, and may continue to enter, into additional derivative financial instruments, such as interest rate swaps, in order to mitigate our interest rate risk on a given variable rate financial instrument. To the extent we do, we are exposed to credit risk and market risk. Credit risk is the failure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is positive, the counterparty owes us, which creates credit risk for us. When the fair value of a derivative contract is negative, we owe the counterparty and, therefore, it does not possess credit risk. Market risk is the adverse effect on the value of a financial instrument that results from a change in interest rates. We manage the market risk associated with
38

Table of Contents
interest rate contracts by establishing and monitoring parameters that limit the types and degree of market risk that may be undertaken. We have not entered, and do not intend to enter, into derivative or interest rate swap transactions for speculative purposes. We may also enter into rate-lock arrangements to lock interest rates on future borrowings.
In addition to changes in interest rates, the value of our future investments will be subject to fluctuations based on changes in local and regional economic conditions and changes in the creditworthiness of tenants, which may affect our ability to refinance our debt, if necessary.
We do not have any foreign operations and thus we are not exposed to foreign currency fluctuation risks.
Item 8. Financial Statements and Supplementary Data.
See the index at Part IV, Item 15. Exhibits and Financial Statement Schedules
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
None.
Item 9A. Controls and Procedures.
(a) Evaluation of disclosure controls and procedures. We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports pursuant to the Securities Exchange Act of 1934, as amended, or the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the rules and forms, and that such information is accumulated and communicated to us, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, we recognize that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, as ours are designed to do, and we necessarily were required to apply our judgment in evaluating whether the benefits of the controls and procedures that we adopt outweigh their costs.
As required by Rules 13a-15(b) and 15d-15(b) of the Exchange Act, we conducted an evaluation as of December 31, 2022,2023, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on this evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures, as of December 31, 2022,2023, were effective at a reasonable assurance level.
(b) Management’s Report on Internal Control over Financial Reporting. Our management is responsible for establishing and maintaining adequate internal control over our financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of financial statements for external purposes in accordance with GAAP. Because of its inherent limitations, internal control is not intended to provide absolute assurance that a misstatement of our financial statements would be prevented or detected. Under the supervision, and with the participation, of our management, including our chief executive officer and chief financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control-Integrated Framework issued in 2013 by the Committee of
39

Table of Contents
Sponsoring Organizations of the Treadway Commission, or the Original Framework. Based on our evaluation under the Original Framework, our management concluded that our internal control over financial reporting was effective as of December 31, 2022.2023.
This annual report does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our independent registered public accounting firm pursuant to the permanent deferral adopted by the Securities and Exchange Commission that permits us to provide only management’s report in this annual report.
(c) Changes in internal control over financial reporting. There have been no changes in our internal controls over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that occurred during the three months ended December 31, 2022,2023, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Item 9B. Other Information.
Insider trading arrangements and policies. During the three months ended December 31, 2023, none of the Company’s officers or directors adopted or terminated any contract, instruction or written plan for the purchase or sale of Company
40
39

Table of Contents

securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement,” as defined in Item 9B. Other Information.
None.408 of Regulation S-K.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
Not applicable.

4140

Table of Contents
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
The information required by this Item will be presented in our definitive proxy statement for our 20232024 annual meeting of stockholders, which is expected to be filed with the SEC within 120 days after December 31, 2022,2023, and is incorporated herein by reference.
Our Board has adopted a Code of Business Conduct and Ethics that is applicable to all members of our Board, our officers and our employees. The policy may be located on our Investor website at https://investors.silarealtytrust.com by clicking on “About Us,” and then on “Governance Documents.” If, in the future, we amend, modify or waive a provision in the Code of Business Conduct and Ethics, we may, rather than filing a Current Report on Form 8-K, satisfy the disclosure requirement by posting such information on our website as necessary.
Item 11. Executive Compensation.
The information required by this Item will be presented in our definitive proxy statement for our 20232024 annual meeting of stockholders, which is expected to be filed with the SEC within 120 days after December 31, 2022,2023, and is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
The information required by this Item will be presented in our definitive proxy statement for our 20232024 annual meeting of stockholders, which is expected to be filed with the SEC within 120 days after December 31, 2022,2023, and is incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
The information required by this Item will be presented in our definitive proxy statement for our 20232024 annual meeting of stockholders, which is expected to be filed with the SEC within 120 days after December 31, 2022,2023, and is incorporated herein by reference.
Item 14. Principal Accounting Fees and Services.
The information required by this Item will be presented in our definitive proxy statement for our 20232024 annual meeting of stockholders, which is expected to be filed with the SEC within 120 days after December 31, 2022,2023, and is incorporated herein by reference.
4241

Table of Contents
PART IV
Item 15. Exhibits and Financial Statement Schedules.
The following documents are filed as part of this Annual Report:
(a)(1) Consolidated Financial Statements:
The index of the consolidated financial statements contained herein is set forth on page F-1 hereof.
(a)(2) Financial Statement Schedules:
The financial statement schedules are listed in the index of the consolidated financial statements on page F-1 hereof.
No additional financial statement schedules are presented since the required information is not present or not present in amounts sufficient to require submission of the schedule or because the information required is disclosed in the Consolidated Financial Statements and notes thereto.
(a)(3) Exhibits:
The exhibits listed on the Exhibit Index are included, or incorporated by reference, in this Annual Report.
(b) Exhibits:
See Item 15(a)(3) above.
(c) Financial Statement Schedules:
See Item 15(a)(2) above.


4342

Table of Contents
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
OF SILA REALTY TRUST, INC.
Page
Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm (KPMG LLP, Tampa, FL, Auditor ID: 185)
Financial Statement Schedules
F-1

Table of Contents

Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors
Sila Realty Trust, Inc.:
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of Sila Realty Trust, Inc. and subsidiaries (the Company) as of December 31, 20222023 and 2021,2022, the related consolidated statements of comprehensive income, stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2022,2023, and the related notes and financial statement schedule III (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20222023 and 2021,2022, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2022,2023, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Evaluation of real estate for impairment
As discussed in Notes 2 and 3 to the consolidated financial statements, the Company assesses the recoverability of the carrying value of its real estate for impairment whenever events or changes in circumstances indicate that such amounts may not be recoverable. If the carrying amount of a real estate asset group exceeds its estimated undiscounted future cash flows, an impairment loss is recognized for the amount by which the carrying amount of the asset group exceeds its estimated fair value. The Company recognized impairment losses of $47,424,000$24,252,000 during the year ended December 31, 2022,2023, a portion of which related to real estate. The real estate balance was $1,880,082,000$1,628,652,000 as of December 31, 2022.2023.
We identified the evaluation of real estate for impairment as a critical audit matter. Subjective and challenging auditor judgment was required to evaluate certain assumptions used in the impairment tests, including the terminal capitalization rates and market rental rates used to estimate the undiscounted cash flows and the sales prices of comparable properties and market rental rates used to estimate the fair value.
F-2

Table of Contents
The following are the primary procedures we performed to address this critical audit matter. We evaluated the design of certain internal controls related to the Company’s real estate impairment process, including controls related to the assumptions noted above. For certain properties, we performed sensitivity analyses over terminal capitalization rates and market rental rates to assess the impact of changes in that assumption to the undiscounted cashflows. In addition, for certain properties we involved valuation professionals with specialized skills and knowledge, who assisted in (1) assessing terminal capitalization rates and market rental rates used by the Company to estimate the undiscounted cash flows by comparing them to publicly available market data for comparable entities, and (2) evaluating themarket rental rates and sales prices of comparable properties used by the Company to estimate the fair value, including adjustments to such transactions, by comparing them to publicly available market data for comparable entities and to publicly available market data for an independent selection of sales of similar properties.


/s/ KPMG LLP

We have served as the Company’s auditor since 2014.
Tampa, Florida
March 16, 20236, 2024
F-3

Table of Contents


SILA REALTY TRUST, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)

December 31, 2022
December 31, 2021
December 31, 2023December 31, 2023December 31, 2022
ASSETSASSETSASSETS
Real estate:Real estate:
LandLand$163,419 $163,992 
Buildings and improvements, less accumulated depreciation of $209,118 and $165,784, respectively1,716,663 1,648,685 
Construction in progress— 14,628 
Land
Land
Buildings and improvements, less accumulated depreciation of $227,156 and $209,118, respectively
Total real estate, net
Total real estate, net
Total real estate, netTotal real estate, net1,880,082 1,827,305 
Cash and cash equivalentsCash and cash equivalents12,917 32,359 
Acquired intangible assets, less accumulated amortization of $90,239 and $71,067, respectively167,483 181,639 
Intangible assets, less accumulated amortization of $102,456 and $90,239, respectively
GoodwillGoodwill21,710 23,284 
Right-of-use assetsRight-of-use assets37,443 24,033 
Right-of-use assets
Right-of-use assets
Other assetsOther assets100,167 66,365 
Assets held for sale— 22,570 
Total assets
Total assets
Total assetsTotal assets$2,219,802 $2,177,555 
LIABILITIES AND STOCKHOLDERS’ EQUITYLIABILITIES AND STOCKHOLDERS’ EQUITYLIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:Liabilities:
Credit facility, net of deferred financing costs of $2,412 and $3,226, respectively580,588 496,774 
Credit facility, net of deferred financing costs of $1,847 and $2,412, respectively
Credit facility, net of deferred financing costs of $1,847 and $2,412, respectively
Credit facility, net of deferred financing costs of $1,847 and $2,412, respectively
Accounts payable and other liabilitiesAccounts payable and other liabilities30,619 39,597 
Acquired intangible liabilities, less accumulated amortization of $5,923 and $4,444, respectively11,946 12,962 
Intangible liabilities, less accumulated amortization of $7,417 and $5,923, respectively
Lease liabilitiesLease liabilities41,554 26,394 
Liabilities held for sale— 698 
Lease liabilities
Lease liabilities
Total liabilities
Total liabilities
Total liabilitiesTotal liabilities664,707 576,425 
Stockholders’ equity:Stockholders’ equity:
Preferred stock, $0.01 par value per share, 100,000,000 shares authorized; none issued and outstandingPreferred stock, $0.01 par value per share, 100,000,000 shares authorized; none issued and outstanding— — 
Common stock, $0.01 par value per share, 510,000,000 shares authorized; 241,425,332 and 238,226,119 shares issued, respectively; 226,255,969 and 224,179,939 shares outstanding, respectively2,263 2,242 
Preferred stock, $0.01 par value per share, 100,000,000 shares authorized; none issued and outstanding
Preferred stock, $0.01 par value per share, 100,000,000 shares authorized; none issued and outstanding
Common stock, $0.01 par value per share, 510,000,000 shares authorized; 244,617,615 and 241,425,332 shares issued, respectively; 227,934,254 and 226,255,969 shares outstanding, respectively
Additional paid-in capitalAdditional paid-in capital2,024,176 2,004,404 
Distributions in excess of accumulated earningsDistributions in excess of accumulated earnings(499,334)(400,669)
Accumulated other comprehensive income (loss)27,990 (4,847)
Accumulated other comprehensive income
Total stockholders’ equityTotal stockholders’ equity1,555,095 1,601,130 
Total liabilities and stockholders’ equityTotal liabilities and stockholders’ equity$2,219,802 $2,177,555 
The accompanying notes are an integral part of these consolidated financial statements.
F-4

Table of Contents
SILA REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands, except share data and per share amounts)
Year Ended
December 31,
202220212020
Year Ended
December 31,
2023202320222021
Revenue:Revenue:
Rental revenue
Rental revenue
Rental revenueRental revenue$179,986 $172,838 $165,781 
Expenses:Expenses:
Rental expensesRental expenses17,950 17,712 16,397 
Rental expenses
Rental expenses
General and administrative expensesGeneral and administrative expenses22,079 21,388 15,471 
Internalization transaction expenses— — 3,640 
Asset management fees— — 12,604 
Depreciation and amortization
Depreciation and amortization
Depreciation and amortizationDepreciation and amortization77,199 70,259 69,849 
Impairment lossesImpairment losses47,424 27,837 — 
Total expenses164,652 137,196 117,961 
Gain on real estate disposition460 89 3,142 
Interest and other expense, net23,772 34,515 42,025 
(Loss) income from continuing operations(7,978)1,216 8,937 
Impairment losses
Impairment losses
Total operating expenses
Gain on real estate dispositions
Interest and other income
Interest and other income
Interest and other income
Interest expense
Income (loss) from continuing operations
Income from discontinued operationsIncome from discontinued operations— 401,444 27,839 
Net (loss) income attributable to common stockholders$(7,978)$402,660 $36,776 
Other comprehensive income (loss) - unrealized gain (loss) on interest rate swaps, net32,837 15,597 (15,740)
Net income (loss) attributable to common stockholders
Other comprehensive (loss) income - unrealized (loss) gain on interest rate swaps, net
Comprehensive income attributable to common stockholdersComprehensive income attributable to common stockholders$24,859 $418,257 $21,036 
Weighted average number of common shares outstanding:Weighted average number of common shares outstanding:
BasicBasic225,320,043 223,325,293 221,436,617 
Basic
Basic
DilutedDiluted225,320,043 224,293,339 221,622,444 
Net (loss) income per common share attributable to common stockholders:
Net income (loss) per common share attributable to common stockholders:
Basic:
Basic:
Basic:Basic:
Continuing operationsContinuing operations$(0.03)$— $0.04 
Continuing operations
Continuing operations
Discontinued operationsDiscontinued operations— 1.80 0.13 
Net (loss) income attributable to common stockholders$(0.03)$1.80 $0.17 
Net income (loss) attributable to common stockholders
Diluted:Diluted:
Continuing operationsContinuing operations$(0.03)$— $0.04 
Continuing operations
Continuing operations
Discontinued operationsDiscontinued operations— 1.79 0.13 
Net (loss) income attributable to common stockholders$(0.03)$1.79 $0.17 
Net income (loss) attributable to common stockholders
The accompanying notes are an integral part of these consolidated financial statements.
F-5

Table of Contents
SILA REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(in thousands, except share data)

Common Stock
No. of
Shares
Par
Value
Additional
Paid-in
Capital
Distributions in Excess of Accumulated EarningsAccumulated Other Comprehensive IncomeTotal
Stockholders’
Equity
Balance, December 31, 2022226,255,969 $2,263 $2,024,176 $(499,334)$27,990 $1,555,095 
Issuance of common stock under the distribution reinvestment plan3,031,829 30 24,721 — — 24,751 
Vesting of restricted stock160,453 — — — — — 
Stock-based compensation— 6,283 — — 6,284 
Other offering costs— — (80)— — (80)
Repurchase of common stock(1,513,997)(15)(12,359)— — (12,374)
Distributions to common stockholders— — — (91,896)— (91,896)
Other comprehensive loss— — — — (11,387)(11,387)
Net income— — — 24,042 — 24,042 
Balance, December 31, 2023227,934,254 $2,279 $2,042,741 $(567,188)$16,603 $1,494,435 
Common Stock
No. of
Shares
Par
Value
Additional
Paid-in
Capital
Distributions in Excess of Accumulated EarningsAccumulated Other Comprehensive (Loss) IncomeTotal
Stockholders’
Equity
Balance, December 31, 2021224,179,939 $2,242 $2,004,404 $(400,669)$(4,847)$1,601,130 
Issuance of common stock under the distribution reinvestment plan3,026,326 30 24,804 — — 24,834 
Vesting of restricted stock172,887 — — — — — 
Stock-based compensation— 4,178 — — 4,180 
Other offering costs— — (4)— — (4)
Repurchase of common stock(1,123,183)(11)(9,206)— — (9,217)
Distributions to common stockholders— — — (90,687)— (90,687)
Other comprehensive income— — — — 32,837 32,837 
Net loss— — — (7,978)— (7,978)
Balance, December 31, 2022226,255,969 $2,263 $2,024,176 $(499,334)$27,990 $1,555,095 
Common Stock
No. of
Shares
Par
Value
Additional
Paid-in
Capital
Distributions in Excess of Accumulated EarningsAccumulated Other Comprehensive LossTotal
Stockholders’
Equity
Balance, December 31, 2020222,045,522 $2,220 $1,983,361 $(311,264)$(20,444)$1,653,873 
Issuance of common stock under the distribution reinvestment plan3,243,363 33 27,551 — — 27,584 
Vesting of restricted stock24,955 — — — — — 
Stock-based compensation— — 2,379 — — 2,379 
Distribution and servicing fees— — 639 — — 639 
Other offering costs— — (9)— — (9)
Repurchase of common stock(1,133,901)(11)(9,517)— — (9,528)
Distributions to common stockholders— — — (492,065)— (492,065)
Other comprehensive income— — — — 15,597 15,597 
Net income— — — 402,660 — 402,660 
Balance, December 31, 2021224,179,939 $2,242 $2,004,404 $(400,669)$(4,847)$1,601,130 
Common Stock
No. of
Shares
Par
Value
Additional
Paid-in
Capital
Distributions in Excess of Accumulated EarningsAccumulated Other Comprehensive LossTotal
Stockholders’
Equity
Noncontrolling
Interests
Total
Equity
Balance, December 31, 2019221,912,714 $2,219 $1,981,848 $(240,946)$(4,704)$1,738,417 $$1,738,419 
Issuance of common stock under the distribution reinvestment plan3,531,178 35 30,518 — — 30,553 — 30,553 
Vesting of restricted stock10,500 — — — — — — — 
Stock-based compensation— — 437 — — 437 — 437 
Purchase of noncontrolling interest— — — — — — (2)(2)
Distribution and servicing fees— — 51 — — 51 — 51 
Other offering costs— — (40)— — (40)— (40)
Repurchase of common stock(3,408,870)(34)(29,453)— — (29,487)— (29,487)
Distributions to common stockholders— — — (107,094)— (107,094)— (107,094)
Other comprehensive loss— — — — (15,740)(15,740)— (15,740)
Net income— — — 36,776 — 36,776 — 36,776 
Balance, December 31, 2020222,045,522 $2,220 $1,983,361 $(311,264)$(20,444)$1,653,873 $— $1,653,873 

The accompanying notes are an integral part of these consolidated financial statements.
F-6

