Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 03, 2023 | |
Document Information [Line Items] | ||
Entity Registrant Name | SPIRIT REALTY CAPITAL, INC. | |
Entity Central Index Key | 0001308606 | |
Entity Current Reporting Status | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 141,331,358 | |
Entity File Number | 001-36004 | |
Entity Tax Identification Number | 20-1676382 | |
Entity Incorporation, State or Country Code | MD | |
Entity Address, Address Line One | 2727 North Harwood Street | |
Entity Address, Address Line Two | Suite 300 | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75201 | |
City Area Code | 972 | |
Local Phone Number | 476-1900 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Common Stock | ||
Document Information [Line Items] | ||
Trading Symbol | SRC | |
Title of 12(b) Security | Common stock, par value $0.05 per share | |
Security Exchange Name | NYSE | |
6.000% Series A Cumulative Redeemable Preferred Stock | ||
Document Information [Line Items] | ||
Trading Symbol | SRC-A | |
Title of 12(b) Security | 6.000% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share | |
Security Exchange Name | NYSE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Real estate assets held for investment: | ||
Land and improvements | $ 2,759,425 | $ 2,740,250 |
Buildings and improvements | 6,050,616 | 5,892,117 |
Less: accumulated depreciation | (1,310,816) | (1,211,061) |
Total real estate assets held for investment, net | 7,499,225 | 7,421,306 |
Intangible lease assets, net | 403,509 | 423,870 |
Real estate assets under direct financing leases, net | 7,412 | 7,427 |
Real estate assets held for sale, net | 40,321 | 49,148 |
Loans receivable, net | 68,308 | 23,023 |
Total investments, net | 8,018,775 | 7,924,774 |
Cash and cash equivalents | 174,557 | 8,770 |
Deferred costs and other assets, net | 276,424 | 313,722 |
Goodwill | 225,600 | 225,600 |
Total assets | 8,695,356 | 8,472,866 |
Liabilities: | ||
Revolving credit facilities | 55,500 | |
Term loans, net | 1,089,146 | 792,309 |
Senior Unsecured Notes, net | 2,724,500 | 2,722,514 |
Mortgages payable, net | 4,694 | 4,986 |
Total debt, net | 3,818,340 | 3,575,309 |
Intangible lease liabilities, net | 110,623 | 118,077 |
Accounts payable, accrued expenses and other liabilities | 225,931 | 218,164 |
Total liabilities | 4,154,894 | 3,911,550 |
Commitments and contingencies (see Note 6) | ||
Stockholders’ equity: | ||
Preferred stock and paid in capital, $0.01 par value, 20,000,000 shares authorized: 6,900,000 shares issued and outstanding at both June 30, 2023 and December 31, 2022 | 166,177 | 166,177 |
Common stock, $0.05 par value, 350,000,000 shares authorized: 141,331,358 and 141,231,219 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively | 7,067 | 7,062 |
Capital in excess of common stock par value | 7,295,822 | 7,285,629 |
Accumulated deficit | (2,975,640) | (2,931,640) |
Accumulated other comprehensive income | 47,036 | 34,088 |
Total stockholders’ equity | 4,540,462 | 4,561,316 |
Total liabilities and stockholders’ equity | $ 8,695,356 | $ 8,472,866 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Stockholders’ equity: | ||
Preferred stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 6,900,000 | 6,900,000 |
Preferred stock, shares outstanding | 6,900,000 | 6,900,000 |
Common stock, par value per share (in USD per share) | $ 0.05 | $ 0.05 |
Common stock, shares authorized | 350,000,000 | 350,000,000 |
Common stock, shares issued | 141,331,358 | 141,231,219 |
Common stock, shares outstanding | 141,331,358 | 141,231,219 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | ||
Revenues: | |||||
Rental income | $ 186,266 | $ 173,559 | $ 373,560 | $ 340,634 | |
Interest income on loans receivable | 1,596 | 522 | 2,413 | 841 | |
Earned income from direct financing leases | 131 | 131 | 262 | 262 | |
Other operating income | 1,308 | 723 | 1,355 | 1,594 | |
Total revenues | 189,301 | 174,935 | 377,590 | 343,331 | |
Expenses: | |||||
General and administrative | 15,075 | 13,421 | 30,954 | 28,095 | |
Property costs (including reimbursable) | 8,082 | 6,950 | 15,695 | 15,205 | |
Deal pursuit costs | 259 | 655 | 832 | 1,020 | |
Interest | 34,527 | 27,594 | 68,074 | 53,617 | |
Depreciation and amortization | 78,944 | 72,898 | 157,157 | 142,006 | |
Impairments | 11,539 | 9,398 | 16,794 | 9,525 | |
Total expenses | 148,426 | 130,916 | 289,506 | 249,468 | |