Table of Contents
SILA REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Year Ended
December 31,
Year Ended
December 31,
202220212020 202320222021
Cash flows from operating activities:Cash flows from operating activities:
Net (loss) income attributable to common stockholders$(7,978)$402,660 $36,776 
Adjustments to reconcile net (loss) income attributable to common stockholders to net cash provided by operating activities:
Net income (loss) attributable to common stockholders
Net income (loss) attributable to common stockholders
Net income (loss) attributable to common stockholders
Adjustments to reconcile net income (loss) attributable to common stockholders to net cash provided by operating activities:
Depreciation and amortization
Depreciation and amortization
Depreciation and amortizationDepreciation and amortization77,199 82,018 105,476 
Amortization of deferred financing costsAmortization of deferred financing costs1,679 3,425 3,884 
Amortization of above- and below-market leasesAmortization of above- and below-market leases484 (1,098)(4,680)
Other amortization expensesOther amortization expenses2,302 3,269 1,190 
Gain on real estate disposition from continuing operations(460)(89)(3,142)
Gain on real estate dispositions from continuing operations
Gain on real estate dispositions of discontinued operationsGain on real estate dispositions of discontinued operations— (395,801)— 
Loss on extinguishment of debtLoss on extinguishment of debt3,367 28,751 — 
Impairment lossesImpairment losses47,424 27,837 — 
Straight-line rental income, net of write-offs(7,261)(15,665)(21,323)
Straight-line rent adjustments, net of write-offs
Stock-based compensationStock-based compensation4,180 2,379 437 
Changes in operating assets and liabilities:Changes in operating assets and liabilities:
Accounts payable and other liabilities
Accounts payable and other liabilities
Accounts payable and other liabilitiesAccounts payable and other liabilities(170)(4,521)(3,795)
Other assetsOther assets909 3,777 (1,985)
Net cash provided by operating activitiesNet cash provided by operating activities121,675 136,942 112,838 
Cash flows from investing activities:Cash flows from investing activities:
Investments in real estateInvestments in real estate(157,194)(71,462)(16,135)
Investments in real estate
Investments in real estate
Consideration paid for the internalization transactionConsideration paid for the internalization transaction— (15,000)(25,000)
Proceeds from real estate disposition22,822 1,308,009 28,542 
Capital expenditures(8,440)(25,285)(28,797)
Proceeds from real estate dispositions and related notes receivable
Capital expenditures and other costs
Change in deposits and other costs for investments in real estate— (120)(26)
Collection of notes receivable— 30,700 — 
Net cash (used in) provided by investing activities(142,812)1,226,842 (41,416)
Net cash provided by (used in) investing activities
Net cash provided by (used in) investing activities
Net cash provided by (used in) investing activities
Cash flows from financing activities:Cash flows from financing activities:
Payments on notes payable
Payments on notes payable
Payments on notes payablePayments on notes payable— (453,422)(3,923)
Proceeds from credit facilityProceeds from credit facility845,000 15,000 140,000 
Payments on credit facilityPayments on credit facility(762,000)(453,000)(110,000)
Payments for extinguishment of debtPayments for extinguishment of debt(4)(29,244)— 
Payments of deferred financing costsPayments of deferred financing costs(6,937)(444)(715)
Repurchase of common stockRepurchase of common stock(9,217)(9,528)(29,487)
Offering costs on issuance of common stockOffering costs on issuance of common stock(192)(2,326)(3,099)
Distributions to common stockholdersDistributions to common stockholders(65,310)(465,849)(76,517)
Purchase of noncontrolling interests— — (2)
Net cash provided by (used in) financing activities1,340 (1,398,813)(83,743)
Net cash (used in) provided by financing activities
Net cash (used in) provided by financing activities
Net cash (used in) provided by financing activities
Net change in cash, cash equivalents and restricted cashNet change in cash, cash equivalents and restricted cash(19,797)(35,029)(12,321)
Cash, cash equivalents and restricted cash - Beginning of yearCash, cash equivalents and restricted cash - Beginning of year32,880 67,909 80,230 
Cash, cash equivalents and restricted cash - End of yearCash, cash equivalents and restricted cash - End of year$13,083 $32,880 $67,909 
Supplemental cash flow disclosure:Supplemental cash flow disclosure:
Interest paid, net of interest capitalized of $44, $395 and $669, respectively$17,361 $38,558 $55,129 
Interest paid, net of interest capitalized of $0, $44 and $395, respectively
Interest paid, net of interest capitalized of $0, $44 and $395, respectively
Interest paid, net of interest capitalized of $0, $44 and $395, respectively
Supplemental disclosure of non-cash transactions:Supplemental disclosure of non-cash transactions:
Common stock issued through distribution reinvestment plan
Common stock issued through distribution reinvestment plan
Common stock issued through distribution reinvestment planCommon stock issued through distribution reinvestment plan$24,834 $27,584 $30,553 
Change in accrued distributions to common stockholdersChange in accrued distributions to common stockholders$543 $(1,368)$24 
Change in accounts payable and other liabilities related to capital expenditures and investments in real estateChange in accounts payable and other liabilities related to capital expenditures and investments in real estate$(3,705)$(243)$2,752 
Right-of-use assets obtained in exchange for new lease liabilitiesRight-of-use assets obtained in exchange for new lease liabilities$15,305 $625 $3,914 
Origination of note receivable related to real estate disposition$— $— $28,000 
Deferred internalization transaction purchase price$— $— $14,674 
Right-of-use assets obtained in exchange for new lease liabilities
Right-of-use assets obtained in exchange for new lease liabilities
The accompanying notes are an integral part of these consolidated financial statements.
F-7

Table of Contents
SILA REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20222023
Note 1—Organization and Business Operations
Sila Realty Trust, Inc., or the Company, is a Maryland corporation, headquartered in Tampa, Florida, that has elected, and currently qualifies, to be taxed as a real estate investment trust, or a REIT, under the Internal Revenue Code of 1986, as amended, or the Code, for federal income tax purposes. The Company invests in high-quality properties leased to long-term tenants. The Company is primarily focused on investing in strategichigh quality healthcare assets across the continuum of care, with emphasis on lower cost patient settings, which the Company believes typically generate predictable, durable and growing income streams. The Company may also make other real estate-related investments, which may include equity or debt interests in other real estate entities.
Substantially all of the Company’s business is conducted through Sila Realty Operating Partnership, LP, a Delaware limited partnership, or the Operating Partnership. The Company is the sole general partner of the Operating Partnership and directly and indirectly owns 100% of the Operating Partnership.
The Company formerly invested in data center properties and during the second quarter of 2021, the Company's board of directors, or the Board, made a determination to sell the Company's data center properties. On May 19, 2021, the Company and certain of its wholly-owned subsidiaries entered into a purchase and sale agreement, or the PSA, for the sale of 29 data center properties owned by the Company, which constituted the entirety of the Company's data center segment. The decision of the Board to sell the data center properties, as well as the execution of the PSA, represented a strategic shift that had a major effect on the Company's results and operations. On July 22, 2021, the Company completed the sale of its data center segment, or the Data Center Sale, for an aggregate sale price of $1,320,000,000, and generated net proceeds of approximately $1,295,367,000. Concurrently, the Board declared a special cash distribution of $1.75 per share of Class A, Class I, Class T and Class T2 shares of common stock. The special cash distribution was funded with the proceeds from the Data Center Sale. The special cash distribution was paid on July 30, 2021 to stockholders of record at the close of business on July 26, 2021, in an aggregate amount of approximately $392,685,000. As a result of the Data Center Sale, the Company had no assets or liabilities related to the data center segment as of December 31, 2021, and subsequent. The operations of the data center segment have been classified as income from discontinued operations on the consolidated statements of comprehensive income for the years ended December 31, 2021 and 2020.
Except as the context otherwise requires, the “Company” refers to Sila Realty Trust, Inc., the Operating Partnership and their wholly-owned subsidiaries.
Note 2—Summary of Significant Accounting Policies
The summary of significant accounting policies presented below is designed to assist in understanding the Company’s consolidated financial statements. Such consolidated financial statements and the accompanying notes thereto are the responsibility of management. These accounting policies conform to U.S. generally accepted accounting principles, or GAAP, in all material respects, and have been consistently applied in preparing the consolidated financial statements.
Principles of Consolidation and Basis of Presentation
The accompanying consolidated financial statements include the accounts of the Company, the Operating Partnership, and their wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.
Use of Estimates
The preparation of the consolidated financial statements and accompanying notes in conformity with GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates are made and evaluated on an ongoing basis using information that is currently available as well as various other assumptions believed to be reasonable under the circumstances. Actual results could differ from those estimates.
Cash, Cash Equivalents and Restricted Cash
Cash consists of demand deposits at commercial banks. Cash equivalents consist of highly liquid investments in money market funds with original maturities of three months or less at the time of purchase. Restricted cash consists of cash held in an escrow accounts for tenant and capital improvementsaccount in accordance with the respective tenants'a tenant's lease agreements.agreement. Restricted cash is reported in other assets in the accompanying consolidated balance sheets. The Company maintains its cash, cash equivalents and restricted cash at various financial institutions. As of December 31, 2023, certain of the Company’s cash deposits exceeded federally insured amounts. To date, the Company has experienced no loss or lack of access to cash in its accounts. The Company attempts to limit cash investments to financial institutions with high credit standing; therefore, the Company believes it is not exposed to any significant credit risk on its cash deposits.
F-8

Table of Contents
The following table presents a reconciliation of the beginning of year and end of year cash, cash equivalents and restricted cash reported within the consolidated balance sheets to the totals shown in the consolidated statements of cash flows (amounts in thousands):
Year Ended
December 31,
202220212020
Year Ended
December 31,
Year Ended
December 31,
Year Ended
December 31,
2023
2023
2023
Beginning of year:
Beginning of year:
Beginning of year:Beginning of year:
Cash and cash equivalentsCash and cash equivalents$32,359 $53,174 $69,342 
Cash and cash equivalents
Cash and cash equivalents
Restricted cashRestricted cash521 14,735 10,888 
Restricted cash
Restricted cash
Cash, cash equivalents and restricted cash
Cash, cash equivalents and restricted cash
Cash, cash equivalents and restricted cashCash, cash equivalents and restricted cash$32,880 $67,909 $80,230 
End of year:End of year:
End of year:
End of year:
Cash and cash equivalents
Cash and cash equivalents
Cash and cash equivalentsCash and cash equivalents$12,917 $32,359 $53,174 
Restricted cashRestricted cash166 

521 14,735 
Restricted cash
Restricted cash
Cash, cash equivalents and restricted cashCash, cash equivalents and restricted cash$13,083 $32,880 $67,909 
Cash, cash equivalents and restricted cash
Cash, cash equivalents and restricted cash
Investment in Real Estate
Real estate costs related to the acquisition, development, construction and improvement of properties are capitalized. Repair and maintenance costs are expensed as incurred, and significant replacements and improvements are capitalized. Repair and maintenance costs include all costs that do not extend the useful life of the real estate assets. The Company considers the period of future benefit of an asset in determining the appropriate useful life. Real estate assets, other than land, are depreciated on a straight-line basis over each asset’s useful life. The Company anticipates the estimated useful lives of its assets by class as follows:
Buildings and improvements15 – 40 years
Tenant improvementsShorter of lease term or expected useful life
Furniture, fixtures, and equipment3 – 10 years
Allocation of Purchase Price of Real Estate
Upon the acquisition of real estate properties, the Company evaluates whether the acquisition is a business combination or an asset acquisition. For both business combinations and asset acquisitions, the Company allocates the purchase price of properties to acquired tangible assets, consisting of land, buildings and improvements, and acquired intangible assets and liabilities, consisting of the value of above-market and below-market leases and the value of in-place leases. For asset acquisitions, the Company capitalizes transaction costs and allocates the purchase price using a relative fair value method allocating all accumulated costs. For business combinations, the Company expenses transaction costs incurred and allocates the purchase price based on the estimated fair value of each separately identifiable asset and liability. For the year ended December 31, 2022,2023, all of the Company's acquisitions were determined to be asset acquisitions.
The fair value of the tangible assets of an acquired property (which includes land, buildings and improvements) is determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to land and buildings and improvements based on management’s determination of the relative fair value of these assets.
The amount allocated to in-place leases includes an estimate of direct costs associated with obtaining a new tenant and opportunity costs associated with lost rentals that are avoided by acquiring an in-place lease. These lease intangibles are amortized to depreciation and amortization expense over the remaining terms of the respective leases. If a lease were to beis terminated prior to its stated expiration, all unamortized amounts of in-place lease assets relating to that lease would be expensed.
The amounts allocated to above-market and below-market leases are recorded based on the present value of the difference between: (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) an estimate of current market lease rates for the corresponding leases, measured over a period equal to the remaining non-cancelable term of the lease including any fixed rate bargain renewal periods, with respect to a below-market lease. These above-market and below marketbelow-market amounts are amortized as an adjustment of rental revenue over the remaining terms of the respective leases. If a lease were to beis terminated prior to its stated expiration, all unamortized amounts of above-market and below-market lease values related to that lease would be recorded as an adjustment to rental revenue.
F-9

Table of Contents
Held for Sale
The Company classifies a real estate property as held for sale upon satisfaction of all of the following criteria: (i) management commits to a plan to sell the property; (ii) the property is available for immediate sale in its present condition, subject only to terms that are usual and customary for sales of such properties; (iii) there is an active program to locate a buyer; (iv) the sale of the property is probable and transfer of the asset is expected to be completed within one year; (v) the property is being actively marketed for sale; and (vi) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.
Upon the determination to classify a property as held for sale, the Company ceases depreciation and amortization on the real estate property held for sale, as well as the amortization of any related intangible assets. Such properties are recorded at the lesser of the carrying value or estimated fair value less estimated costs to sell.
Impairments
The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of its real estate assets may not be recoverable. When indicators of potential impairment suggest that the carrying value of real estate assets may not be recoverable, the Company assesses the recoverability of the asset group by estimating whether the Company will recover the carrying value of the asset group through its undiscounted future cash flows, including eventual disposition. Based on this analysis, if the Company does not believe that it will be able to recover the carrying value of the asset group, an impairment charge will be recorded to the extent that the carrying value exceeds the estimated fair value of the asset group.
When developing estimates of expected future cash flows, the Company makes certain assumptions regarding future market rental rates subsequent to the expiration of current lease arrangements, property operating expenses, terminal capitalization and discount rates, probability weighting of potential uses of the property, sale prices of comparable properties, required tenant improvements and the number of years the property will be held for investment. The use of alternative assumptions in the future cash flow analysis could result in a different determination of the property’s future cash flows and a different conclusion regarding the existence of an impairment, the extent of such loss, if any, as well as the carrying value of the real estate assets.
In addition, we determinethe Company determines fair value by using a direct capitalization method, a discounted cash flow method using the assumptions noted above, or by utilizing comparable market information based on the view of a market participant. The use of alternative assumptions in these approaches could result in a different determination of the property’s estimated fair value and a different conclusion regarding the existence of an impairment, the extent of such loss, if any, as well as the carrying value of the real estate assets.
The Company accounts for goodwill in accordance with Accounting Standards Codification, or ASC, 350, Intangibles - Goodwill and Other, and allocates its goodwill to its reporting units, which have been determined to be at the individual property level. Goodwill has an indefinite life and is not amortized.
The Company evaluates goodwill for impairment at least annually, as of the last day of each year, or upon the occurrence of a triggering event. A triggering event is an event or circumstance that would more-likely-than-not indicate that the fair value of a reporting unit is below its carrying value.
The Company has the option to perform a qualitative assessment to determine if a quantitative impairment test is necessary. Under a qualitative assessment, the impairment analysis for goodwill represents an evaluation of whether it is more-likely-than-not the reporting unit's fair value is less than its carrying value, including goodwill. If a qualitative analysis indicates that it is more-likely-than-not that the estimated carrying value of a reporting unit, including goodwill, exceeds its fair value, the Company performs the quantitative analysis. The quantitative analysis consists of estimating the fair value of each reporting unit using discounted projected future cash flows and comparing those estimated fair values with the carrying values, which include the allocated goodwill. If the estimated fair value is less than the carrying value, the Company would then recognize a goodwill impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to that reporting unit.
Deferred Financing Costs
Deferred financing costs are loan fees, legal fees and other third-party costs associated with obtaining and further modifying financing. These costs are amortized over the terms of the respective financing agreements using the effective interest method. Deferred financing costs related to the term loan portion of the credit facility are recorded as a reduction of the related debt on the accompanying consolidated balance sheets. Deferred financing costs related to the revolving line of credit are recorded in other assets net, in the accompanying consolidated balance sheets.
F-10

Table of Contents
Fair Value
ASC 820, Fair Value Measurements and Disclosures, or ASC 820, defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosures about fair value measurements. ASC 820 emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement.
Fair value is defined by ASC 820 as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Depending on the nature of the asset or liability, various techniques and assumptions can be used to estimate the fair value. Assets and liabilities are measured using inputs from three levels of the fair value hierarchy, as follows:
Level 1—Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. An active market is defined as a market in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis.
Level 2—Inputs other than quoted prices for similar assets and liabilities in active markets that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data correlation or other means (market corroborated inputs).
Level 3—Unobservable inputs, only used to the extent that observable inputs are not available, reflect the Company’s assumptions about the pricing of an asset or liability.
Revenue Recognition and Tenant Receivables
The majority of the Company's revenue is derived from rental revenue, which is accounted for in accordance with ASC 842, Leases, or ASC 842. Under ASC 842, rental revenue is recognized on a straight-line basis over the term of the related lease (including rent holidays). For lease arrangements where it is not probable that the Company will collect all or substantially all of the remaining lease payments under the term of the lease, rental revenue is limited to the lesser of the rental revenue that would be recognized on a straight-line basis or the lease payments that have been collected from the lessee. Differences between rental revenue recognized and amounts contractually due under the lease agreements are credited or charged to straight-line rent receivable. Tenant reimbursements, which are comprised of additional amounts recoverable from tenants for common area maintenance expenses and certain other recoverable expenses, are recognized when the services are provided and the performance obligations are satisfied.
Share Repurchase Program
The Company’s Amended and Restated Share Repurchase Program, or the SRP, allows for repurchases of shares of the Company’s common stock upon meeting certain criteria. The SRP provides that all repurchases during any calendar year, including those redeemable upon death or a "Qualifying Disability" (as defined in the Company's SRP) of a stockholder, be limited to those that can be funded with equivalent proceeds raised from the Company's distribution reinvestment plan, or DRIP, during the prior calendar year and other operating funds, if any, as the Company's board of directors, or the Board, in its sole discretion, may reserve for this purpose.
Repurchases of shares of the Company’s common stock are at the sole discretion of the Board, provided, however, that the Company limits the number of shares repurchased during any calendar year to 5.0% of the total number of shares of common stock outstanding as of December 31st of the previous calendar year. The SRP is subject to terms and limitations, including, but not limited to, quarterly share limitations, an annual 5.0% share limitation and DRIP funding limitations and any amendments to the plan. In addition, the Board, in its sole discretion, may suspend (in whole or in part) the SRP at any time, and may amend, reduce, terminate or otherwise change the SRP upon 30 days' prior notice to the Company’s stockholders for any reason it deems appropriate.
The Company will currently only repurchase shares due to death and involuntary exigent circumstances in accordance with the SRP, subject in each case to the terms and limitations of the SRP. Under the SRP, the Company may waive certain of the terms and requirements of the SRP in the event of the death of a stockholder who is a natural person, including shares held through an Individual Retirement Account or other retirement or profit-sharing plan, and certain trusts meeting the requirements of the SRP. The Company may also waive certain of the terms and requirements of the SRP in the event of an involuntary exigent circumstance, as determined by the Company or any of the executive officers thereof, in its or their sole discretion.
Distribution Policy
In order to maintain its status as a REIT, the Company is required to make distributions each taxable year equal to at least 90% of its REIT taxable income, computed without regard to the dividends paid deduction and excluding capital gains. To the extent funds are available, the Company intends to continue to pay regular distributions to stockholders. Distributions are paid to stockholders of record as of the applicable record dates. Distributions to stockholders are determined by the Board and are dependent upon a number of factors, including funds available for the payment of distributions, financial condition, the timing
F-11

Table of Contents
of property acquisitions, capital expenditure requirements, and annual distribution requirements in order to maintain the Company’s status as a REIT.
Stock-based Compensation
On March 6, 2020, the Board approved the Amended and Restated 2014 Restricted Share Plan, or the A&R Incentive Plan, pursuant to which the Company has the authority and power to grant awards of restricted shares of its Class A common stock to its directors, officers and employees. The Company accounts for its stock awards in accordance with ASC 718-10, Compensation—Stock Compensation. ASC 718-10 requires that compensation cost for all stock awards be calculated and amortized over the service period (generally equal to the vesting period). For performance-based awards, compensation costs are recognized over the service period if it is probable that the performance condition will be satisfied, with changes of the assessment at each reporting period and recording the effect of the change in the compensation cost as a cumulative catch-up adjustment. The compensation costs for restricted stock are recognized based on the fair value of the restricted stock awards at grant date. Forfeitures are accounted for as they occur.
Earnings Per Share
The Company calculates basic earnings per share by dividing net income (loss) income attributable to common stockholders for the period by the weighted average shares of its common stock outstanding for that period. All classes of common stock are allocated net income (loss) attributable to common stockholders at the same rate per share and receive the same gross distribution per share. Diluted earnings per share is computed based on the weighted average number of shares outstanding and all potentially dilutive securities. Shares of non-vested restricted common stock and performance-based deferred stock unit awards, or Performance DSUs, are considered to be participating securities because they contain non-forfeitable rights to distributions and give rise to potentially dilutive shares of common stock.
Reportable Segments
ASC 280, Segment Reporting, establishes standards for reporting financial and descriptive information about an entity’s reportable segments. As of December 31, 20222023 and December 31, 2021, 100%2022, all of the Company's consolidated revenues from continuing operations were generated from real estate investments in healthcare properties. The Company’s chief operating decision maker evaluates operating performance of healthcare properties on an individual property level, which are aggregated into one reportableoperating segment due to their similar economic characteristics. The aggregated operating segment is the Company's only reportable segment.
Derivative Instruments and Hedging Activities
As required by ASC 815, Derivatives and Hedging, or ASC 815, the Company records all derivative instruments at fair value as assets and liabilities on its consolidated balance sheets. The accounting for changes in the fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and further, on the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, a company must designate the hedging instrument, based upon the exposure being hedged, as a fair value hedge, cash flow hedge or a hedge of a net investment in a foreign operation.
In accordance with the fair value measurement guidance in Accounting Standards Update, or ASU, 2011-04, Fair Value Measurement, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio.
The Company is exposed to variability in expected future cash flows that are attributable to interest rate changes in the normal course of business. The Company’s primary strategy in entering into derivative contracts is to add stability to future cash flows by managing its exposure to interest rate fluctuations. The Company utilizes derivative instruments, including interest rate swaps, to effectively convert some of its variable rate debt to fixed rate debt. The Company does not enter into derivative instruments for speculative purposes.
In accordance with ASC 815, the Company designates interest rate swap contracts as cash flow hedges of floating-rate borrowings. For derivative instruments that are designated and qualify as cash flow hedges, the gains or losses on the derivative instruments are reported as other comprehensive (loss) income (loss) - unrealized (loss) gain (loss) on interest rate swaps, net in the consolidated statements of comprehensive income and are reclassified into earnings in the same line item associated with the forecasted transaction in the same period during which the hedged transactions affect earnings.
Income Taxes
The Company currently qualifies and is taxed as a REIT under Sections 856 through 860 of the Code. Accordingly, it will generally not be subject to corporate U.S. federal or state income tax to the extent that it makes qualifying distributions to stockholders, and provided it satisfies, on a continuing basis, through actual investment and operating results, the REIT requirements, including certain asset, income, distribution and stock ownership tests. If the Company fails to qualify as a REIT,
F-12

Table of Contents
it would be subject to U.S. federal, state and local income taxes and may be precluded from qualifying as a REIT for the subsequent four taxable years following the year in which it lost its REIT qualification, unless the Internal Revenue Service grants the Company relief under certain statutory provisions. Accordingly, failure to qualify as a REIT could have a material adverse impact on the results of operations and amounts available for distribution to stockholders.
F-12

Table of Contents
The dividends paid deduction of a REIT for qualifying dividends paid to its stockholders is computed using the Company’s taxable income as opposed to net income reported in the consolidated financial statements. Taxable income, generally, will differ from net income reported in the consolidated financial statements because the determination of taxable income is based on tax provisions and not financial accounting principles.
The Company has concluded that there was no impact related to uncertain tax positions from results of operations of the Company for the years ended December 31, 2023, 2022 2021 and 2020.2021. The earliest tax year currently subject to examination is 2019.2020.
ReclassificationsRecently Issued Accounting Pronouncements
DuringIn November 2023, the current year, the Company has determinedFinancial Accounting Standards Board issued ASU 2023-07, Segment Reporting (Topic 280), Improvements to Reportable Segment Disclosures to improve reportable segment disclosure requirements through enhanced disclosures about significant segment expenses. ASU 2023-07 expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that certain expenses, previously presented within general and administrative expenses, are more closely relatedregularly provided to the operationschief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its properties. Ascomposition for other segment items and interim disclosures of a result, these amountsreportable segment’s profit or loss and assets. All disclosure requirements of ASU 2023-07 are required for entities with a single reportable segment. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods for fiscal years beginning after December 15, 2024, and should be applied on a retrospective basis to all periods presented. Early adoption is permitted. The Company is evaluating the disclosure requirements of ASU 2023-07 and does not anticipate that this update will have been reclassified to rental expenses for all prior periods to conform to the current period presentation.a material impact on its consolidated financial statements.
Note 3—Real Estate Investments
2022 Real Estate Property Acquisitions
During the year ended December 31, 2022,2023, the Company purchased seventwo real estate properties in fivetwo separate transactions, or the 2022 Acquisitions, which were each determined to be asset acquisitions. The Company allocated the purchase price of the 2022 Acquisitions to tangible assets, consisting of land, building and improvements and tenant improvements, and acquired intangible assets, and liabilities, consisting of in-place and above and below market leases, based on the relative fair value method of allocating all accumulated costs.
The following table summarizes the consideration transferred and the purchase price allocation for the 2022 Acquisitionsacquisitions during the year ended December 31, 2022:
Property DescriptionDate AcquiredOwnership PercentageConsideration Transferred
(amount in thousands)
Yukon Healthcare Facility03/10/2022100%$19,554 
Pleasant Hills Healthcare Facility05/12/2022100%14,303 
Prosser Healthcare Facilities (1)
05/20/2022100%8,593 
Tampa Healthcare Facility II07/20/2022100%51,259 
Escondido Healthcare Facility07/21/2022100%63,485 
Total$157,194 
(1)     The Prosser Healthcare Facilities consist of three healthcare properties.
The following table summarizes the Company's purchase price allocation of the 2022 Acquisitions during the year ended December 31, 20222023 (amounts in thousands):
Property DescriptionDate AcquiredOwnership PercentageConsideration Transferred
(amount in thousands)
West Palm Beach Healthcare Facility06/15/2023100%$9,920 
Burr Ridge Healthcare Facility09/27/2023100%59,902 
Total$69,822 
Total
Land$2,6466,892 
Building and improvements136,93851,337 
Tenant improvements4,8401,826 
In-place leases12,7799,767 
Above-market leases454
Total assets acquired157,657 
Below-market leases(463)
Net assets acquired$157,19469,822 
Acquisition costs associated with transactions determined to be asset acquisitions are capitalized. The Company capitalized acquisition costs of approximately $617,000 related to the 2022 Acquisitions,$158,000, which are included in the Company's allocation of the real estate acquisitions presented above.
Dispositions
During the year ended December 31, 2023, the Company sold three real estate properties for $271,107,000, generating net proceeds of $270,306,000.
F-13

Table of Contents
2022 Real Estate Property Disposition
On February 10, 2022, the Company sold one land parcel that formerly contained a healthcare property, or the 2022 Disposition, for a sale price of $24,000,000 and generated net proceeds of $22,701,000. For the year ended December 31, 2022, the Company recognized a gain on sale of $460,000, which is presented in gain on real estate disposition in the consolidated statements of comprehensive income.
Investment Risk Concentrations
As of December 31, 2022,2023, the Company had one exposure to geographic concentration that accounted for greater thanat least 10.0% of rental revenue for the year ended December 31, 2022.2023. Real estate investmentsproperties located in the Houston-The Woodlands-Sugar Land,Houston-Pasadena-The Woodlands, Texas metropolitan statistical area accounted for 11.0%10.2% of rental revenue for the year ended December 31, 2022.2023.
As of December 31, 2022,2023, the Company had one exposure to tenant concentration that accounted for greater thanat least 10.0% of rental revenue for the year ended December 31, 2022.2023. The leases with tenants at properties under the common control of Post Acute Medical, LLC and its affiliates accounted for 15.2%14.5% of rental revenue for the year ended December 31, 2022.2023.
Impairments of Real Estate, Goodwill, Acquired Intangible Assets and Acquired Intangible LiabilitiesImpairment Losses
During the year ended December 31, 2022, the Company determined that triggering events occurred at several of its properties as a result of changes in market conditions and its tenants experiencing financial difficulties. As a result, theThe Company recorded impairment losses on real estate includingof $24,252,000 (including goodwill inimpairments of $4,010,000), for the aggregate amountyear ended December 31, 2023, as a result of $47,424,000property sales and tenant related to its healthcaretriggering events that occurred at certain properties. In addition, during the year ended December 31, 2022,2023, the Company recorded an impairment of in-place lease and above-market lease intangible assets in the amount of approximately $4,345,000.$1,130,000 and $260,000, respectively. The fair values of these properties were determined based on the guidance in ASC 820, Fair Value Measurement.820. These impairments were allocated to the asset groups, for each respective property, on a pro-rata basis, which included land, buildings and improvements, and their related acquired intangible assets.
During the year ended December 31, 2022, the Company recorded impairment losses on real estate of $47,424,000 (including goodwill impairments of $1,574,000). In addition, during the year ended December 31, 2022, the Company recorded an impairment of an in-place lease intangible asset of $4,345,000.
During the year ended December 31, 2021, the Company recorded impairment losses on real estate including goodwill, in the aggregate amount of $27,837,000 related to one healthcare property held for use, one healthcare property classified as held for sale and one land parcel that formerly contained a healthcare property classified as held for sale. The fair value(including goodwill impairments of the properties with impairment charges during the year ended December 31, 2021, were determined based on the guidance in ASC 820, Fair Value Measurement$671,000). These impairments were allocated to the asset groups, for each respective property, on a pro-rata basis, which included land, buildings and improvements, and their related acquired intangible assets. The impaired properties forrelated to the year ended December 31, 2021 haveimpairments were all been subsequently sold.
No impairmentImpairment losses were recorded on real estate or(including goodwill during the year ended December 31, 2020. During the year ended December 31, 2020, the Company recognized impairments of in-place lease intangible assets in the amount of $1,504,000 and above-market lease intangible assets in the amount of approximately $344,000.
Impairments on real estate and goodwillimpairments) are recorded as impairment losses in the accompanying consolidated statements of comprehensive income. Impairments of the in-place leases are included in depreciation and amortization in the accompanying consolidated statements of comprehensive income. Impairments of the above-market leases are recorded as an adjustmenta reduction to rental revenue in the accompanying consolidated statements of comprehensive income.
In addition, during the year ended December 31, 2020, the Company recognized impairments of lease intangibles of $1,215,000 related to a data center tenant, which is included in income from discontinued operations in the accompanying consolidated statements of comprehensive income.
The following table summarizes the rollforward of goodwill for the years ended December 31, 20222023 and 20212022 (amounts in thousands):
Year Ended
December 31,
20222021
Year Ended December 31,Year Ended December 31,
202320232022
Balance at beginning of yearBalance at beginning of year$23,284 $23,955 
Impairment lossesImpairment losses(1,574)(671)
Balance at end of yearBalance at end of year$21,710 $23,284 
Note 4—Held for Sale and Discontinued Operations
On August 30,The Company formerly invested in data center properties and during the second quarter of 2021, the Board made a determination to sell the Company's data center properties. On May 19, 2021, the Company and certain of its wholly-owned subsidiaries entered into a purchase and sale agreement, or the PSA, for the sale of one land parcel29 data center properties owned by the Company, which constituted the entirety of the Company's data center segment. The decision of the Board to sell the data center properties, as well as the execution of the PSA, represented a strategic shift that formerly containedhad a healthcare property. The purchase and sale agreement required that the structuresmajor effect on the healthcare property be demolished prior toCompany's results and operations. On July 22, 2021, the sale.Company completed the sale of its data center segment, or the Data Center Sale, for an aggregate sale price of $1,320,000,000, and generated net proceeds of approximately $1,295,367,000. Concurrently, the Board declared a special cash distribution of $1.75 per share of Class A, Class I, Class T and Class T2 shares of common stock. The structuresspecial cash distribution was funded with the proceeds from the Data Center Sale. The special cash distribution was paid on the property were demolished and the property consisted solely of land as of
F-14

Table of Contents
December 31, 2021. The Company classifiedJuly 30, 2021 to stockholders of record at the land as held for sale asclose of December 31, 2021.The Company sold the land held for salebusiness on February 10, 2022.
The following table presents the major classesJuly 26, 2021, in an aggregate amount of the assets and liabilities held for sale as presented separately in the condensed consolidated balance sheet as of December 31, 2021 (amounts in thousands):
December 31, 2021
Assets:
Real estate:
Land$22,241 
Total real estate, net22,241 
Other assets, net329 
Assets held for sale$22,570 
Liabilities:
Accounts payable and other liabilities698 
Liabilities held for sale$698 
approximately $392,685,000.
The operations reflected in income from discontinued operations (which consisted solely of the Company's former data center segment) on the consolidated statements of comprehensive income for the yearsyear ended December 31, 2021, and 2020, were as follows (amounts in thousands):
Year Ended
December 31,
20212020
Revenue:
Rental revenue$57,903 $110,755 
Lease termination revenue7,075 — 
Total revenue64,978 110,755 
Expenses:
Rental expenses15,737 28,346 
Asset management fees— 5,310 
Depreciation and amortization11,759 35,634 
Total expenses27,496 69,290 
Interest and other expense, net (1)
31,839 13,626 
Income from discontinued operations5,643 27,839 
Gain on real estate dispositions395,801 — 
Net income from discontinued operations attributable to common stockholders$401,444 $27,839 
Year Ended
December 31,
2021
Revenue:
Rental revenue$57,903 
Lease termination revenue7,075 
Total revenue64,978 
Expenses:
Rental expenses15,737 
Depreciation and amortization11,759 
Total expenses27,496 
Interest and other expense, net (1)
31,839 
Income from discontinued operations5,643 
Gain on real estate dispositions395,801 
Net income from discontinued operations attributable to common stockholders$401,444 
(1)    Interest expense attributable to discontinued operations for the yearsyear ended December 31, 2021 and December 31, 2020 was $31,856,000, and $13,741,000, respectively, which related to notes payable on certain data center properties. On July 22, 2021, in connection with the Data Center Sale, the Company paid off all data center and healthcare related notes payable, with an outstanding principal balance of $450,806,000 at the time of repayment and incurred approximately $23,738,000 of debt extinguishment costs related to the data center properties.
Capital expenditures on a cash basis for the yearsyear ended December 31, 2021, and 2020 werewas $2,763,000, and $3,945,000, respectively, related to properties classified within discontinued operations.
There were no significant non-cash operating or investing activities for the properties classified within discontinued operations for the year ended December 31, 2021. Significant non-cash operating activities for properties classified within discontinued operations were $764,000 for the year ended December 31, 2020, which related to accrued utilities. There were no significant non-cash investing activities for the properties classified within discontinued operations for the year ended December 31, 2020.
F-15

Table of Contents
Note 5—Acquired Intangible Assets, Net
Acquired intangibleIntangible assets, net, consisted of the following as of December 31, 20222023 and 20212022 (amounts in thousands, except weighted average remaining life amounts):
 December 31, 2022December 31, 2021
In-place leases, net of accumulated amortization of $83,788 and $66,579, respectively (with a weighted average remaining life of 8.9 years and 9.5 years, respectively)$155,365 $168,012 
Above-market leases, net of accumulated amortization of $6,451 and $4,488, respectively (with a weighted average remaining life of 7.9 years and 8.8 years, respectively)12,118 13,627 
$167,483 $181,639 
 December 31, 2023December 31, 2022
In-place leases, net of accumulated amortization of $95,325 and $83,788, respectively (with a weighted average remaining life of 7.8 years and 8.9 years, respectively)$125,188 $155,365 
Above-market leases, net of accumulated amortization of $7,131 and $6,451, respectively (with a weighted average remaining life of 6.7 years and 7.9 years, respectively)9,811 12,118 
$134,999 $167,483 
The aggregate weighted average remaining life of the acquired intangible assets was 8.87.7 years and 9.58.8 years as of December 31, 20222023 and 2021,2022, respectively.
Amortization of acquired intangible assets was $23,766,000, $27,389,000 $23,157,000 and $23,876,000$23,157,000 for the years ended December 31, 2023, 2022, 2021 and 2020,2021, respectively. Amortization of in-place leases is included in depreciation and amortization, and amortization of above-market leases is recorded as an adjustment to rental revenue in the accompanying consolidated statements of comprehensive income.
F-15

Table of Contents
Estimated amortization expense on the acquired intangible assets as of December 31, 2022,2023, for each of the next five years ending December 31 and thereafter, is as follows (amounts in thousands):
YearYearAmountYearAmount
2023$22,221 
2024202421,195 
2025202519,204 
2026202617,503 
2027202715,926 
2028
ThereafterThereafter71,434 
$167,483 
$
Note 6—Acquired Intangible Liabilities, Net
Acquired intangibleIntangible liabilities, net, consisted of the following as of December 31, 20222023 and 20212022 (amounts in thousands, except weighted average remaining life amounts):
December 31, 2022December 31, 2021
Below-market leases, net of accumulated amortization of $5,923 and $4,444, respectively (with a weighted average remaining life of 8.4 years and 9.3 years, respectively)$11,946 $12,962 
December 31, 2023December 31, 2022
Below-market leases, net of accumulated amortization of $7,417 and $5,923, respectively (with a weighted average remaining life of 7.4 years and 8.4 years, respectively)$10,452 $11,946 
Amortization of below-market leases was $1,494,000, $1,479,000 $1,322,000 and $1,207,000$1,322,000 for the years ended December 31, 2023, 2022, 2021 and 2020,2021 respectively. Amortization of below-market leases is recorded as an adjustment to rental revenue in the accompanying consolidated statements of comprehensive income.
Estimated amortization of the acquired intangible liabilities as of December 31, 2022,2023, for each of the next five years ending December 31 and thereafter, are as follows (amounts in thousands):
YearYearAmountYearAmount
2023$1,494 
202420241,494 
202520251,494 
202620261,475 
202720271,450 
2028
ThereafterThereafter4,539 
$11,946 
$
F-16

Table of Contents
Note 7—Leases
Lessor
Rental Revenue
The Company’s real estate properties are leased to tenants under operating leases with varying terms. Typically, the leases have provisions to extend the terms of the lease agreements. The Company retains substantially all of the risks and benefits of ownership of the real estate properties leased to tenants.
Future rent to be received from the Company's investments in real estate assets under the terms of non-cancellable operating leases in effect as of December 31, 2022,2023, for each of the next five years ending December 31, and thereafter, are as follows (amounts in thousands):
YearAmount
2023$172,907 

December 31, 2023

December 31, 2023
20242024174,299 
20252025170,346 
20262026163,441 
20272027159,797 
2028
ThereafterThereafter938,204 
TotalTotal$1,778,994 
Lessee
The Company is subject to various non-cancellable operating ground lease agreements on which certain of its properties reside. In addition, the Company has non-cancellable corporate-related operating leases.reside and for its corporate offices.
The Company's operating leases do not provide implicit interest rates. In order to calculate the present value of the remaining operating lease payments, the Company used incremental borrowing rates, or IBRs, adjusted for a number of factors. The determination of an appropriate IBR involves multiple inputs and judgments. The Company determined its IBRs considering the general economic environment, term of the underlying leases, and various financing and asset specific adjustments to ensure the IBRs are appropriate for the intended use of the underlying operating leases.
The effects of the Company's right-of-use assets classified as operating leases are recorded in right-of-use assets and lease liabilities on the consolidated balance sheets.
The future rent payments, discounted by the Company's IBRs, under non-cancellable operating leases in effect as of December 31, 2022,2023, for each of the next five years ending December 31 and thereafter, are as follows (amounts in thousands):
YearOperating
2023$2,675 
December 31, 2023December 31, 2023
202420242,746 
202520252,768 
202620262,715 
202720272,681 
2028
ThereafterThereafter107,456 
Total undiscounted rental paymentsTotal undiscounted rental payments121,041 
Less imputed interestLess imputed interest(79,487)
Total lease liabilitiesTotal lease liabilities$41,554 
Weighted average IBRWeighted average IBR5.5 %Weighted average IBR5.5 %
Weighted average remaining lease termWeighted average remaining lease term37.5 yearsWeighted average remaining lease term36.5 years
F-17

Table of Contents
The following table provides details of the Company's total lease costs for the years ended December 31, 2023, 2022 2021 and 20202021 (amounts in thousands):
Year Ended
December 31,
Location in Consolidated Statements of Comprehensive Income202220212020
Year Ended
December 31,
Year Ended
December 31,
Year Ended
December 31,
Location in Consolidated Statements of Comprehensive IncomeLocation in Consolidated Statements of Comprehensive Income202320222021
Operating lease costs:Operating lease costs:
Ground lease costs (1)
Ground lease costs (1)
Ground lease costs (1)
Ground lease costs (1)(2)
Ground lease costs (1)(2)
Rental expenses$2,246 $1,846 $1,741 
Ground lease costs (2)
Income from discontinued operations— 414 880 
Corporate operating lease costsCorporate operating lease costsGeneral and administrative expenses741 1,129 264 
Cash paid for amounts included in the measurement of lease liabilities:Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for operating leasesOperating cash flows for operating leases$531 $1,067 $270 
Operating cash flows for operating leases
Operating cash flows for operating leases
(1)The Company receives reimbursements from tenants for certain operating ground leases, which are recorded as rental revenue in the accompanying consolidated statements of comprehensive income.
(2)Amount relates to lease costs attributable to operating ground leases related to data center properties disposed of in the Data Center Sale on July 22, 2021.
Note 8—Other Assets
Other assets consisted of the following as of December 31, 20222023 and 20212022 (amounts in thousands):