Other income: | |||||
Loss on debt extinguishment | 0 | (172) | |||
Gain on disposition of assets | 13,602 | 38,928 | 62,789 | 39,805 | |
Other income | 5,679 | ||||
Total other income | 13,602 | 38,928 | 62,789 | 45,312 | |
Income before income tax expense | 54,477 | 82,947 | 150,873 | 139,175 | |
Income tax expense | (296) | (207) | (519) | (379) | |
Net income | 54,181 | 82,740 | 150,354 | 138,796 | |
Dividends paid to preferred shareholders | (2,588) | (2,588) | (5,176) | (5,176) | |
Net income attributable to common stockholders | $ 51,593 | $ 80,152 | $ 145,178 | $ 133,620 | |
Net income per share attributable to common stockholders: | |||||
Basic (in USD per share) | $ 0.36 | $ 0.6 | $ 1.03 | $ 1.02 | |
Diluted (in USD per share) | $ 0.36 | $ 0.6 | $ 1.03 | $ 1.02 | |
Weighted average shares of common stock outstanding: | |||||
Basic (in shares) | 141,103,715 | 134,147,541 | 141,079,915 | 131,066,799 | |
Diluted (in shares) | [1] | 141,103,715 | 134,219,450 | 141,079,915 | 131,307,057 |
Dividends declared per common share/per partnership unit issued (in USD per share) | $ 0.663 | $ 0.638 | $ 1.326 | $ 1.276 | |
[1] Assumes the most dilutive issuance of potentially issuable shares between the two-class and treasury stock method unless the result would be anti-dilutive. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income attributable to common stockholders | $ 51,593 | $ 80,152 | $ 145,178 | $ 133,620 |
Other comprehensive income: | ||||
Net reclassification of amounts from AOCIL | 23,534 | 702 | 12,948 | 1,404 |
Total comprehensive income | $ 75,127 | $ 80,854 | $ 158,126 | $ 135,024 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Preferred Stock | Common Stock | Capital in Excess of Par Value | Accumulated Deficit | AOCIL |
Beginning balance, value at Dec. 31, 2021 | $ 3,999,799 | $ 166,177 | $ 6,385 | $ 6,673,440 | $ (2,840,356) | $ (5,847) |
Preferred shares outstanding, beginning balance at Dec. 31, 2021 | 6,900,000 | |||||
Common shares outstanding, beginning balance at Dec. 31, 2021 | 127,699,235 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 56,056 | 56,056 | ||||
Dividends declared on preferred stock | (2,588) | (2,588) | ||||
Net income attributable to common stockholders | 53,468 | 53,468 | ||||
Other comprehensive income (Loss) | 702 | 702 | ||||
Dividends declared on common stock | (85,688) | (85,688) | ||||
Tax withholdings related to net stock settlements | (6,410) | $ (2) | (6,408) | |||
Tax withholdings related to net stock settlements (in shares) | (39,028) | |||||
Issuance of shares of common stock, net | 299,768 | $ 328 | 299,440 | |||
Issuance of shares of common stock, net (in shares) | 6,559,406 | |||||
Stock-based compensation, net | 3,529 | $ 4 | 4,021 | (496) | ||
Stock-based compensation, net (in shares) | 86,888 | |||||
Ending balance, value at Mar. 31, 2022 | 4,265,168 | $ 166,177 | $ 6,715 | 6,976,901 | (2,879,480) | (5,145) |
Preferred shares outstanding, ending balance at Mar. 31, 2022 | 6,900,000 | |||||
Common shares outstanding, ending balance at Mar. 31, 2022 | 134,306,501 | |||||
Beginning balance, value at Dec. 31, 2021 | 3,999,799 | $ 166,177 | $ 6,385 | 6,673,440 | (2,840,356) | (5,847) |
Preferred shares outstanding, beginning balance at Dec. 31, 2021 | 6,900,000 | |||||
Common shares outstanding, beginning balance at Dec. 31, 2021 | 127,699,235 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 138,796 | |||||
Net income attributable to common stockholders | 133,620 | |||||
Other comprehensive income (Loss) | 1,404 | |||||
Ending balance, value at Jun. 30, 2022 | 4,352,871 | $ 166,177 | $ 6,817 | 7,071,150 | (2,886,830) | (4,443) |
Preferred shares outstanding, ending balance at Jun. 30, 2022 | 6,900,000 | |||||
Common shares outstanding, ending balance at Jun. 30, 2022 | 136,341,685 | |||||
Beginning balance, value at Dec. 31, 2021 | 3,999,799 | $ 166,177 | $ 6,385 | 6,673,440 | (2,840,356) | (5,847) |
Preferred shares outstanding, beginning balance at Dec. 31, 2021 | 6,900,000 | |||||
Common shares outstanding, beginning balance at Dec. 31, 2021 | 127,699,235 | |||||
Ending balance, value at Dec. 31, 2022 | $ 4,561,316 | $ 166,177 | $ 7,062 | 7,285,629 | (2,931,640) | 34,088 |
Preferred shares outstanding, ending balance at Dec. 31, 2022 | 6,900,000 | 6,900,000 | ||||
Common shares outstanding, ending balance at Dec. 31, 2022 | 141,231,219 | 141,231,219 | ||||
Beginning balance, value at Mar. 31, 2022 | $ 4,265,168 | $ 166,177 | $ 6,715 | 6,976,901 | (2,879,480) | (5,145) |
Preferred shares outstanding, beginning balance at Mar. 31, 2022 | 6,900,000 | |||||
Common shares outstanding, beginning balance at Mar. 31, 2022 | 134,306,501 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 82,740 | 82,740 | ||||
Dividends declared on preferred stock | (2,588) | (2,588) | ||||
Net income attributable to common stockholders | 80,152 | 80,152 | ||||
Other comprehensive income (Loss) | 702 | 702 | ||||
Dividends declared on common stock | (86,987) | (86,987) | ||||
Tax withholdings related to net stock settlements | (17) | (17) | ||||
Tax withholdings related to net stock settlements (in shares) | (403) | |||||
Issuance of shares of common stock, net | 89,964 | $ 100 | 89,864 | |||
Issuance of shares of common stock, net (in shares) | 1,999,996 | |||||
Stock-based compensation, net | 3,889 | $ 2 | 4,385 | (498) | ||
Stock-based compensation, net (in shares) | 35,591 | |||||
Ending balance, value at Jun. 30, 2022 | 4,352,871 | $ 166,177 | $ 6,817 | 7,071,150 | (2,886,830) | (4,443) |
Preferred shares outstanding, ending balance at Jun. 30, 2022 | 6,900,000 | |||||
Common shares outstanding, ending balance at Jun. 30, 2022 | 136,341,685 | |||||
Beginning balance, value at Dec. 31, 2022 | $ 4,561,316 | $ 166,177 | $ 7,062 | 7,285,629 | (2,931,640) | 34,088 |
Preferred shares outstanding, beginning balance at Dec. 31, 2022 | 6,900,000 | 6,900,000 | ||||
Common shares outstanding, beginning balance at Dec. 31, 2022 | 141,231,219 | 141,231,219 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | $ 96,173 | 96,173 | ||||
Dividends declared on preferred stock | (2,588) | (2,588) | ||||
Net income attributable to common stockholders | 93,585 | 93,585 | ||||
Other comprehensive income (Loss) | (10,586) | (10,586) | ||||
Dividends declared on common stock | (93,675) | (93,675) | ||||
Tax withholdings related to net stock settlements | (1,312) | $ (2) | (1,310) | |||
Tax withholdings related to net stock settlements (in shares) | (30,279) | |||||
Stock-based compensation, net | 4,571 | $ 5 | 5,225 | (659) | ||
Stock-based compensation, net (in shares) | 98,982 | |||||
Ending balance, value at Mar. 31, 2023 | 4,553,899 | $ 166,177 | $ 7,065 | 7,290,854 | (2,933,699) | 23,502 |
Preferred shares outstanding, ending balance at Mar. 31, 2023 | 6,900,000 | |||||
Common shares outstanding, ending balance at Mar. 31, 2023 | 141,299,922 | |||||
Beginning balance, value at Dec. 31, 2022 | $ 4,561,316 | $ 166,177 | $ 7,062 | 7,285,629 | (2,931,640) | 34,088 |
Preferred shares outstanding, beginning balance at Dec. 31, 2022 | 6,900,000 | 6,900,000 | ||||
Common shares outstanding, beginning balance at Dec. 31, 2022 | 141,231,219 | 141,231,219 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | $ 150,354 | |||||
Net income attributable to common stockholders | 145,178 | |||||
Other comprehensive income (Loss) | 12,948 | |||||
Tax withholdings related to net stock settlements | (1,500) | |||||
Ending balance, value at Jun. 30, 2023 | $ 4,540,462 | $ 166,177 | $ 7,067 | 7,295,822 | (2,975,640) | 47,036 |
Preferred shares outstanding, ending balance at Jun. 30, 2023 | 6,900,000 | 6,900,000 | ||||
Common shares outstanding, ending balance at Jun. 30, 2023 | 141,331,358 | 141,331,358 | ||||
Beginning balance, value at Mar. 31, 2023 | $ 4,553,899 | $ 166,177 | $ 7,065 | 7,290,854 | (2,933,699) | 23,502 |
Preferred shares outstanding, beginning balance at Mar. 31, 2023 | 6,900,000 | |||||
Common shares outstanding, beginning balance at Mar. 31, 2023 | 141,299,922 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 54,181 | 54,181 | ||||
Dividends declared on preferred stock | (2,588) | (2,588) | ||||
Net income attributable to common stockholders | 51,593 | 51,593 | ||||
Other comprehensive income (Loss) | 23,534 | 23,534 | ||||
Dividends declared on common stock | (93,700) | (93,700) | ||||
Tax withholdings related to net stock settlements | (145) | (145) | ||||
Tax withholdings related to net stock settlements (in shares) | (3,825) | |||||
Stock-based compensation, net | 5,281 | $ 2 | 4,968 | 311 | ||
Stock-based compensation, net (in shares) | 35,261 | |||||
Ending balance, value at Jun. 30, 2023 | $ 4,540,462 | $ 166,177 | $ 7,067 | $ 7,295,822 | $ (2,975,640) | $ 47,036 |