December 31, 2022December 31, 2021 December 31, 2023December 31, 2022
Deferred financing costs, related to the revolver portion of the credit facility, net of accumulated amortization of $889 and $8,332, respectively$3,178 $482 
Leasing commissions, net of accumulated amortization of $167 and $121, respectively775 780 
Deferred financing costs, related to the revolver portion of the credit facility, net of accumulated amortization of $1,917 and $889, respectively
Leasing commissions, net of accumulated amortization of $191 and $167, respectively
Restricted cash
Restricted cash
Restricted cashRestricted cash166 521 
Tenant receivablesTenant receivables1,736 1,851 
Straight-line rent receivableStraight-line rent receivable62,457 55,725 
Prepaid and other assetsPrepaid and other assets3,865 4,835 
Prepaid and other assets
Prepaid and other assets
Derivative assetsDerivative assets27,990 2,171 
$100,167 $66,365 
$
Amortization of deferred financing costs related to the revolver portion of the credit facility for the years ended December 31, 2023, 2022, and 2021 was $1,027,000, $1,087,000, and 2020 was $1,087,000, $1,430,000, and $1,206,000, respectively, which was recorded as interest and other expense, net, in the accompanying consolidated statements of comprehensive income.
F-18

Table of Contents
Note 9—Accounts Payable and Other Liabilities
Accounts payable and other liabilities consisted of the following as of December 31, 20222023 and 20212022 (amounts in thousands):
December 31, 2022December 31, 2021 December 31, 2023December 31, 2022
Accounts payable and accrued expensesAccounts payable and accrued expenses$5,387 $9,409 
Accrued interest expenseAccrued interest expense1,941 1,626 
Accrued property taxesAccrued property taxes2,421 2,913 
Accrued personnel costsAccrued personnel costs3,940 4,198 
Distribution and servicing fees— 182 
Distributions payable to stockholders
Distributions payable to stockholders
Distributions payable to stockholdersDistributions payable to stockholders7,719 7,355 
Performance DSUs distributions payablePerformance DSUs distributions payable573 394 
Tenant depositsTenant deposits877 802 
Deferred rental incomeDeferred rental income7,761 7,100 
Derivative liabilitiesDerivative liabilities— 5,618 
$30,619 $39,597 
$
$
$
F-18

Table of Contents
Note 10—Credit Facility
The Company's outstanding credit facility as of December 31, 20222023 and 20212022 consisted of the following (amounts in thousands):
Weighted
Average Contractual Rate(1)
Weighted
Average Contractual Rate(1)
December 31, 2023December 31, 2022
Weighted
Average Contractual Rate
December 31, 2022December 31, 2021
Variable rate revolving line of credit
Variable rate revolving line of credit
Variable rate revolving line of creditVariable rate revolving line of credit5.47%$8,000 $— 
Variable rate term loans fixed through interest rate swapsVariable rate term loans fixed through interest rate swaps2.95%485,000 400,000 
Variable rate term loansVariable rate term loans5.47%90,000 100,000 
Total credit facility, principal amount outstandingTotal credit facility, principal amount outstanding3.37%583,000 500,000 
Unamortized deferred financing costs related to the term loan credit facility(2,412)(3,226)
Unamortized deferred financing costs related to credit facility term loans
Total credit facility, net of deferred financing costsTotal credit facility, net of deferred financing costs$580,588 $496,774 
(1)Weighted average contractual rate is as of December 31, 2023.
Significant activities regarding the credit facility during the year ended December 31, 2022,2023 include:
On February 15, 2022,17, 2023, the Company entered into an interest rate swap agreement to hedge $40,000,000 of its variable rate term loans with an effective date of March 1, 2023.
On March 8, 2023, the Company repaid $8,000,000 on its revolving line of credit with cash flows from operations.
On April 13, 2023, the Company repaid $10,000,000 on its 2024 term loan with proceeds from a disposition and cash flows from operations.
On July 13, 2023, the Company repaid $10,000,000 on its 2024 term loan with proceeds from the collection of a note receivable related to a disposition and cash flows from operations.
On September 26, 2023, the Company drew $50,000,000 on its revolving line of credit to fund an acquisition.
On November 1, 2023, the Company repaid $8,000,000 on its revolving line of credit with cash flows from operations and proceeds from a disposition.
On December 8, 2023, the Company, the Operating Partnership, and certain of the Company's subsidiaries, entered into a senior unsecured revolving credit agreement, or the Revolving Credit Agreement, with Truist Bank as Administrative Agent foramended the lenders, for aggregatecredit facility to address the calculation of pool availability, including (i) removing the implied debt service coverage ratio restriction which reduces the impact of market interest rate volatility on the Company’s ability to access commitments available, of up(ii) removing the ground lease concentration limitation, and (iii) amending the credit facility from a borrowing base calculation to $500,000,000, which may be increased, subject to lender approval, through incremental term loans and/or revolving loan commitments in an aggregate amount not to exceed $1,000,000,000. The maturity date forunencumbered pool structure, including the Revolving Credit Agreement is February 15, 2026, which, at the Company's election, may be extended for a period of six-months on no more than two occasions, subject to certain conditions, including a paymentaddition of an extension fee. The Revolving Credit Agreement was entered into to replaceunsecured interest coverage ratio requirement.
On December 19, 2023, the Company's prior $500,000,000Company repaid $42,000,000 on its revolving line of credit which hadand $30,000,000 on its 2024 term loan with proceeds from a maturity datedisposition.
The principal payments due on the credit facility as of April 27, 2022, with the option to extendDecember 31, 2023, for one twelve-month period. The Company did not exercise the option to extend. Upon closingeach of the Revolving Credit Agreement, the Company extinguished all commitments associated with the prior revolving line of credit. Simultaneously with the Revolving Credit Agreement’s execution, on February 15, 2022, the Company, the Operating Partnership,next five years ending December 31 and certain of the Company's subsidiaries, entered into a senior unsecured term loan agreement, or the 2024 Term Loan Agreement, with Truist Bank,thereafter, are as Administrative Agent for the lenders. follows (amounts in thousands):
Amount
2024 (1)
$250,000 
2025— 
2026— 
2027— 
2028275,000 
Thereafter— 
$525,000 
(1)The 2024 Term Loan Agreement was fully funded at closing, and is made up of aggregate commitments of $300,000,000, which may be increased, subject to lender approval, to an aggregate amount not to exceed $600,000,000. The 2024 Term Loan Agreementterm loan has a maturity date of December 31, 2024, and, at the Company's election, may be extended for a period of six-months on no more than two occasions, subject to the satisfaction of certain conditions, including athe payment of an extension fee. The 2024 Term Loan Agreement was entered intoCompany currently meets these conditions and therefore may choose to replaceexercise its option to extend the Company's prior term loan, which was paid off in its entirety upon closingmaturity date of the Revolving Credit Agreement and the 2024 Term Loan Agreement.
In connection with the repayment of our prior credit facility, the Company recognized a loss on extinguishment of debt of $3,367,000 during the year ended December 31, 2022, which included loan costs in the amount of $4,000 and acceleratedterm loan.
F-19

Table of Contents
unamortized debt issuance costsAs of $3,363,000. The loss on extinguishmentDecember 31, 2023, the maximum commitments available under the revolving line of debt was recognizedcredit were $500,000,000, which may be increased, subject to lender approval, through incremental term loans and/or revolving loan commitments in interest and other expense, net, in the accompanying condensed consolidated statements of comprehensive income.
On April 8, 2022, the Company entered into five interest rate swap agreements, two of which have an effective date of May 2, 2022 and an aggregate notional amount not to exceed $1,000,000,000. As of $85,000,000, and three of which have an effective date of May 1,December 31, 2023, and an aggregate notional amount of $150,000,000.
On May 17, 2022, the Company,maximum commitments available under the Operating Partnership and certain of the Company’s subsidiaries, entered into a new senior unsecured term loan agreement, or the 20282024 Term Loan Agreement, with Truist Bank, as Administrative Agent for the lenders, for aggregate commitments of up to $275,000,000, ofwere $250,000,000, which $205,000,000 was drawn at closing to pay down the Company’s Revolving Credit Agreement in its entirety. The remainder of the commitments were available for three months following the closing date, or the Availability Period, and were available in no more than three subsequent draws with a minimum of $20,000,000 per draw, or the remaining commitments available. After the Availability Period, the undrawn portion was no longer available. If the committed amount was not fully drawn within 60 days of closing, the Company was required to pay a fee to the lenders, calculated as 0.25% per annum on the average daily amount of the undrawn portion, payable quarterly in arrears, until the earlier of (i) the date when the commitments have been funded in full, or (ii) August 17, 2022. The 2028 Term Loan Agreement may be increased, subject to lender approval, to an aggregate amount not to exceed $500,000,000 and has a maturity date$550,000,000. As of JanuaryDecember 31, 2028. The 2028 Term Loan Agreement is pari passu with2023, the Company’s Revolving Credit Agreement and 2024 Term Loan Agreement. The Company refers tomaximum commitments available under the 2028 Term Loan Agreement the Revolving Credit Agreement and the 2024 Term Loan Agreement, collectively, as the “Unsecured Credit Facility,”were $275,000,000, which has aggregate commitments available of $1,075,000,000.
On July 12, 2022 and July 20, 2022, the Company drew $50,000,000 and $20,000,000, respectively, on the 2028 Term Loan Agreement, to fund acquisitions. As of July 20, 2022, the 2028 Term Loan Agreement commitments were fully funded.
During the year ended December 31, 2022, the Company drew $70,000,000 on the Revolving Credit Agreement to fund acquisitions and repaid $57,000,000 on the Revolving Credit Agreement, with proceeds from dispositions and cash flows from operations.
The principal payments due on the Unsecured Credit Facility as of December 31, 2022, for each of the next five years ending December 31 and thereafter, are as follows (amounts in thousands):
YearAmount
2023$— 
2024300,000 
2025— 
20268,000 
2027— 
Thereafter275,000 
$583,000 
The proceeds of the loans made under the Unsecured Credit Facility may be used to finance the purchase of properties, for tenant improvements and leasing commissions with respect to real estate, for repayment of indebtedness, for capital expenditures with respect to real estate, and for general corporate and working capital purposes. The Company may prepay the loans at any time,increased, subject to certain notice requirements.lender approval, to an aggregate amount not to exceed $500,000,000.
At the Company’s election, loans under the Unsecured Credit Facilitycredit facility may be made as Base Rate Loans or Secured Overnight Financing Rate, or SOFR, Loans. The applicable margin for loans that are Base Rate Loans is adjustable based on a total leverage ratio, ranging from 0.25% to 0.90%. The applicable margin for loans that are SOFR Loans is adjustable based on a total leverage ratio, ranging from 1.25% to 1.90%.
In addition to interest, the Company is required to pay a fee on the unused portion of the lenders’ commitments under the Revolving Credit Agreementrevolving line of credit at a rate per annum equal to 0.20% if the average daily amount outstanding under the Revolving Credit Agreementrevolving line of credit is less than 50% of the aggregate commitments, or 0.15% if the average daily amount outstanding under the Revolving Credit Agreementrevolving line of credit is equal to or greater than 50% of the aggregate commitments. The unused fee is payable quarterly in arrears.arrears and recorded as interest expense in the accompanying consolidated statements of comprehensive income.
The Unsecured Credit Facilityrevolving line of credit contains customary financial and operating covenants, including covenants relating to a maximum consolidated leverage ratio, maximum secured leverage ratio, fixed charge coverage ratio, unsecured interest coverage ratio, minimum consolidated
F-20

Table of Contents
tangible net worth, maximum distribution/payout ratio, covenants restricting the issuance of debt, imposition of liens, and entering into affiliate transactions.
Note 11—Fair Value
Cash and cash equivalents, restricted cash, tenant receivables, prepaid and other assets, accounts payable and accruedother liabilities—The Company considers the carrying values of these financial instruments, assets and liabilities, to approximate fair value because of the short period of time between origination of the instruments and their expected realization.
Credit facility—The outstanding principal of the credit facility was $583,000,000$525,000,000 and $500,000,000,$583,000,000, which approximated its fair value due to the variable nature of the terms as of December 31, 20222023 and 2021,2022, respectively.
The fair value of the Company's credit facility is estimated based on the interest rates currently offered to the Company by its financial institutions.
Derivative instruments—The Company’s derivative instruments consist of interest rate swaps. These swaps are carried at fair value to comply with the provisions of ASC 820. The fair value of these instruments is determined using interest rate market pricing models. The Company incorporated credit valuation adjustments to appropriately reflect the Company’s nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. The Company determined that the majority of the inputs used to value its interest rate swaps fall within Level 2 of the fair value hierarchy. The credit valuation adjustments associated with these instruments utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and the respective counterparty. However, as of December 31, 2022,2023, the Company assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and determined that the credit valuation adjustments are not significant to the overall valuation of its interest rate swaps. As a result, the Company determined that its interest rate swaps valuation in its entirety is classified in Level 2 of the fair value hierarchy.
Considerable judgment is necessary to develop estimated fair values of financial assets and liabilities. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize or be liable for on disposition of the financial assets and liabilities.
F-20

Table of Contents
The following tables show the fair value of the Company’s financial assets and liabilities that are required to be measured at fair value on a recurring basis as of December 31, 20222023 and 2021December 31, 2022 (amounts in thousands):
December 31, 2022 December 31, 2023
Fair Value Hierarchy  Fair Value Hierarchy 
Quoted Prices in Active
Markets for Identical
Assets (Level 1)
Significant Other
Observable Inputs
(Level 2)
Significant
Unobservable
Inputs (Level 3)
Total Fair
Value
Quoted Prices in Active
Markets for Identical
Assets (Level 1)
Significant Other
Observable Inputs
(Level 2)
Significant
Unobservable
Inputs (Level 3)
Total Fair
Value
Assets:Assets:
Derivative assetsDerivative assets$— $27,990 $— $27,990 
Derivative assets
Derivative assets
Total assets at fair valueTotal assets at fair value$— $27,990 $— $27,990 
Liabilities:
Derivative liabilities
Derivative liabilities
Derivative liabilities
Total liabilities at fair value
December 31, 2021 December 31, 2022
Fair Value Hierarchy  Fair Value Hierarchy 
Quoted Prices in Active
Markets for Identical
Assets (Level 1)
Significant Other
Observable Inputs
(Level 2)
Significant
Unobservable
Inputs (Level 3)
Total Fair
Value
Quoted Prices in Active
Markets for Identical
Assets (Level 1)
Significant Other
Observable Inputs
(Level 2)
Significant
Unobservable
Inputs (Level 3)
Total Fair
Value
Assets:Assets:
Derivative assetsDerivative assets$— $2,171 $— $2,171 
Derivative assets
Derivative assets
Total assets at fair valueTotal assets at fair value$— $2,171 $— $2,171 
Liabilities:
Derivative liabilities$— $5,618 $— $5,618 
Total liabilities at fair value$— $5,618 $— $5,618 
Derivative assets and liabilities are reported in the consolidated balance sheets as other assets and accounts payable and other liabilities, respectively.
F-21

Table of Contents
Real Estate AssetsDue to the impairment ofCertain real estate assets (which include land, buildings and improvements and intangible assets) were adjusted to fair value as a result of impairments which occurred during the year ended December 31, 2022, the Company has estimated the fair values of these assets using significant unobservable inputs through particular valuation techniques (Level 3).2023. The fair values of real estate assets were determined by using either third-party purchase offers, the direct capitalization method or comparable sales information. The fair values of real estate assets based on third-party purchase offers are reflected in the Level 2 fair value hierarchy. The direct capitalization method is based on applying a capitalization rate to the estimated market rental income to be generated by the property. The comparable sales technique uses estimates of properties similar to the subject property and adjusts those using actual salesby comparing prices per square foot considering recent transaction activity. The estimates of comparable properties for differences in characteristics. The naturesales and amount of the adjustments made for the difference in characteristics wereprices per square foot have been adjusted, and are considered significant inputs and thus are classified within Level 3 of the fair value hierarchy.
The following table shows the fair value of the Company's real estate assets, including acquired intangible assets measured at(at fair value measured on a non-recurring basis on the date of impairment), which the Company continues to own, as of December 31, 20222023 (amounts in thousands):
December 31, 2022
Fair Value Hierarchy
Quoted Prices in Active
Markets for Identical
Assets (Level 1)
Significant Other
Observable Inputs
(Level 2)
Significant
Unobservable
Inputs (Level 3)
Total Fair
Value
Total Losses (1)
Real estate assets$— $— $13,898 $13,898 $51,769 
December 31, 2023
Fair Value Hierarchy
Quoted Prices in Active
Markets for Identical
Assets (Level 1)
Significant Other
Observable Inputs
(Level 2) (1)
Significant
Unobservable
Inputs (Level 3)
Total Fair
Value
Total Losses (2)
Real estate assets$— $21,400 $16,200 $37,600 $20,758 
(1)Amount includes $1,400,000 attributable to a real estate asset that was adjusted to fair value on December 31, 2022, which the Company continues to own as of December 31, 2023. The Company recorded total losses of $29,010,000 for this real estate asset during the year ended December 31, 2022.
impairment(2)Amount represents losses recorded during 2023 and includes impairments of in-place lease intangible assets in the amount of approximately $4,345,000.$1,130,000, and real estate assets of $19,628,000 (including goodwill impairments of $792,000).
F-21

Table of Contents
The following table sets forth quantitative information about the significant unobservable inputs of the Company’s Level 3 real estate recorded as of December 31, 2022:2023:
Significant Unobservable InputsSignificant Unobservable InputsDecember 31, 2022Significant Unobservable InputsDecember 31, 2023
Comparable sale price per square foot$5.01$6.56
Overall capitalization rateOverall capitalization rate8.5%
Market rent per square footMarket rent per square foot$45.00
Range of comparable sale price per square foot
Note 12—Derivative Instruments and Hedging Activities
Cash Flow Hedges of Interest Rate Risk
The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. During the years ended December 30, 2022 and 2021, such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt.
For derivatives designated and that qualifyqualifying as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income (loss) and subsequently reclassified into interest expense in the same period(s) during which the hedged transaction affects earnings. Amounts reported in accumulated other comprehensive income (loss) related to current and terminated derivatives will be reclassified to interest and other expense net, as interest is incurred on the Company’s variable rate debt. During the next twelve months, the Company estimates that an additional $18,078,000$14,114,000 will be reclassified from accumulated other comprehensive income (loss) as an increase to earnings. During the year ended December 31, 2021, the Company accelerated the reclassification of amounts in other comprehensive income to earnings as a result of the hedged forecasted transactions becoming probable notreduction to occur. The accelerated amounts were a gain of $67,000.
F-22

Table of Contents
interest expense.
The following table summarizes the notional amount and fair value of the Company’s derivative instruments (amounts in thousands):
Derivatives
Designated as
Hedging
Instruments
Derivatives
Designated as
Hedging
Instruments
Balance
Sheet
Location
Effective
Dates (2), (3)
Maturity
Dates (2)
December 31, 2022December 31, 2021
Outstanding
Notional
Amount (2)
Fair Value ofOutstanding
Notional
Amount
Fair Value of
Assets(Liabilities)Assets(Liabilities)Derivatives
Designated as
Hedging
Instruments
Balance
Sheet
Location
Effective
Dates
Maturity
Dates
December 31, 2023December 31, 2022
Outstanding
Notional
Amount
Fair Value ofOutstanding
Notional
Amount
Fair Value of
Assets
Interest rate swapsInterest rate swaps(1)05/01/2022 to
05/01/2023
04/27/2023 to
01/31/2028
$485,000 $27,990 $— $400,000 $2,171 $(5,618)
Interest rate swaps
Interest rate swaps
(1)     Derivative assets and liabilities are reported in the consolidated balance sheets as other assets and accounts payable and other liabilities, respectively.
(2)    In May 2022, the Company entered into bilateral agreements with its swap counterparties to transition all of its interest rate swap agreements to SOFR. The Company made various ASC 848 elections related to changes in critical terms of the hedging relationships due to reference rate reform to not result in a de-designation of these hedging relationships. As of June 30, 2022, all of the Company's interest rate swap agreements were indexed to SOFR.
The notional amount under the agreements is an indication of the extent of the Company’s involvement in each instrument at the time, but does not represent exposure to credit, interest rate or market risks.
The table below summarizes the amount of income and lossesloss recognized on the interest rate derivatives designated as cash flow hedges for the years ended December 31, 2023, 2022 2021 and 20202021 (amounts in thousands):
Derivatives in Cash Flow
Hedging Relationships
Derivatives in Cash Flow
Hedging Relationships
Amount of Income (Loss) Recognized
in Other Comprehensive Income on Derivatives
Location of Loss
Reclassified From
Accumulated Other
Comprehensive Income (Loss) to
Net (Loss) Income
Amount of Loss
Reclassified From
Accumulated Other
Comprehensive Income (Loss) to
Net (Loss) Income
Total Amount of Line Item in Consolidated Statements of Comprehensive IncomeDerivatives in Cash Flow
Hedging Relationships
Amount of Income (Loss) Recognized
in Other Comprehensive Income on Derivatives
Location of Income (Loss)
Reclassified From
Accumulated Other
Comprehensive Income to
Net Income (Loss)
Amount of Income (Loss)
Reclassified From
Accumulated Other
Comprehensive Income to
Net Income (Loss)
Total Amount of Line Item in Consolidated Statements of Comprehensive Income
Year Ended December 31, 2023
Year Ended December 31, 2023
Year Ended December 31, 2023
Interest rate swaps
Interest rate swaps
Interest rate swaps
Year Ended December 31, 2022Year Ended December 31, 2022
Interest rate swaps - continuing operations$32,317 Interest and other expense, net$(520)$23,772 
Year Ended December 31, 2022
Year Ended December 31, 2022
Interest rate swaps
Interest rate swaps
Interest rate swaps
Year Ended December 31, 2021Year Ended December 31, 2021
Year Ended December 31, 2021
Year Ended December 31, 2021
Interest rate swaps - continuing operations
Interest rate swaps - continuing operations
Interest rate swaps - continuing operationsInterest rate swaps - continuing operations$5,956 Interest and other expense, net$(8,031)$34,515 
Interest rate swaps - discontinued operationsInterest rate swaps - discontinued operations(37)Income from discontinued operations(1,647)401,444 
TotalTotal$5,919 $(9,678)
Year Ended December 31, 2020
Interest rate swaps - continuing operations$(19,676)Interest and other expense, net$(6,263)$42,025 
Interest rate swaps - discontinued operations(3,907)Income from discontinued operations(1,580)27,839 
Total$(23,583)$(7,843)
F-22

Table of Contents
Credit Risk-Related Contingent Features
The Company has agreements with each of its derivative counterparties that contain a provision where if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. The Company records credit risk valuation adjustments on its interest rate swaps based on the respective credit quality of the Company and the counterparty. The Company believes it mitigates its credit risk by entering into agreements with creditworthy counterparties. As of December 31, 2022,2023, the Company had no derivatives with fair value in a net liability position, inclusive of accrued interest but excluding any adjustment for nonperformance risk related to the agreement. As of December 31, 2022,2023, there were no termination events or events of default related to the interest rate swaps.
F-23

Table of Contents
Tabular Disclosure Offsetting Derivatives
The Company has elected not to offset derivative positions in its consolidated financial statements. The following tables present the effect on the Company’s financial position had the Company made the election to offset its derivative positions as of December 31, 20222023 and December 31, 20212022 (amounts in thousands):
Offsetting of Derivative Assets    
    Gross Amounts Not Offset in the Balance Sheet 
 Gross
Amounts of
Recognized
Assets
Gross Amounts
Offset in the
Balance Sheet
Net Amounts of
Assets Presented in
the Balance Sheet
Financial Instruments
Collateral
Cash CollateralNet
Amount
December 31, 2022$27,990 $— $27,990 $— $— $27,990 
December 31, 2021$2,171 $— $2,171 $(1,023)$— $1,148 
Offsetting of Derivative Liabilities    
    Gross Amounts Not Offset in the Balance Sheet 
 Gross
Amounts of
Recognized
Liabilities
Gross Amounts
Offset in the
Balance Sheet
Net Amounts of
Liabilities
Presented in the
Balance Sheet
Financial Instruments
Collateral
Cash CollateralNet
Amount
December 31, 2022$— $— $— $— $— $— 
December 31, 2021$5,618 $— $5,618 $(1,023)$— $4,595 
Offsetting of Derivative Assets    
    Gross Amounts Not Offset in the Balance Sheet 
 Gross
Amounts of
Recognized
Assets
Gross Amounts
Offset in the
Balance Sheet
Net Amounts of
Assets Presented in
the Balance Sheet
Financial Instruments
Collateral
Cash CollateralNet
Amount
December 31, 2023$17,060 $— $17,060 $(457)$— $16,603 
December 31, 2022$27,990 $— $27,990 $— $— $27,990 
Offsetting of Derivative Liabilities
Gross Amounts Not Offset in the Balance Sheet
Gross
Amounts of
Recognized
Liabilities
Gross Amounts
Offset in the
Balance Sheet
Net Amounts of
Liabilities
Presented in the
Balance Sheet
Financial Instruments
Collateral
Cash CollateralNet
Amount
December 31, 2023$457 $— $457 $(457)$— $— 
Note 13—Stockholders' Equity
Distributions Paid and Distributions Payable
The Company declared distributions per share of common stock in the amounts of $0.40, $2.19$0.40 and $0.48$2.19 for the years ended December 31, 2023, 2022 2021 and 2020,2021, respectively. The distributions declared for the year ended December 31, 2021, includes a special cash distribution of $1.75 per share of Class A, Class I, Class T and Class T2 shares of common stock. The special cash distribution was funded with the proceeds from the Data Center Sale. The special cash distribution was paid on July 30, 2021 to stockholders of record at the close of business on July 26, 2021. As of December 31, 2022,2023, the Company had distributions payable of approximately $7,719,000.$7,782,000. Of these distributions payable, approximately $5,592,000$5,729,000 was paid in cash and approximately $2,127,000$2,053,000 was reinvested in shares of common stock pursuant to the DRIP on January 6, 2023.8, 2024.
Share Repurchase Program
The Company’s Amended and Restated Share Repurchase Program allows for repurchases of shares of the Company’s common stock upon meeting certain criteria. During the year ended December 31, 2023, the Company repurchased 1,513,997 Class A shares, Class I shares and Class T shares of common stock (1,182,006 Class A shares, 105,660 Class I shares and 226,331 Class T shares), or 0.67% of shares outstanding as of December 31, 2022, for an aggregate purchase price of approximately $12,374,000 (an average of $8.17 per share). During the year ended December 31, 2022, the Company repurchased 1,123,183 Class A shares, Class I shares and Class T shares of common stock (981,772 Class A shares, 31,666 Class I shares and 109,745 Class T shares), or 0.50% of shares outstanding as of December 31, 2021, for an aggregate purchase price of approximately $9,217,000 (an average of $8.21 per share). During the year ended December 31, 2021, the Company repurchased 1,133,901 Class A shares, Class I shares and Class T shares of common stock (1,055,054 Class A shares, 11,836 Class I shares and 67,011 Class T shares), or 0.51% of shares outstanding as of December 31, 2020, for an aggregate purchase price of approximately $9,528,000 (an average of $8.40 per share).
F-24F-23

Table of Contents
Accumulated Other Comprehensive Income (Loss)
The following table presents a rollforward of amounts recognized in accumulated other comprehensive income (loss) by component for the yearyears ended December 31, 2023, 2022, 2021 and 20202021 (amounts in thousands):

Unrealized Income (Loss) Income
on Derivative
Instruments
Balance as of December 31, 20192020$(4,704)(20,444)
Other comprehensive lossincome before reclassification(23,583)5,919 
Amount of loss reclassified from accumulated other comprehensive loss to net income7,8439,678 
Other comprehensive lossincome(15,740)15,597 
Balance as of December 31, 20202021$(20,444)(4,847)
Other comprehensive income before reclassification5,91932,317 
Amount of loss reclassified from accumulated other comprehensive loss to net incomeloss9,678520 
Other comprehensive income15,597 
Balance as of December 31, 2021(4,847)
Other comprehensive income before reclassification32,317 
Amount of loss reclassified from accumulated other comprehensive (loss) income to net (loss) income520 
Other comprehensive income32,837 
Balance as of December 31, 2022$27,990 
Other comprehensive income before reclassification5,293 
Amount of income reclassified from accumulated other comprehensive income to net income(16,680)
Other comprehensive loss(11,387)
Balance as of December 31, 2023$16,603 
The following table presents reclassifications out of accumulated other comprehensive income (loss) for the yearyears ended December 31, 2023, 2022 2021 and 20202021 (amounts in thousands):
Details about Accumulated Other
Comprehensive Income (Loss) Components
Loss Amounts Reclassified from
Accumulated Other Comprehensive Income (Loss) to Net (Loss) Income
Affected Line Items in the Consolidated Statements of Comprehensive Income
Year Ended
December 31,
202220212020
Details about Accumulated Other
Comprehensive Income Components
Details about Accumulated Other
Comprehensive Income Components
(Income) Loss Amounts Reclassified from
Accumulated Other Comprehensive Income to Net Income (Loss)
Affected Line Items in the Consolidated Statements of Comprehensive Income
Year Ended
December 31,
2023
2023
2023
Interest rate swap contracts - continuing operations
Interest rate swap contracts - continuing operations
Interest rate swap contracts - continuing operationsInterest rate swap contracts - continuing operations$520 $8,031 $6,263 Interest and other expense, net$(16,680)$$520 $$8,031 Interest expenseInterest expense
Interest rate swap contracts - discontinued operationsInterest rate swap contracts - discontinued operations— 1,647 $1,580 Income from discontinued operationsInterest rate swap contracts - discontinued operations— — — 1,647 1,647 Income from discontinued operationsIncome from discontinued operations
Interest rate swap contractsInterest rate swap contracts$520 

$9,678 $7,843 
Note 14—Earnings Per Share
The Company calculates basic earnings per share by dividing net income (loss) attributable to common stockholders for the period by the weighted average shares of its common stock outstanding for that period. All classes of common stock are allocated net income (loss) attributable to common stockholders at the same rate per share and receive the same gross distribution per share. Diluted earnings per share is computed based on the weighted average number of shares outstanding and all potentially dilutive securities. Shares of non-vested restricted common stock and performance-based deferred stock unit awards, or Performance DSUs, are considered to be participating securities because they contain non-forfeitable rights to distributions and give rise to potentially dilutive shares of common stock. For the yearsyear ended December 31, 20222023, diluted earnings per share reflected the effect of approximately 1,847,000 non-vested shares of restricted common stock and 2021,Performance DSUs that were outstanding. For the year ended December 31, 2022, diluted earnings per share was computed the same as basic earnings per share because the Company recorded a loss from continuing operations, which would make potentially dilutive shares of 1,341,000 and 968,000, respectively, related to non-vested shares of restricted common stock and performance-based equity awards, or Performance DSUs, anti-dilutive. For the year ended December 31, 2020,2021, diluted earnings per share reflected the effect of approximately 186,000 of968,000 non-vested shares of restricted common stock and Performance DSUs that were outstanding.
Note 15—Stock-based Compensation
The Board has authorized a total of 5,000,000 Class A shares of common stock for issuance under the A&R Incentive Plan on a fully diluted basis at any time. Subject to certain limited exceptions, restricted stock may not be sold, assigned, transferred, pledged, encumbered, hypothecated or otherwise disposed of and is subject to forfeiture within the vesting period.
The Company recognized accelerated stock-based compensation expense
F-24

Table of $326,000 during the year ended December 31, 2022. Contents
The Company recognized total stock-based compensation expense of approximately$6,284,000, $4,180,000, $2,379,000 and $437,000,$2,379,000 respectively, for the years ended December 31, 2023, 2022, 2021 and 2020, which2021. Stock-based compensation expense is reported in general and administrative expenses in the accompanying consolidated statements of comprehensive income.income, and forfeitures are recorded as they occur.
As of December 31, 20222023 and 2021,2022, there was $6,834,000$6,807,000 and $5,886,000,$6,834,000, respectively, of total unrecognized compensation expense related to nonvested shares of the Company’s restricted Class A common stock and Performance DSUs. This expense is expected to be recognized over a remaining weighted average period of 2.021.94 years. This expected expense does not include the impact of any future stock-based compensation awards.
F-25

Table of Contents
The fair value of each restricted stock and Performance DSU award is estimated based on the most recent Estimated Per Share NAV. As of December 31, 20222023 and 2021,2022, the fair value of the nonvested shares of restricted Class A common stock and Performance DSUs was $15,098,000 and $11,703,000, and $7,991,000, respectively. A summary of the status of the nonvested shares ofThe following table summarizes restricted Class A common stock andactivity, including Performance DSUs, as of December 31, 2021 and the changes for the year ended December 31, 2022 is presented below:2023:
Restricted Stock and and Performance DSUsShares
Nonvested restricted Class A common stock and Performance DSUs at December 31, 2021974,558 
Vested Class A common stock(167,500)
Vested Performance DSUs(5,387)
Forfeited restricted Class A common stock(16,344)
Forfeited Performance DSUs(15,438)
Granted restricted Class A common stock335,854 
Granted Performance DSUs317,947 
Nonvested restricted Class A common stock and Performance DSUs at December 31, 20221,423,690 
Granted793,718 
Vested(160,453)
Forfeited(38,451)
Nonvested at December 31, 20232,018,504 
Note 16—Income Taxes
As a REIT, the Company generally will not be subject to U.S. federal income tax on taxable income that it distributes to the stockholders. For U.S. federal income tax purposes, distributions to stockholders are characterized as either ordinary dividends, capital gain distributions, or nontaxable distributions. Nontaxable distributions will reduce U.S. stockholders’ respective bases in their shares. The following table shows the character of distributions the Company paid on a percentage basis during the years ended December 31, 2023, 2022 2021 and 2020:2021:
Year Ended December 31,
Year Ended December 31,Year Ended December 31,
Character of Distributions (1):
Character of Distributions (1):
202220212020
Character of Distributions (1):
202320222021
Ordinary dividendsOrdinary dividends40.94 %27.91 %— %Ordinary dividends61.41 %40.94 %27.91 %
Capital gain distributionsCapital gain distributions— %— %— %Capital gain distributions— %— %— %
Nontaxable distributionsNontaxable distributions59.06 %72.09 %100.00 %Nontaxable distributions38.59 %59.06 %72.09 %
TotalTotal100.00 %100.00 %100.00 %Total100.00 %100.00 %100.00 %
Year Ended December 31,
Year Ended December 31,
Year Ended December 31,
Year Ended December 31,
Character of Special Distribution (1):
Character of Special Distribution (1):
202220212020
Character of Special Distribution (1):
202320222021
Ordinary dividendsOrdinary dividends— %12.39 %— %Ordinary dividends— %— %12.39 %
Capital gain distributionsCapital gain distributions— %86.66 %— %Capital gain distributions— %— %86.66 %
Nontaxable distributionsNontaxable distributions— %0.95 %— %Nontaxable distributions— %— %0.95 %
TotalTotal— %100.00 %— %Total— %— %100.00 %
(1)Attributable to Class A shares, Class I shares, Class T shares of common stock for the year ended December 31, 2023. Attributable to Class A shares, Class I shares, Class T shares, and Class T2 shares of common stock.stock for the years ended December 31, 2022 and 2021.
The Company applies the rules under ASC 740-10, Accounting for Uncertainty in Income Taxes, for uncertain tax positions using a “more likely than not” recognition threshold for tax positions. Pursuant to these rules, the financial statement effects of a tax position are initially recognized when it is more likely than not, based on the technical merits of the tax position, that such a position will be sustained upon examination by the relevant tax authorities. If the tax benefit meets the “more likely than not” threshold, the measurement of the tax benefit will be based on the Company's estimate of the ultimate tax benefit to be sustained if audited by the taxing authority. The Company concluded there was no impact related to uncertain tax positions
F-25

Table of Contents
from the results of the operations of the Company for the years ended December 31, 2023, 2022 2021 and 2020.2021. The earliest tax year currently subject to examination is 2019.2020.
The Company’s policy is to recognize accrued interest related to unrecognized tax benefits as a component of interest expense and penalties related to unrecognized tax benefits as a component of general and administrative expenses. From inception through December 31, 2022,2023, the Company has not recognized any interest expense or penalties related to unrecognized tax benefits.
F-26

Table of Contents
Note 17—Commitments and Contingencies
Legal Proceedings
In the ordinary course of business, the Company may become subject to litigation or claims. As of December 31, 2022,2023, there were, and currently there are, no material pending legal proceedings to which the Company is a party. While the resolution of a lawsuit or proceeding may have an impact to the Company's financial results for the period in which it is resolved, the Company believes that the final resolution of the lawsuits or proceedings in which it is currently involved, either individually or in the aggregate, will not have a material adverse effect on its financial position, results of operations or liquidity.
Note 18—Selected Quarterly Financial Data (Unaudited)
Presented in the following table is a summary of the unaudited quarterly financial information for the years ended December 31, 2022 and 2021. The Company believes that all necessary adjustments, consisting only of normal recurring adjustments, have been included in the amounts stated below to present fairly, and in accordance with GAAP, the selected quarterly information (amounts in thousands, except shares and per share data):
2022
Fourth
Quarter
Third
Quarter
Second
Quarter
First
Quarter
Total revenue$43,905 $46,881 $44,918 $44,282 
Total expenses(72,837)(27,991)(28,568)(35,256)
Gain on real estate disposition— — — 460 
Interest and other expense, net(5,830)(5,498)(4,329)(8,115)
(Loss) income from operations(34,762)13,392 12,021 1,371 
Net (loss) income attributable to common stockholders$(34,762)$13,392 $12,021 $1,371 
Net (loss) income per common share attributable to common stockholders:
Basic:
Net (loss) income attributable to common stockholders$(0.15)$0.06 $0.05 $0.01 
Diluted:
Net (loss) income attributable to common stockholders$(0.15)$0.06 $0.05 $0.01 
Weighted average number of common shares outstanding:
Basic226,112,737 225,638,485 225,008,452 224,499,307 
Diluted226,112,737 226,957,015 226,362,977 225,865,366 
2021
Fourth
Quarter
Third
Quarter
Second
Quarter
First
Quarter
Total revenue$43,606 $43,063 $43,747 $42,422 
Total expenses(27,138)(36,872)(34,462)(38,724)
Gain on real estate disposition89 — — — 
Interest and other expense, net(4,480)(11,737)(9,534)(8,764)
Income (loss) from continuing operations12,077 (5,546)(249)(5,066)
Income from discontinued operations— 377,191 16,305 7,948 
Net income attributable to common stockholders$12,077 $371,645 $16,056 $2,882 
Net income (loss) per common share attributable to common stockholders:
Basic:
Continuing operations$0.05 $(0.03)$— $(0.02)
Discontinued operations— 1.69 0.07 0.03 
Net income attributable to common stockholders$0.05 $1.66 $0.07 $0.01 
Diluted:
Continuing operations$0.05 $(0.03)$— $(0.02)
Discontinued operations— 1.69 0.07 0.03 
Net income attributable to common stockholders$0.05 $1.66 $0.07 $0.01 
Weighted average number of common shares outstanding:
Basic224,054,323 223,661,774 223,082,912 222,481,179 
Diluted225,031,906 223,661,774 223,082,912 222,481,179 
F-27

Table of Contents
Note 19—Subsequent Events
Distributions Paid to Stockholders
The following table summarizes the Company's distributions paid to stockholders on January 6, 2023,8, 2024, for the period from December 1, 20222023 through December 31, 2022 (amounts in thousands):
Payment DateCommon StockCashDRIPTotal Distribution
January 6, 2023Class A$4,506 $1,249 $5,755 
January 6, 2023Class I338 231 569 
January 6, 2023Class T748 647 1,395 
$5,592 $2,127 $7,719 
The following table summarizes the Company's distributions paid to stockholders on February 6, 2023, for the period from January 1, 2023 through January 31, 2023 (amounts in thousands):
Payment DateCommon StockCashDRIPTotal Distribution
February 6, 2023Class A$4,522 $1,245 $5,767 
February 6, 2023Class I339 231 570 
February 6, 2023Class T748 649 1,397 
$5,609 $2,125 $7,734 
Payment DateCommon StockCashDRIPTotal Distribution
January 8, 2024Class A$4,597 $1,190 $5,787 
January 8, 2024Class I347 229 576 
January 8, 2024Class T785 634 1,419 
$5,729 $2,053 $7,782 
The following table summarizes the Company's distributions paid to stockholders on March 6, 2023,February 7, 2024, for the period from FebruaryJanuary 1, 20232024 through February 28, 2023January 31, 2024 (amounts in thousands):
Payment DateCommon StockCashDRIPTotal Distribution
March 6, 2023Class A$4,081 $1,123 $5,204 
March 6, 2023Class I307 209 516 
March 6, 2023Class T675 587 1,262 
$5,063 $1,919 $6,982 
Payment DateCommon StockCashDRIPTotal Distribution
February 7, 2024Class A$4,600 $1,181 $5,781 
February 7, 2024Class I347 229 576 
February 7, 2024Class T786 632 1,418 
$5,733 $2,042 $7,775 
Distributions Authorized
The following tables summarize the daily distributions approved and authorized by the Board subsequent to December 31, 2022:2023:
Authorization Date (1)
Common Stock
Daily Distribution Rate (1)
Annualized Distribution Per Share
January 18, 2023Class A$0.00109589 $0.40 
January 18, 2023Class I$0.00109589 $0.40 
January 18, 2023Class T$0.00109589 $0.40 
Authorization Date (1)
Common Stock
Daily Distribution Rate (1)
Annualized Distribution Per Share
January 15, 2024Class A$0.00109290 $0.40 
January 15, 2024Class I$0.00109290 $0.40 
January 15, 2024Class T$0.00109290 $0.40 
Authorization Date (2)
Common Stock
Daily Distribution Rate (2)
Annualized Distribution Per Share
February 17, 2023Class A$0.00109589 $0.40 
February 17, 2023Class I$0.00109589 $0.40 
February 17, 2023Class T$0.00109589 $0.40 
Authorization Date (2)
Common Stock
Daily Distribution Rate (2)
Annualized Distribution Per Share
February 15, 2024Class A$0.00109290 $0.40 
February 15, 2024Class I$0.00109290 $0.40 
February 15, 2024Class T$0.00109290 $0.40 
Authorization Date (3)
Common Stock
Daily Distribution Rate (2)
Annualized Distribution Per Share
March 15, 2023Class A$0.00109589 $0.40 
March 15, 2023Class I$0.00109589 $0.40 
March 15, 2023Class T$0.00109589 $0.40 
F-26

Table of Contents
Authorization Date (3)
Common Stock
Daily Distribution Rate (3)
Annualized Distribution Per Share
March 5, 2024Class A$0.00109290 $0.40 
March 5, 2024Class I$0.00109290 $0.40 
March 5, 2024Class T$0.00109290 $0.40 
(1)Distributions approved and authorized to stockholders of record as of the close of business on each day of the period commencing on February 1, 20232024 and ending on February 28, 2023.29, 2024. The distributions are calculated based on 365366 days in the calendar year. The distributions declared for each record date in February 2023 were2024 will be paid in March 2023.2024. The distributions are payable to stockholders from legally available funds therefor.
F-28

Table of Contents
(2)Distributions approved and authorized to stockholders of record as of the close of business on each day of the period commencing on March 1, 20232024 and ending on March 31, 2023.2024. The distributions will be calculated based on 365366 days in the calendar year. The distributions declared for each record date in March 20232024 will be paid in April 2023.2024. The distributions will be payable to stockholders from legally available funds therefor.
(3)Distributions approved and authorized to stockholders of record as of the close of business on each day of the period commencing on April 1, 20232024 and ending on April 30, 2023.2024. The distributions will be calculated based on 365366 days in the calendar year. The distributions declared for each record date in April 20232024 will be paid in May 2023.2024. The distributions will be payable to stockholders from legally available funds therefor.
Disposition of New Bedford Healthcare Facility
On January 31, 2024, the Company sold the New Bedford Healthcare Facility for $1,500,000, generating net proceeds of $1,407,000, after transaction costs and other prorations, subject to additional transaction costs paid subsequent to the closing date.

Acquisition of Brownsburg Healthcare Facilit
y
On February 26, 2024, the Company purchased 100% of the ownership interests in a healthcare property in Brownsburg, Indiana, or the Brownsburg Healthcare Facility, for a contract purchase price of $39,063,000.
F-29F-27

Table of Contents
SCHEDULE III — REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION
December 31, 20222023
(in thousands)

Initial CostCost
Capitalized
Subsequent to
Acquisition (b)
Gross Amount
Carried at
December 31, 2022
Initial Cost
Property Description
Property Description
Property DescriptionProperty DescriptionLocationEncumbrancesLandBuildings and
Improvements
Cost
Capitalized
Subsequent to
Acquisition (b)
LandBuildings and
Improvements (c)
TotalAccumulated
Depreciation (d)
Year
Constructed
Year
Renovated
Date
Acquired
LocationEncumbrancesLandBuildings and
Improvements
LandBuildings and
Improvements (c)
TotalAccumulated
Depreciation (d)
Year
Constructed
Year
Renovated
Date
Acquired
Houston Healthcare FacilityHouston Healthcare FacilityHouston, TX$— (a)$762 $2,970 $762 $3,076 $3,838 $857 199307/31/2014Houston Healthcare FacilityHouston, TX$— (a)(a)$762 $$2,970 $$106 $$762 $$3,076 $$3,838 $$960 1993199307/31/2014
Cincinnati Healthcare FacilityCincinnati Healthcare FacilityCincinnati, OH— (a)356 3,167 89 356 3,256 3,612 804 200110/29/2014Cincinnati Healthcare FacilityCincinnati, OH— (a)(a)356 3,167 3,167 114 114 356 356 3,281 3,281 3,637 3,637 907 907 2001200110/29/2014
Winston-Salem Healthcare FacilityWinston-Salem Healthcare FacilityWinston-Salem, NC— (a)684 4,903 — 684 4,903 5,587 1,175 200412/17/2014Winston-Salem Healthcare FacilityWinston-Salem, NC— (a)(a)684 4,903 4,903 — — 684 684 4,903 4,903 5,587 5,587 1,322 1,322 2004200412/17/2014
Stoughton Healthcare FacilityStoughton Healthcare FacilityStoughton, MA— (a)4,049 19,991 3,247 4,049 23,238 27,287 4,970 1973199712/23/2014Stoughton Healthcare FacilityStoughton, MA— (a)(a)4,049 19,991 19,991 (13,054)(13,054)2,018 2,018 8,968 8,968 10,986 10,986 — — 19731973199712/23/2014
Fort Worth Healthcare FacilityFort Worth Healthcare FacilityFort Worth, TX— (a)8,297 35,615 — 8,297 35,615 43,912 7,508 201412/31/2014Fort Worth Healthcare FacilityFort Worth, TX— (a)(a)8,297 35,615 35,615 — — 8,297 8,297 35,615 35,615 43,912 43,912 8,443 8,443 2014201412/31/2014
Fort Worth Healthcare Facility IIFort Worth Healthcare Facility IIFort Worth, TX— (a)367 1,587 201 367 1,788 2,155 621 201412/31/2014Fort Worth Healthcare Facility IIFort Worth, TX— (a)(a)367 1,587 1,587 201 201 367 367 1,788 1,788 2,155 2,155 665 665 2014201412/31/2014
Winter Haven Healthcare FacilityWinter Haven Healthcare FacilityWinter Haven, FL— (a)— 2,805 — — 2,805 2,805 620 200901/27/2015Winter Haven Healthcare FacilityWinter Haven, FL— (a)(a)— 2,805 2,805 — — — — 2,805 2,805 2,805 2,805 697 697 2009200901/27/2015
Overland Park Healthcare FacilityOverland Park Healthcare FacilityOverland Park, KS— (a)1,558 20,549 — 1,558 20,549 22,107 4,254 201402/17/2015Overland Park Healthcare FacilityOverland Park, KS— (a)(a)1,558 20,549 20,549 — — 1,558 1,558 20,549 20,549 22,107 22,107 4,794 4,794 2014201402/17/2015
Clarion Healthcare FacilityClarion Healthcare FacilityClarion, PA— (a)462 5,377 — 462 5,377 5,839 1,371 201206/01/2015Clarion Healthcare FacilityClarion, PA— (a)(a)462 5,377 5,377 — — 462 462 5,377 5,377 5,839 5,839 1,553 1,553 2012201206/01/2015
Webster Healthcare FacilityWebster Healthcare FacilityWebster, TX— (a)1,858 20,140 — 1,858 20,140 21,998 3,983 201506/05/2015Webster Healthcare FacilityWebster, TX— (a)(a)1,858 20,140 20,140 — — 1,858 1,858 20,140 20,140 21,998 21,998 4,511 4,511 2015201506/05/2015
Augusta Healthcare FacilityAugusta Healthcare FacilityAugusta, ME— (a)556 14,401 103 556 14,504 15,060 3,042 201007/22/2015Augusta Healthcare FacilityAugusta, ME— (a)(a)556 14,401 14,401 103 103 556 556 14,504 14,504 15,060 15,060 3,455 3,455 2010201007/22/2015
Cincinnati Healthcare Facility IICincinnati, OH— (a)1,812 24,382 (14,422)943 10,829 11,772 — 1960201407/22/2015
Cincinnati Healthcare Facility IIICincinnati Healthcare Facility IIICincinnati, OH— (a)446 10,239 446 10,243 10,689 2,031 201407/22/2015Cincinnati Healthcare Facility IIICincinnati, OH— (a)(a)446 10,239 10,239 446 446 10,243 10,243 10,689 10,689 2,304 2,304 2014201407/22/2015
Florence Healthcare FacilityFlorence Healthcare FacilityFlorence, KY— (a)650 9,919 — 650 9,919 10,569 1,960 201407/22/2015Florence Healthcare FacilityFlorence, KY— (a)(a)650 9,919 9,919 — — 650 650 9,919 9,919 10,569 10,569 2,223 2,223 2014201407/22/2015
Oakland Healthcare FacilityOakland Healthcare FacilityOakland, ME— (a)229 5,416 — 229 5,416 5,645 1,235 200407/22/2015Oakland Healthcare FacilityOakland, ME— (a)(a)229 5,416 5,416 — — 229 229 5,416 5,416 5,645 5,645 1,400 1,400 2004200407/22/2015
Wyomissing Healthcare FacilityWyomissing Healthcare FacilityWyomissing, PA— (a)1,504 20,193 — 1,504 20,193 21,697 4,070 200707/24/2015Wyomissing Healthcare FacilityWyomissing, PA— (a)(a)1,504 20,193 20,193 — — 1,504 1,504 20,193 20,193 21,697 21,697 4,615 4,615 2007200707/24/2015
Luling Healthcare FacilityLuling Healthcare FacilityLuling, TX— (a)824 7,530 — 824 7,530 8,354 1,509 200307/30/2015Luling Healthcare FacilityLuling, TX— (a)(a)824 7,530 7,530 — — 824 824 7,530 7,530 8,354 8,354 1,712 1,712 2003200307/30/2015
Omaha Healthcare FacilityOmaha Healthcare FacilityOmaha, NE— (a)1,259 9,796 — 1,259 9,796 11,055 1,856 201410/14/2015Omaha Healthcare FacilityOmaha, NE— (a)(a)1,259 9,796 9,796 — — 1,259 1,259 9,796 9,796 11,055 11,055 2,113 2,113 2014201410/14/2015
Sherman Healthcare FacilitySherman Healthcare FacilitySherman, TX— (a)1,679 23,926 — 1,679 23,926 25,605 4,429 2005201011/20/2015Sherman Healthcare FacilitySherman, TX— (a)(a)1,679 23,926 23,926 — — 1,679 1,679 23,926 23,926 25,605 25,605 5,051 5,051 20052005201011/20/2015
Sherman Healthcare Facility IISherman Healthcare Facility IISherman, TX— (a)214 3,209 — 214 3,209 3,423 599 200511/20/2015Sherman Healthcare Facility IISherman, TX— (a)(a)214 3,209 3,209 — — 214 214 3,209 3,209 3,423 3,423 683 683 2005200511/20/2015
Fort Worth Healthcare Facility IIIFort Worth Healthcare Facility IIIFort Worth, TX— (a)3,120 9,312 — 3,120 9,312 12,432 1,725 19982007/201512/23/2015Fort Worth Healthcare Facility IIIFort Worth, TX— (a)(a)3,120 9,312 9,312 — — 3,120 3,120 9,312 9,312 12,432 12,432 1,970 1,970 199819982007/201512/23/2015
Oklahoma City Healthcare FacilityOklahoma City Healthcare FacilityOklahoma City, OK— (a)4,626 30,509 — 4,626 30,509 35,135 5,834 19851998/200312/29/2015Oklahoma City Healthcare FacilityOklahoma City, OK— (a)(a)4,626 30,509 30,509 99 99 4,626 4,626 30,608 30,608 35,234 35,234 6,663 6,663 198519851998/200312/29/2015
Oklahoma City Healthcare Facility IIOklahoma City Healthcare Facility IIOklahoma City, OK— (a)991 8,366 — 991 8,366 9,357 1,701 1994199912/29/2015Oklahoma City Healthcare Facility IIOklahoma City, OK— (a)(a)991 8,366 8,366 — — 991 991 8,366 8,366 9,357 9,357 1,942 1,942 19941994199912/29/2015
Edmond Healthcare FacilityEdmond Healthcare FacilityEdmond, OK— (a)796 3,199 — 796 3,199 3,995 655 200201/20/2016Edmond Healthcare FacilityEdmond, OK— (a)(a)796 3,199 3,199 — — 796 796 3,199 3,199 3,995 3,995 749 749 2002200201/20/2016
Oklahoma City Healthcare Facility IIIOklahoma City Healthcare Facility IIIOklahoma City, OK— (a)452 1,081 — 452 1,081 1,533 227 200601/27/2016Oklahoma City Healthcare Facility IIIOklahoma City, OK— (a)(a)452 1,081 1,081 — — 452 452 1,081 1,081 1,533 1,533 260 260 2006200601/27/2016
Oklahoma City Healthcare Facility IVOklahoma City Healthcare Facility IVOklahoma City, OK— (a)368 2,344 — 368 2,344 2,712 480 200701/27/2016Oklahoma City Healthcare Facility IVOklahoma City, OK— (a)(a)368 2,344 2,344 28 28 368 368 2,372 2,372 2,740 2,740 549 549 2007200701/27/2016
Newcastle Healthcare FacilityNewcastle Healthcare FacilityNewcastle, OK— (a)412 1,173 — 412 1,173 1,585 245 1995199902/03/2016Newcastle Healthcare FacilityNewcastle, OK— (a)(a)412 1,173 1,173 — — 412 412 1,173 1,173 1,585 1,585 281 281 19951995199902/03/2016
Oklahoma City Healthcare Facility VOklahoma City Healthcare Facility VOklahoma City, OK— (a)541 12,445 — 541 12,445 12,986 2,524 200802/11/2016Oklahoma City Healthcare Facility VOklahoma City, OK— (a)(a)541 12,445 12,445 — — 541 541 12,445 12,445 12,986 12,986 2,891 2,891 2008200802/11/2016
Rancho Mirage Healthcare FacilityRancho Mirage Healthcare FacilityRancho Mirage, CA— (a)2,724 7,626 29,844 2,726 37,468 40,194 4,098 201803/01/2016Rancho Mirage Healthcare FacilityRancho Mirage, CA— (a)(a)2,724 7,626 7,626 29,843 29,843 2,725 2,725 37,468 37,468 40,193 40,193 5,035 5,035 2018201803/01/2016
Oklahoma City Healthcare Facility VIOklahoma City Healthcare Facility VIOklahoma City, OK— (a)896 3,684 — 896 3,684 4,580 760 200703/07/2016Oklahoma City Healthcare Facility VIOklahoma City, OK— (a)(a)896 3,684 3,684 84 84 896 896 3,768 3,768 4,664 4,664 873 873 2007200703/07/2016
Oklahoma City Healthcare Facility VIIOklahoma City Healthcare Facility VIIOklahoma City, OK— (a)3,203 32,380 — 3,203 32,380 35,583 5,558 201606/22/2016Oklahoma City Healthcare Facility VIIOklahoma City, OK— (a)(a)3,203 32,380 32,380 — — 3,203 3,203 32,380 32,380 35,583 35,583 6,408 6,408 2016201606/22/2016
Las Vegas Healthcare FacilityLas Vegas Healthcare FacilityLas Vegas, NV— (a)2,614 639 22,091 2,895 22,449 25,344 2,985 201706/24/2016Las Vegas Healthcare FacilityLas Vegas, NV— (a)(a)2,614 639 639 22,091 22,091 2,895 2,895 22,449 22,449 25,344 25,344 3,577 3,577 2017201706/24/2016
Oklahoma City Healthcare Facility VIIIOklahoma City Healthcare Facility VIIIOklahoma City, OK— (a)2,002 15,384 — 2,002 15,384 17,386 2,605 1997200806/30/2016Oklahoma City Healthcare Facility VIIIOklahoma City, OK— (a)(a)2,002 15,384 15,384 — — 2,002 2,002 15,384 15,384 17,386 17,386 3,003 3,003 19971997200806/30/2016
Marlton Healthcare FacilityMarlton Healthcare FacilityMarlton, NJ— (a)— 57,154 — 57,159 57,159 8,755 199511/01/2016Marlton Healthcare FacilityMarlton, NJ— (a)(a)— 57,154 57,154 — — 57,159 57,159 57,159 57,159 10,185 10,185 1995199511/01/2016
Grand Rapids Healthcare FacilityGrand Rapids Healthcare FacilityGrand Rapids, MI— (a)2,533 39,487 1,034 2,533 40,521 43,054 7,150 200812/07/2016Grand Rapids Healthcare FacilityGrand Rapids, MI— (a)(a)2,533 39,487 39,487 1,554 1,554 2,533 2,533 41,041 41,041 43,574 43,574 8,282 8,282 2008200812/07/2016
Corpus Christi Healthcare FacilityCorpus Christi Healthcare FacilityCorpus Christi, TX— (a)975 4,963 716 1,002 5,652 6,654 967 19922,01612/22/2016Corpus Christi Healthcare FacilityCorpus Christi, TX— (a)(a)975 4,963 4,963 793 793 1,002 1,002 5,729 5,729 6,731 6,731 1,150 1,150 19921992201612/22/2016
Aurora Healthcare FacilityAurora Healthcare FacilityAurora, IL— (a)973 9,632 19 973 9,651 10,624 1,507 200203/30/2017Aurora Healthcare FacilityAurora, IL— (a)(a)973 9,632 9,632 19 19 973 973 9,651 9,651 10,624 10,624 1,768 1,768 2002200203/30/2017
Allen Healthcare FacilityAllen Healthcare FacilityAllen, TX— (a)857 20,582 — 857 20,582 21,439 3,763 200703/31/2017
Austin Healthcare FacilityAustin Healthcare FacilityAustin, TX— (a)1,368 32,039 — 1,368 32,039 33,407 5,858 201203/31/2017
S-1

Table of Contents
Initial CostCost
Capitalized
Subsequent to
Acquisition (b)
Gross Amount
Carried at
December 31, 2022
Initial Cost
Property DescriptionProperty DescriptionLocationEncumbrancesLandBuildings and
Improvements
Cost
Capitalized
Subsequent to
Acquisition (b)
LandBuildings and
Improvements (c)
TotalAccumulated
Depreciation (d)
Year
Constructed
Year
Renovated
Date
Acquired
Allen Healthcare FacilityAllen, TX— (a)857 20,582 857 20,582 21,439 3,209 200703/31/2017
Austin Healthcare FacilityAustin, TX— (a)1,368 32,039 — 1,368 32,039 33,407 4,996 201203/31/2017
Property Description
Property DescriptionLocationEncumbrancesLandBuildings and
Improvements
LandBuildings and
Improvements (c)
TotalAccumulated
Depreciation (d)
Year
Constructed
Year
Renovated
Date
Acquired
Beaumont Healthcare FacilityBeaumont Healthcare FacilityBeaumont, TX— (a)946 8,372 — 946 8,372 9,318 1,313 199103/31/2017Beaumont Healthcare FacilityBeaumont, TX— (a)(a)946 8,372 8,372 — — 946 946 8,372 8,372 9,318 9,318 1,539 1,539 1991199103/31/2017
San Antonio Healthcare FacilitySan Antonio Healthcare FacilitySan Antonio, TX— (a)1,813 11,706 — 1,813 11,706 13,519 1,759 198406/29/2017San Antonio Healthcare FacilitySan Antonio, TX— (a)(a)1,813 11,706 11,706 — — 1,813 1,813 11,706 11,706 13,519 13,519 2,076 2,076 19841984(e)06/29/2017
Silverdale Healthcare FacilitySilverdale Healthcare FacilitySilverdale, WA— (a)1,530 7,506 15 1,530 7,521 9,051 1,237 200508/25/2017Silverdale Healthcare FacilitySilverdale, WA— (a)(a)1,530 7,506 7,506 48 48 1,530 1,530 7,554 7,554 9,084 9,084 1,469 1,469 2005200508/25/2017
Silverdale Healthcare Facility IISilverdale Healthcare Facility IISilverdale, WA— (a)1,542 4,981 — 1,542 4,981 6,523 885 200709/20/2017Silverdale Healthcare Facility IISilverdale, WA— (a)(a)1,542 4,981 4,981 — — 1,542 1,542 4,981 4,981 6,523 6,523 1,052 1,052 2007200709/20/2017
Saginaw Healthcare FacilitySaginaw Healthcare FacilitySaginaw, MI— (a)1,251 15,878 235 1,251 16,113 17,364 2,928 200212/21/2017Saginaw Healthcare FacilitySaginaw, MI— (a)(a)1,251 15,878 15,878 235 235 1,251 1,251 16,113 16,113 17,364 17,364 3,519 3,519 2002200212/21/2017
Carrollton Healthcare FacilityCarrollton Healthcare FacilityCarrollton, TX— (a)1,995 5,870 39 1,995 5,909 7,904 771 201504/27/2018Carrollton Healthcare FacilityCarrollton, TX— (a)(a)1,995 5,870 5,870 39 39 1,995 1,995 5,909 5,909 7,904 7,904 943 943 2015201504/27/2018
Katy Healthcare FacilityKaty Healthcare FacilityKaty, TX— (a)1,443 12,114 — 1,443 12,114 13,557 1,428 201506/08/2018Katy Healthcare FacilityKaty, TX— (a)(a)1,443 12,114 12,114 — — 1,443 1,443 12,114 12,114 13,557 13,557 1,742 1,742 2015201506/08/2018
Indianola Healthcare FacilityIndianola Healthcare FacilityIndianola, IA— (a)330 5,698 67 330 5,765 6,095 669 201409/26/2018Indianola Healthcare FacilityIndianola, IA— (a)(a)330 5,698 5,698 67 67 330 330 5,765 5,765 6,095 6,095 828 828 2014201409/26/2018
Indianola Healthcare Facility IIIndianola Healthcare Facility IIIndianola, IA— (a)709 6,061 — 709 6,061 6,770 733 201109/26/2018Indianola Healthcare Facility IIIndianola, IA— (a)(a)709 6,061 6,061 — — 709 709 6,061 6,061 6,770 6,770 904 904 2011201109/26/2018
Benton Healthcare FacilityBenton Healthcare FacilityBenton, AR— (a)— 19,048 — — 19,048 19,048 2,177 1992/1999201210/17/2018Benton Healthcare FacilityBenton, AR— (a)(a)— 19,048 19,048 — — — — 19,048 19,048 19,048 19,048 2,694 2,694 1992/19991992/1999201210/17/2018
Benton Healthcare Facility IIBenton Healthcare Facility IIBenton, AR— (a)— 1,647 — — 1,647 1,647 209 198310/17/2018Benton Healthcare Facility IIBenton, AR— (a)(a)— 1,647 1,647 — — — — 1,647 1,647 1,647 1,647 259 259 1983198310/17/2018
Bryant Healthcare FacilityBryant Healthcare FacilityBryant, AR— (a)930 3,539 — 930 3,539 4,469 446 199510/17/2018Bryant Healthcare FacilityBryant, AR— (a)(a)930 3,539 3,539 57 57 930 930 3,596 3,596 4,526 4,526 554 554 1995199510/17/2018
Hot Springs Healthcare FacilityHot Springs Healthcare FacilityHot Springs, AR— (a)384 2,077 — 384 2,077 2,461 270 200910/17/2018Hot Springs Healthcare FacilityHot Springs, AR— (a)(a)384 2,077 2,077 — — 384 384 2,077 2,077 2,461 2,461 334 334 2009200910/17/2018
Clive Healthcare FacilityClive Healthcare FacilityClive, IA— (a)336 22,332 158 336 22,490 22,826 2,920 200811/26/2018Clive Healthcare FacilityClive, IA— (a)(a)336 22,332 22,332 158 158 336 336 22,490 22,490 22,826 22,826 3,637 3,637 2008200811/26/2018
Valdosta Healthcare FacilityValdosta Healthcare FacilityValdosta, GA— (a)659 5,626 — 659 5,626 6,285 730 200411/28/2018Valdosta Healthcare FacilityValdosta, GA— (a)(a)659 5,626 5,626 — — 659 659 5,626 5,626 6,285 6,285 907 907 2004200411/28/2018
Valdosta Healthcare Facility IIValdosta Healthcare Facility IIValdosta, GA— (a)471 2,780 — 471 2,780 3,251 366 199211/28/2018Valdosta Healthcare Facility IIValdosta, GA— (a)(a)471 2,780 2,780 — — 471 471 2,780 2,780 3,251 3,251 455 455 1992199211/28/2018
Bryant Healthcare Facility IIBryant Healthcare Facility IIBryant, AR— (a)647 3,364 — 647 3,364 4,011 323 201608/16/2019Bryant Healthcare Facility IIBryant, AR— (a)(a)647 3,364 3,364 — — 647 647 3,364 3,364 4,011 4,011 419 419 2016201608/16/2019
Laredo Healthcare FacilityLaredo Healthcare FacilityLaredo, TX— (a)— 12,137 — — 12,137 12,137 1,083 199809/19/2019Laredo Healthcare FacilityLaredo, TX— (a)(a)— 12,137 12,137 — — — — 12,137 12,137 12,137 12,137 1,412 1,412 19981998202309/19/2019
Laredo Healthcare Facility IILaredo Healthcare Facility IILaredo, TX— (a)— 23,677 83 — 23,760 23,760 2,157 199809/19/2019Laredo Healthcare Facility IILaredo, TX— (a)(a)— 23,677 23,677 83 83 — — 23,760 23,760 23,760 23,760 2,816 2,816 1998199809/19/2019
Poplar Bluff Healthcare FacilityPoplar Bluff Healthcare FacilityPoplar Bluff, MO— (a)— 13,515 — — 13,515 13,515 1,211 201309/19/2019Poplar Bluff Healthcare FacilityPoplar Bluff, MO— (a)(a)— 13,515 13,515 — — — — 13,515 13,515 13,515 13,515 1,579 1,579 2013201309/19/2019
Tucson Healthcare FacilityTucson Healthcare FacilityTucson, AZ— (a)— 5,998 — — 5,998 5,998 540 199809/19/2019Tucson Healthcare FacilityTucson, AZ— (a)(a)— 5,998 5,998 — — — — 5,998 5,998 5,998 5,998 704 704 1998199809/19/2019
Akron Healthcare FacilityAkron Healthcare FacilityGreen, OH— (a)3,503 38,512 — 3,503 38,512 42,015 3,293 201210/04/2019Akron Healthcare FacilityGreen, OH— (a)(a)3,503 38,512 38,512 — — 3,503 3,503 38,512 38,512 42,015 42,015 4,320 4,320 2012201210/04/2019
Akron Healthcare Facility IIAkron Healthcare Facility IIGreen, OH— (a)1,085 10,277 — 1,085 10,277 11,362 1,056 201310/04/2019Akron Healthcare Facility IIGreen, OH— (a)(a)1,085 10,277 10,277 — — 1,085 1,085 10,277 10,277 11,362 11,362 1,385 1,385 2013201310/04/2019
Akron Healthcare Facility IIIAkron Healthcare Facility IIIAkron, OH— (a)2,206 26,044 — 2,206 26,044 28,250 2,152 200810/04/2019Akron Healthcare Facility IIIAkron, OH— (a)(a)2,206 26,044 26,044 — — 2,206 2,206 26,044 26,044 28,250 28,250 2,823 2,823 2008200810/04/2019
Alexandria Healthcare FacilityAlexandria Healthcare FacilityAlexandria, LA— (a)— 5,076 — — 5,076 5,076 419 200710/04/2019Alexandria Healthcare FacilityAlexandria, LA— (a)(a)— 5,076 5,076 — — — — 5,076 5,076 5,076 5,076 550 550 2007200710/04/2019
Appleton Healthcare FacilityAppleton Healthcare FacilityAppleton, WI— (a)414 1,900 — 414 1,900 2,314 209 201110/04/2019Appleton Healthcare FacilityAppleton, WI— (a)(a)414 1,900 1,900 — — 414 414 1,900 1,900 2,314 2,314 274 274 2011201110/04/2019
Austin Healthcare Facility IIAustin Healthcare Facility IIAustin, TX— (a)3,229 7,534 (2,807)2,195 5,761 7,956 489 200610/04/2019Austin Healthcare Facility IIAustin, TX— (a)(a)3,229 7,534 7,534 (2,807)(2,807)2,195 2,195 5,761 5,761 7,956 7,956 641 641 2006200610/04/2019
Bellevue Healthcare FacilityBellevue Healthcare FacilityGreen Bay, WI— (a)567 1,269 — 567 1,269 1,836 145 201010/04/2019Bellevue Healthcare FacilityGreen Bay, WI— (a)(a)567 1,269 1,269 — — 567 567 1,269 1,269 1,836 1,836 190 190 2010201010/04/2019
Bonita Springs Healthcare FacilityBonita Springs Healthcare FacilityBonita Springs, FL— (a)1,199 4,373 — 1,199 4,373 5,572 371 2002200510/04/2019Bonita Springs Healthcare FacilityBonita Springs, FL—   1,199 4,373 4,373 — — 1,199 1,199 4,373 4,373 5,572 5,572 487 487 20022002200510/04/2019
Bridgeton Healthcare FacilityBridgeton Healthcare FacilityBridgeton, MO— (a)— 39,740 — — 39,740 39,740 3,270 201210/04/2019Bridgeton Healthcare FacilityBridgeton, MO— (a)(a)— 39,740 39,740 — — — — 39,740 39,740 39,740 39,740 4,289 4,289 2012201210/04/2019
Covington Healthcare FacilityCovington Healthcare FacilityCovington, LA— (a)2,238 16,635 — 2,238 16,635 18,873 1,362 198410/04/2019Covington Healthcare FacilityCovington, LA— (a)(a)2,238 16,635 16,635 — — 2,238 2,238 16,635 16,635 18,873 18,873 1,786 1,786 1984198410/04/2019
Crestview Healthcare FacilityCrestview Healthcare FacilityCrestview, FL— (a)400 1,536 — 400 1,536 1,936 146 2004201010/04/2019Crestview Healthcare FacilityCrestview, FL—   400 1,536 1,536 — — 400 400 1,536 1,536 1,936 1,936 191 191 20042004201010/04/2019
Dallas Healthcare FacilityDallas Healthcare FacilityDallas, TX— (a)6,072 27,457 — 6,072 27,457 33,529 2,211 201110/04/2019Dallas Healthcare FacilityDallas, TX— (a)(a)6,072 27,457 27,457 — — 6,072 6,072 27,457 27,457 33,529 33,529 2,900 2,900 2011201110/04/2019
De Pere Healthcare FacilityDe Pere Healthcare FacilityDe Pere, WI— (a)615 1,596 — 615 1,596 2,211 176 200510/04/2019De Pere Healthcare FacilityDe Pere, WI— (a)(a)615 1,596 1,596 — — 615 615 1,596 1,596 2,211 2,211 231 231 2005200510/04/2019
Denver Healthcare FacilityDenver Healthcare FacilityThornton, CO— (a)3,586 32,363 — 3,586 32,363 35,949 2,688 1962201810/04/2019Denver Healthcare FacilityThornton, CO— (a)(a)3,586 32,363 32,363 — — 3,586 3,586 32,363 32,363 35,949 35,949 3,525 3,525 19621962201810/04/2019
El Segundo Healthcare FacilityEl Segundo Healthcare FacilityEl Segundo, CA— (a)2,659 9,016 — 2,659 9,016 11,675 748 200910/04/2019El Segundo Healthcare FacilityEl Segundo, CA—   2,659 9,016 9,016 — — 2,659 2,659 9,016 9,016 11,675 11,675 981 981 2009200910/04/2019
Fairlea Healthcare FacilityFairlea Healthcare FacilityFairlea, WV— (a)139 1,910 — 139 1,910 2,049 167 199910/04/2019Fairlea Healthcare FacilityFairlea, WV—   139 1,910 1,910 — — 139 139 1,910 1,910 2,049 2,049 220 220 1999199910/04/2019
Fayetteville Healthcare FacilityFayetteville Healthcare FacilityFayetteville, AR— (a)485 24,855 — 485 24,855 25,340 2,035 1994200910/04/2019Fayetteville Healthcare FacilityFayetteville, AR— (a)(a)485 24,855 24,855 — — 485 485 24,855 24,855 25,340 25,340 2,669 2,669 19941994200910/04/2019
Fort Myers Healthcare FacilityFort Myers Healthcare FacilityFort Myers, FL— (a)2,153 2,387 — 2,153 2,387 4,540 246 199910/04/2019Fort Myers Healthcare FacilityFort Myers, FL—   2,153 2,387 2,387 (562)(562)2,012 2,012 1,966 1,966 3,978 3,978 36 36 1999199910/04/2019
Fort Myers Healthcare Facility IIFort Myers Healthcare Facility IIFort Myers, FL— (a)3,557 11,064 — 3,557 11,064 14,621 1,063 2010202210/04/2019Fort Myers Healthcare Facility IIFort Myers, FL—   3,557 11,064 11,064 (2,304)(2,304)3,272 3,272 9,045 9,045 12,317 12,317 152 152 20102010202210/04/2019
Fort Walton Beach Healthcare FacilityFort Walton Beach Healthcare FacilityFort Walton Beach, FL—  385 3,182 — 385 3,182 3,567 363 200510/04/2019
S-2

Table of Contents
Initial CostCost
Capitalized
Subsequent to
Acquisition (b)
Gross Amount
Carried at
December 31, 2022
Initial Cost
Property DescriptionProperty DescriptionLocationEncumbrancesLandBuildings and
Improvements
Cost
Capitalized
Subsequent to
Acquisition (b)
LandBuildings and
Improvements (c)
TotalAccumulated
Depreciation (d)
Year
Constructed
Year
Renovated
Date
Acquired
Fort Walton Beach Healthcare FacilityFort Walton Beach, FL— (a)385 3,182 385 3,182 3,567 277 200510/04/2019
Property Description
Property DescriptionLocationEncumbrancesLandBuildings and
Improvements
LandBuildings and
Improvements (c)
TotalAccumulated
Depreciation (d)
Year
Constructed
Year
Renovated
Date
Acquired
Frankfort Healthcare FacilityFrankfort Healthcare FacilityFrankfort, KY— (a)342 950 — 342 950 1,292 93 1993201910/04/2019Frankfort Healthcare FacilityFrankfort, KY—   342 950 950 — — 342 342 950 950 1,292 1,292 122 122 19931993201910/04/2019
Frisco Healthcare FacilityFrisco Healthcare FacilityFrisco, TX— (a)— 22,114 4,653 — 26,767 26,767 2,926 2010202010/04/2019Frisco Healthcare FacilityFrisco, TX— (a)(a)— 22,114 22,114 4,790 4,790 — — 26,904 26,904 26,904 26,904 3,884 3,884 20102010202010/04/2019
Goshen Healthcare FacilityGoshen Healthcare FacilityGoshen, IN— (a)383 5,355 — 383 5,355 5,738 484 201010/04/2019Goshen Healthcare FacilityGoshen, IN— (a)(a)383 5,355 5,355 — — 383 383 5,355 5,355 5,738 5,738 636 636 2010201010/04/2019
Hammond Healthcare FacilityHammond Healthcare FacilityHammond, LA— (a)2,693 23,750 — 2,693 23,750 26,443 2,019 200610/04/2019Hammond Healthcare FacilityHammond, LA— (a)(a)2,693 23,750 23,750 — — 2,693 2,693 23,750 23,750 26,443 26,443 2,648 2,648 2006200610/04/2019
Hammond Healthcare Facility IIHammond Healthcare Facility IIHammond, LA— (a)950 12,147 — 950 12,147 13,097 1,021 200410/04/2019Hammond Healthcare Facility IIHammond, LA— (a)(a)950 12,147 12,147 — — 950 950 12,147 12,147 13,097 13,097 1,339 1,339 2004200410/04/2019
Harlingen Healthcare FacilityHarlingen, TX— (a)— 10,628 (10,378)— 250 250 — 200710/04/2019
Henderson Healthcare FacilityHenderson Healthcare FacilityHenderson, NV— (a)839 2,390 — 839 2,390 3,229 217 200010/04/2019Henderson Healthcare FacilityHenderson, NV—   839 2,390 2,390 — — 839 839 2,390 2,390 3,229 3,229 285 285 2000200010/04/2019
Houston Healthcare Facility IIIHouston Healthcare Facility IIIHouston, TX— (a)752 5,832 — 752 5,832 6,584 481 1998201810/04/2019Houston Healthcare Facility IIIHouston, TX— (a)(a)752 5,832 5,832 — — 752 752 5,832 5,832 6,584 6,584 631 631 19981998201810/04/2019
Howard Healthcare FacilityHoward Healthcare FacilityHoward, WI— (a)529 1,818 — 529 1,818 2,347 202 201110/04/2019Howard Healthcare FacilityHoward, WI— (a)(a)529 1,818 1,818 — — 529 529 1,818 1,818 2,347 2,347 264 264 2011201110/04/2019
Jacksonville Healthcare FacilityJacksonville Healthcare FacilityJacksonville, FL— (a)1,233 6,173 — 1,233 6,173 7,406 540 200910/04/2019Jacksonville Healthcare FacilityJacksonville, FL—   1,233 6,173 6,173 — — 1,233 1,233 6,173 6,173 7,406 7,406 708 708 2009200910/04/2019
Lafayette Healthcare FacilityLafayette Healthcare FacilityLafayette, LA— (a)4,819 35,424 — 4,819 35,424 40,243 2,947 2004200510/04/2019Lafayette Healthcare FacilityLafayette, LA— (a)(a)4,819 35,424 35,424 — — 4,819 4,819 35,424 35,424 40,243 40,243 3,866 3,866 20042004200510/04/2019
Lakewood Ranch Healthcare FacilityLakewood Ranch Healthcare FacilityLakewood Ranch, FL— (a)636 1,784 — 636 1,784 2,420 198 200810/04/2019Lakewood Ranch Healthcare FacilityLakewood Ranch, FL—   636 1,784 1,784 — — 636 636 1,784 1,784 2,420 2,420 259 259 2008200810/04/2019
Las Vegas Healthcare Facility IILas Vegas Healthcare Facility IILas Vegas, NV— (a)651 5,323 — 651 5,323 5,974 460 200710/04/2019Las Vegas Healthcare Facility IILas Vegas, NV—   651 5,323 5,323 — — 651 651 5,323 5,323 5,974 5,974 603 603 2007200710/04/2019
Lehigh Acres Healthcare FacilityLehigh Acres Healthcare FacilityLehigh Acres, FL— (a)441 2,956 — 441 2,956 3,397 268 200210/04/2019Lehigh Acres Healthcare FacilityLehigh Acres, FL—   441 2,956 2,956 — — 441 441 2,956 2,956 3,397 3,397 351 351 2002200210/04/2019
Lubbock Healthcare FacilityLubbock Healthcare FacilityLubbock, TX— (a)5,210 39,939 — 5,210 39,939 45,149 3,264 200310/04/2019Lubbock Healthcare FacilityLubbock, TX— (a)(a)5,210 39,939 39,939 — — 5,210 5,210 39,939 39,939 45,149 45,149 4,282 4,282 2003200310/04/2019
Manitowoc Healthcare FacilityManitowoc Healthcare FacilityManitowoc, WI— (a)257 1,733 — 257 1,733 1,990 185 200310/04/2019Manitowoc Healthcare FacilityManitowoc, WI— (a)(a)257 1,733 1,733 — — 257 257 1,733 1,733 1,990 1,990 242 242 2003200310/04/2019
Manitowoc Healthcare Facility IIManitowoc Healthcare Facility IIManitowoc, WI— (a)250 11,231 — 250 11,231 11,481 1,012 1964201010/04/2019Manitowoc Healthcare Facility IIManitowoc, WI— (a)(a)250 11,231 11,231 — — 250 250 11,231 11,231 11,481 11,481 1,328 1,328 19641964201010/04/2019
Marinette Healthcare FacilityMarinette Healthcare FacilityMarinette, WI— (a)208 1,002 — 208 1,002 1,210 110 200810/04/2019Marinette Healthcare FacilityMarinette, WI— (a)(a)208 1,002 1,002 — — 208 208 1,002 1,002 1,210 1,210 144 144 2008200810/04/2019
New Bedford Healthcare FacilityNew Bedford Healthcare FacilityNew Bedford, MA— (a)2,464 26,297 (27,522)115 1,124 1,239 — 1942199510/04/2019New Bedford Healthcare FacilityNew Bedford, MA—   2,464 26,297 26,297 (27,522)(27,522)115 115 1,124 1,124 1,239 1,239 32 32 19421942199510/04/2019
New Braunfels Healthcare FacilityNew Braunfels Healthcare FacilityNew Braunfels, TX— (a)2,568 11,386 — 2,568 11,386 13,954 945 200710/04/2019New Braunfels Healthcare FacilityNew Braunfels, TX— (a)(a)2,568 11,386 11,386 — — 2,568 2,568 11,386 11,386 13,954 13,954 1,239 1,239 2007200710/04/2019
North Smithfield Healthcare FacilityNorth Smithfield Healthcare FacilityNorth Smithfield, RI— (a)1,309 14,024 — 1,309 14,024 15,333 1,229 1965200010/04/2019North Smithfield Healthcare FacilityNorth Smithfield, RI— (a)(a)1,309 14,024 14,024 — — 1,309 1,309 14,024 14,024 15,333 15,333 1,611 1,611 19651965200010/04/2019
Oklahoma City Healthcare Facility IXOklahoma City Healthcare Facility IXOklahoma City, OK— (a)1,316 9,822 — 1,316 9,822 11,138 930 200710/04/2019Oklahoma City Healthcare Facility IXOklahoma City, OK— (a)(a)1,316 9,822 9,822 — — 1,316 1,316 9,822 9,822 11,138 11,138 1,220 1,220 2007200710/04/2019
Oshkosh Healthcare FacilityOshkosh Healthcare FacilityOshkosh, WI— (a)414 2,043 — 413 2,044 2,457 207 201010/04/2019Oshkosh Healthcare FacilityOshkosh, WI— (a)(a)414 2,043 2,043 (1)(1)413 413 2,043 2,043 2,456 2,456 275 275 2010201010/04/2019
Palm Desert Healthcare FacilityPalm Desert Healthcare FacilityPalm Desert, CA— (a)582 5,927 — 582 5,927 6,509 548 200510/04/2019Palm Desert Healthcare FacilityPalm Desert, CA—   582 5,927 5,927 — — 582 582 5,927 5,927 6,509 6,509 718 718 2005200510/04/2019
Rancho Mirage Healthcare Facility IIRancho Mirage Healthcare Facility IIRancho Mirage, CA— (a)2,286 5,481 — 2,286 5,481 7,767 497 200810/04/2019Rancho Mirage Healthcare Facility IIRancho Mirage, CA—   2,286 5,481 5,481 (3,767)(3,767)1,227 1,227 2,773 2,773 4,000 4,000 — — 20082008202210/04/2019
San Antonio Healthcare Facility IIISan Antonio Healthcare Facility IIISan Antonio, TX— (a)1,824 22,809 — 1,824 22,809 24,633 1,854 201210/04/2019San Antonio Healthcare Facility IIISan Antonio, TX— (a)(a)1,824 22,809 22,809 — — 1,824 1,824 22,809 22,809 24,633 24,633 2,432 2,432 2012201210/04/2019
San Antonio Healthcare Facility IVSan Antonio Healthcare Facility IVSan Antonio, TX— (a)— 31,694 — — 31,694 31,694 2,576 198710/04/2019San Antonio Healthcare Facility IVSan Antonio, TX— (a)(a)— 31,694 31,694 — — — — 31,694 31,694 31,694 31,694 3,379 3,379 1987198710/04/2019
San Antonio Healthcare Facility VSan Antonio Healthcare Facility VSan Antonio, TX— (a)3,273 19,697 1,023 3,273 20,720 23,993 1,849 201710/04/2019San Antonio Healthcare Facility VSan Antonio, TX— (a)(a)3,273 19,697 19,697 1,023 1,023 3,273 3,273 20,720 20,720 23,993 23,993 2,469 2,469 2017201710/04/2019
Santa Rosa Beach Healthcare FacilitySanta Rosa Beach Healthcare FacilitySanta Rosa Beach, FL— (a)741 3,049 — 741 3,049 3,790 249 200310/04/2019Santa Rosa Beach Healthcare FacilitySanta Rosa Beach, FL—   741 3,049 3,049 — — 741 741 3,049 3,049 3,790 3,790 326 326 2003200310/04/2019
Savannah Healthcare FacilitySavannah Healthcare FacilitySavannah, GA— (a)2,300 20,186 — 2,300 20,186 22,486 1,653 201410/04/2019Savannah Healthcare FacilitySavannah, GA—   2,300 20,186 20,186 — — 2,300 2,300 20,186 20,186 22,486 22,486 2,168 2,168 2014201410/04/2019
Sturgeon Bay Healthcare FacilitySturgeon Bay Healthcare FacilitySturgeon Bay, WI— (a)248 700 — 248 700 948 84 200710/04/2019Sturgeon Bay Healthcare FacilitySturgeon Bay, WI— (a)(a)248 700 700 — — 248 248 700 700 948 948 111 111 2007200710/04/2019
Victoria Healthcare FacilityVictoria Healthcare FacilityVictoria, TX— (a)328 12,908 — 328 12,908 13,236 1,078 201310/04/2019Victoria Healthcare FacilityVictoria, TX— (a)(a)328 12,908 12,908 — — 328 328 12,908 12,908 13,236 13,236 1,414 1,414 2013201310/04/2019
Victoria Healthcare Facility IIVictoria Healthcare Facility IIVictoria, TX— (a)446 12,986 — 446 12,986 13,432 1,074 199810/04/2019Victoria Healthcare Facility IIVictoria, TX— (a)(a)446 12,986 12,986 — — 446 446 12,986 12,986 13,432 13,432 1,409 1,409 1998199810/04/2019
Webster Healthcare Facility IIWebster, TX— (a)7,371 243,983 4,584 7,371 248,567 255,938 19,913 2014201910/04/2019
Wilkes-Barre Healthcare FacilityWilkes-Barre Healthcare FacilityMountain Top, PA— (a)821 4,139 — 821 4,139 4,960 388 201210/04/2019Wilkes-Barre Healthcare FacilityMountain Top, PA— (a)(a)821 4,139 4,139 — — 821 821 4,139 4,139 4,960 4,960 509 509 2012201210/04/2019
Yucca Valley Healthcare FacilityYucca Valley Healthcare FacilityYucca Valley, CA— (a)901 4,788 — 901 4,788 5,689 465 200910/04/2019Yucca Valley Healthcare FacilityYucca Valley, CA—   901 4,788 4,788 (4,310)(4,310)241 241 1,138 1,138 1,379 1,379 19 19 2009200910/04/2019
Tucson Healthcare Facility IITucson Healthcare Facility IITucson, AZ— (a)— — 25,324 — 25,324 25,324 1,102 202112/26/2019Tucson Healthcare Facility IITucson, AZ— (a)(a)— — — 25,324 25,324 — — 25,324 25,324 25,324 25,324 1,735 1,735 2021202112/26/2019
Tucson Healthcare Facility IIITucson Healthcare Facility IIITucson, AZ— (a)1,763 — 8,177 1,763 8,177 9,940 668 202012/27/2019Tucson Healthcare Facility IIITucson, AZ— (a)(a)1,763 — — 8,177 8,177 1,763 1,763 8,177 8,177 9,940 9,940 983 983 2020202012/27/2019
Grimes Healthcare FacilityGrimes Healthcare FacilityGrimes, IA— (a)831 3,690 — 831 3,690 4,521 309 201802/19/2020Grimes Healthcare FacilityGrimes, IA— (a)(a)831 3,690 3,690 — — 831 831 3,690 3,690 4,521 4,521 417 417 2018201802/19/2020
Tampa Healthcare FacilityTampa Healthcare FacilityTampa, FL— (a)— 10,297 — — 10,297 10,297 1,140 201509/08/2020
Tucson Healthcare Facility IVTucson Healthcare Facility IVTucson, AZ— — 58 18,057 — 18,115 18,115 1,289 202212/22/2020
Greenwood Healthcare FacilityGreenwood Healthcare FacilityGreenwood, IN— (a)1,603 22,588 — 1,603 22,588 24,191 1,591 2008201804/19/2021
Clive Healthcare Facility IIClive Healthcare Facility IIClive, IA— (a)1,555 17,898 — 1,555 17,898 19,453 1,073 200812/08/2021
S-3

Table of Contents
Initial CostCost
Capitalized
Subsequent to
Acquisition (b)
Gross Amount
Carried at
December 31, 2022
Initial Cost
Property DescriptionProperty DescriptionLocationEncumbrancesLandBuildings and
Improvements
Cost
Capitalized
Subsequent to
Acquisition (b)
LandBuildings and
Improvements (c)
TotalAccumulated
Depreciation (d)
Year
Constructed
Year
Renovated
Date
Acquired
Tampa Healthcare FacilityTampa, FL— (a)— 10,297 — 10,297 10,297 794 201509/08/2020
Tucson Healthcare Facility IVTucson, AZ— — 58 17,445 — 17,503 17,503 558 202212/22/2020
Greenwood Healthcare FacilityGreenwood, IN— (a)1,603 22,588 — 1,603 22,588 24,191 1,004 2008201804/19/2021
Clive Healthcare Facility IIClive, IA— (a)1,555 17,898 — 1,555 17,898 19,453 547 200812/08/2021
Property Description
Property DescriptionLocationEncumbrancesLandBuildings and
Improvements
LandBuildings and
Improvements (c)
TotalAccumulated
Depreciation (d)
Year
Constructed
Year
Renovated
Date
Acquired
Clive Healthcare Facility IIIClive Healthcare Facility IIIClive, IA— (a)843 12,299 — 843 12,299 13,142 322 200812/08/2021Clive Healthcare Facility IIIClive, IA— (a)(a)843 12,299 12,299 57 57 843 843 12,356 12,356 13,199 13,199 634 634 2008200812/08/2021
Clive Healthcare Facility IVClive Healthcare Facility IVClive, IA— (a)720 7,863 — 720 7,863 8,583 255 2009201812/08/2021Clive Healthcare Facility IVClive, IA— (a)(a)720 7,863 7,863 — — 720 720 7,863 7,863 8,583 8,583 499 499 20092009201812/08/2021
Clive Undeveloped LandClive Undeveloped LandClive, IA— 1,061 — — 1,061 — 1,061 — 12/08/2021Clive Undeveloped LandClive, IA— 1,061 1,061 — — — — 1,061 1,061 — — 1,061 1,061 — — 12/08/2021
Clive Undeveloped Land IIClive Undeveloped Land IIClive, IA— 460 — — 460 — 460 — 12/08/2021Clive Undeveloped Land IIClive, IA— 460 460 — — — — 460 460 — — 460 460 — — 12/08/2021
Yukon Healthcare FacilityYukon Healthcare FacilityYukon, OK— 1,288 16,779 — 1,288 16,779 18,067 369 202003/10/2022Yukon Healthcare FacilityYukon, OK— 1,288 1,288 16,779 16,779 — — 1,288 1,288 16,779 16,779 18,067 18,067 835 835 2020202003/10/2022
Pleasant Hills Healthcare FacilityPleasant Hills Healthcare FacilityPleasant Hills, PA— 922 12,905 — 922 12,905 13,827 270 201505/12/2022Pleasant Hills Healthcare FacilityPleasant Hills, PA— 922 922 12,905 12,905 — — 922 922 12,905 12,905 13,827 13,827 701 701 2015201505/12/2022
Prosser Healthcare Facility IProsser Healthcare Facility IProsser, WA— 282 1,933 — 282 1,933 2,215 40 202005/20/2022Prosser Healthcare Facility IProsser, WA— 282 282 1,933 1,933 — — 282 282 1,933 1,933 2,215 2,215 105 105 2020202005/20/2022
Prosser Healthcare Facility IIProsser Healthcare Facility IIProsser, WA— 95 3,374 — 95 3,374 3,469 68 2013201905/20/2022Prosser Healthcare Facility IIProsser, WA— 95 95 3,374 3,374 — — 95 95 3,374 3,374 3,469 3,469 176 176 20132013201905/20/2022
Prosser Healthcare Facility IIIProsser Healthcare Facility IIIProsser, WA— 59 2,070 — 59 2,070 2,129 41 201305/20/2022Prosser Healthcare Facility IIIProsser, WA— 59 59 2,070 2,070 — — 59 59 2,070 2,070 2,129 2,129 107 107 2013201305/20/2022
Tampa Healthcare Facility IITampa Healthcare Facility IITampa, FL— — 47,042 — — 47,042 47,042 572 202207/20/2022Tampa Healthcare Facility IITampa, FL— — — 47,042 47,042 — — — — 47,042 47,042 47,042 47,042 1,821 1,821 2022202207/20/2022
Escondido Healthcare FacilityEscondido Healthcare FacilityEscondido, CA— — 57,675 — — 57,675 57,675 680 202107/21/2022Escondido Healthcare FacilityEscondido, CA— — — 57,675 57,675 — — — — 57,675 57,675 57,675 57,675 2,163 2,163 2021202107/21/2022
$— $167,362 $1,857,705 $64,133 $163,419 $1,925,781 $2,089,200 $209,118 
West Palm Beach Healthcare FacilityWest Palm Beach Healthcare FacilityWest Palm Beach, FL— 2,064 7,011 30 2,065 7,040 9,105 107 19992007/201906/15/2023
Burr Ridge Healthcare FacilityBurr Ridge Healthcare FacilityBurr Ridge, IL— 4,828 46,152 — 4,828 46,152 50,980 387 201009/27/2023
$
(a)Property is contributed to the pool of unencumbered properties of the Company's credit facility. As of December 31, 2022, 1242023, 111 commercial real estate properties were contributed to the pool of unencumbered properties under the Company's credit facility and wethe Company had an outstanding principal balance of $583,000,000.$525,000,000.
(b)The reduction to costs capitalized subsequent to acquisition primarily include impairment charges, property dispositions and other adjustments.
(c)The aggregated cost for federal income tax purposes is approximately $2,284,522,000$2,011,524,000 (unaudited).
(d)The Company’s assets are depreciated or amortized using the straight-line method over the useful lives of the assets by class. Generally, buildings and improvements are depreciated over 15-40 years and tenant improvements are depreciated over the shorter of lease term or expected useful life.
(e)Property is currently under renovation.
S-4

Table of Contents
NOTES TO SCHEDULE III — REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION
December 31, 20222023
(in thousands)
Year Ended December 31,
202220212020
Year Ended December 31,Year Ended December 31,
2023202320222021
Real Estate:Real Estate:
Balance at beginning of yearBalance at beginning of year$2,015,330 $2,890,958 $2,896,766 
Balance at beginning of year
Balance at beginning of year
Additions:Additions:
Acquisitions
Acquisitions
AcquisitionsAcquisitions144,424 66,890 14,876 
ImprovementsImprovements4,735 23,288 31,260 
Other adjustmentsOther adjustments182 978 — 
Deductions:Deductions:
Impairment
Impairment
ImpairmentImpairment(53,230)(29,673)— 
DispositionsDispositions(22,241)(936,594)(51,944)
Other adjustmentsOther adjustments— (517)— 
Balance at end of yearBalance at end of year$2,089,200 $2,015,330 $2,890,958 
Accumulated Depreciation:Accumulated Depreciation:
Accumulated Depreciation:
Accumulated Depreciation:
Balance at beginning of year
Balance at beginning of year
Balance at beginning of yearBalance at beginning of year$(165,784)$(197,134)$(128,304)
Additions:Additions:
DepreciationDepreciation(51,584)(56,999)(69,623)
Depreciation
Depreciation
Deductions:Deductions:
Impairment
Impairment
ImpairmentImpairment8,250 2,507 — 
DispositionsDispositions— 85,325 793 
Other adjustmentsOther adjustments— 517 — 
Balance at end of yearBalance at end of year$(209,118)$(165,784)$(197,134)

S-5

Table of Contents
EXHIBIT INDEX
Effective September 30, 2020, Carter Validus Mission Critical REIT II, Inc., Carter Validus Operating Partnership II, LP, CVMC REIT II, LLC, CVOP Partner, LLC, Carter/Validus Operating Partnership, LP and CV Manager, LLC changed their names to Sila Realty Trust, Inc., Sila Realty Operating Partnership, LP, Sila REIT, LLC, Sila Partner, LLC, Sila Operating Partnership, LP and Sila Realty Management Company, LLC, respectively. With respect to documents executed prior to the name change, the following Exhibit List refers to the entity names used prior to the name changes in order to accurately reflect the names of the entities that appear on such documents.

Item 6. Exhibits.
Exhibit
No:
 
3.1
3.2
4.1
4.2
4.3
4.4
4.5
4.6
4.6
4.7
4.7*4.8
10.1†
10.1†
10.1.1†
10.2†


Table of Contents
10.2.1†
10.3†
10.3.1†
10.210.4
10.4.1
10.3
10.5
10.5.1
10.4
10.6


Table of Contents
10.510.7
10.610.8
10.8.1
10.7


Table of Contents
10.9
10.8†21.1
10.9†23.1*
21.1*
23.1*
31.1*
31.2*
32.1**
32.2**
99.1*
101.INS*XBRL Instance Document
101.SCH*Inline XBRL Taxonomy Extension Schema Document
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101).
*Filed herewith.
**Furnished herewith in accordance with Item 601(b)(32) of Regulation S-K, this Exhibit is not deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. Such certifications will not be deemed incorporated by reference into any filing under the Securities Act, except to the extent that the registrant specifically incorporates it by reference.
Management contract or compensatory plan.


Table of Contents
Item 16. Form 10-K Summary.
The Company has elected not to provide summary information.



SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
SILA REALTY TRUST, INC.
(Registrant)
Date: March 16, 20236, 2024By:/s/    MICHAEL A. SETON
Michael A. Seton
Chief Executive Officer
(Principal Executive Officer)
Date: March 16, 20236, 2024By:/s/    KAY C. NEELY
Kay C. Neely
Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
NameCapacityDate
/s/    MICHAEL A. SETONChief Executive Officer, Director and PresidentMarch 16, 20236, 2024
Michael A. Seton(Principal Executive Officer)
/s/    KAY C. NEELYChief Financial Officer, Executive Vice President and TreasurerMarch 16, 20236, 2024
Kay C. Neely(Principal Financial Officer and
Principal Accounting Officer)
/s/    JONATHAN KUCHINChairmanChair of the Board of DirectorsMarch 16, 20236, 2024
Jonathan Kuchin
/s/    Z. JAMIE BEHARDirectorMarch 16, 20236, 2024
Z. Jamie Behar
/s/    ADRIENNE KIRBYDirectorMarch 16, 20236, 2024
Adrienne Kirby
/s/    VERETT MIMSDirectorMarch 16, 20236, 2024
Verett Mims
/s/    ROGER PRATTDirectorMarch 16, 20236, 2024
Roger Pratt