Preferred shares outstanding, ending balance at Jun. 30, 2023 | 6,900,000 | 6,900,000 | ||||
Common shares outstanding, ending balance at Jun. 30, 2023 | 141,331,358 | 141,331,358 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Operating activities | ||||
Net income | $ 54,181 | $ 82,740 | $ 150,354 | $ 138,796 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 78,944 | 72,898 | 157,157 | 142,006 |
Impairments | 11,539 | 9,398 | 16,794 | 9,525 |
Amortization of deferred financing costs | 1,865 | 1,240 | 3,619 | 2,162 |
Amortization of debt discounts | 328 | 316 | 652 | 629 |
Amortization of deferred losses on interest rate swaps | 702 | 702 | 1,404 | 1,404 |
Stock-based compensation expense | 10,200 | 8,412 | ||
Loss on debt extinguishment | 0 | 172 | ||
Gain on dispositions of real estate and other assets | (13,602) | (38,928) | (62,789) | (39,805) |
Non-cash revenue | (18,589) | (18,815) | ||
Other | 24 | |||
Changes in operating assets and liabilities: | ||||
Deferred costs and other assets, net | 3,781 | (2,627) | ||
Accounts payable, accrued expenses and other liabilities | (1,861) | (17,517) | ||
Net cash provided by operating activities | 260,746 | 224,342 | ||
Investing activities | ||||
Acquisitions of real estate | (323,639) | (872,742) | ||
Capitalized real estate expenditures | (38,031) | (37,319) | ||
Investments in loans receivable | (13,672) | (12,700) | ||
Proceeds from dispositions of real estate | 177,838 | 111,244 | ||
Net cash used in investing activities | (197,504) | (811,517) | ||
Financing activities | ||||
Borrowings under revolving credit facilities | 424,000 | 991,600 | ||
Repayments under revolving credit facilities | (479,500) | (585,500) | ||
Repayments under mortgages payable | (274) | (258) | ||
Borrowings under term loans | 300,000 | |||
Deferred financing costs | (269) | (8,692) | ||
Proceeds from issuance of common stock, net of offering costs | 389,674 | |||
Repurchase of shares of common stock, including tax withholdings related to net stock settlements | (1,457) | (6,427) | ||
Common stock dividends paid | (187,317) | (168,884) | ||
Preferred stock dividends paid | (5,176) | (5,176) | ||
Net cash provided by financing activities | 50,007 | 606,337 | ||
Net increase in cash, cash equivalents and restricted cash | 113,249 | 19,162 | ||
Cash, cash equivalents and restricted cash, beginning of period | 61,953 | 17,799 | ||
Cash, cash equivalents and restricted cash, end of period | 175,202 | 36,961 | 175,202 | 36,961 |
Cash paid for interest, net of interest capitalized | 70,498 | 49,241 | ||
Interest capitalized | 720 | 326 | ||
Cash paid for income taxes | 773 | 527 | ||
Supplemental Disclosures of Non-Cash Activities: | ||||
Dividends declared and unpaid | $ 93,700 | $ 86,987 | 93,700 | 86,987 |
Accrued capitalized costs | 31,737 | 14,749 | ||
Accrued market-based award dividend rights | 348 | $ 994 | ||
Derivative changes in fair value | 11,544 | |||
Financing provided in connection with disposition of assets | 33,000 | |||
Right-of-use assets | 6,086 | |||
Right-of-use liabilities | $ 6,086 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||||
Net Income (Loss) | $ 54,181 | $ 96,173 | $ 82,740 | $ 56,056 | $ 150,354 | $ 138,796 |
Insider Trading Arrangements
Insider Trading Arrangements | 6 Months Ended |
Jun. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Organization
Organization | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | NOTE 1. ORGANIZATION Organization and Operations Spirit Realty Capital, Inc. (the "Corporation" or "Spirit" or, with its consolidated subsidiaries, the "Company") operates as a self-administered and self-managed REIT that seeks to generate sustainable and attractive returns for stockholders by primarily investing in and managing a portfolio of single-tenant, operationally essential real estate throughout the United States that is generally leased on a long-term, triple-net basis to tenants operating retail, industrial and other property types. Single-tenant, operationally essential real estate refers to free-standing, commercial real estate facilities where tenants conduct activities that are essential to the generation of their sales and profits. The Company’s operations are generally carried out through Spirit Realty, L.P. (the "Operating Partnership") and its subsidiaries. Spirit General OP Holdings, LLC, one of the Corporation’s wholly-owned subsidiaries, is the sole general partner and owns approximately 1 % of the Operating Partnership. The Corporation and a wholly-owned subsidiary (Spirit Notes Partner, LLC) are the only limited partners and, together, own the remaining 99 % of the Operating Partnership . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACOUNTING POLICIES Basis of Accounting The consolidated financial statements of the Company have been prepared on the accrual basis of accounting, in accordance with GAAP. In the opinion of management, the consolidated financial statements include the normal, recurring adjustments necessary for fair statement of the information required to be set forth therein. The results for interim periods are not necessarily indicative of the results for the entire year. Certain information and note disclosures, normally included in financial statements prepared in accordance with GAAP, have been condensed or omitted from these statements pursuant to SEC rules and regulations and, accordingly, these financial statements should be read in conjunction with the Company’s audited consolidated financial statements as filed with the SEC in its Annual Report on Form 10-K for the year ended December 31, 2022. Principles of Consolidation The consolidated financial statements of the Company include the accounts of the Corporation and its wholly-owned subsidiaries, including the Operating Partnership. All significant intercompany balances and transactions have been eliminated in consolidation. The consolidated financial statements include certain special purpose entities that were formed to acquire and hold real estate encumbered by indebtedness (see Note 4). Each special purpose entity is a separate legal entity and is the sole owner of its assets and responsible for its liabilities. The assets of these special purpose entities are not available to pay, or otherwise satisfy obligations to, the creditors of any affiliate or owner of another entity unless the special purpose entities have expressly agreed and are permitted to do so under their governing documents. As of June 30, 2023 and December 31, 2022 , net assets totaling $ 11.3 million and $ 11.7 million, respectively, were held, and net liabilities totaling $ 4.7 million and $ 4.9 million, respectively, were owed by these encumbered special purpose entities and are included in the consolidated balance sheets. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although management believes its estimates are reasonable, actual results could differ from those estimates. Segment Reporting The Company views its operations as one reportable segment, which consists of net leasing operations. Revenue Recognition Rental Income: Cash and Straight-line Rent The Company primarily leases real estate to its tenants under long-term, triple-net leases that are classified as operating leases. To evaluate lease classification, the Company assesses the terms and conditions of the lease to determine the appropriate lease term. Options to extend, terminate or purchase are not included in the evaluation for lease classification or for recognition of rental income unless the Company is reasonably certain the tenant will exercise the option. Evaluation of lease classification also requires an estimate of the real estate's residual value at the end of the lease term. For acquisitions, the Company uses the tangible value of the property at the date of acquisition. For lease modifications, the Company generally uses sales comparables or a direct capitalization approach to estimate residual value. The Company’s leases generally provide for rent escalations throughout the term of the lease. For leases with fixed escalators, rental income is recognized on a straight-line basis to produce a constant periodic rent over the term of the lease. Accordingly, the difference between rental income recognized on a straight-line basis and billed rents is recorded as rent receivables, which the Company will receive only if the tenant makes all rent payments required through the initial term of their lease. For leases with variable rent escalators, rental income typically increases at a multiple of any increase in the CPI over a specified period. Because of the volatility and uncertainty regarding future changes in the CPI and the Company’s inability to determine the extent to which any specific future change in the CPI is probable, increases from variable rent escalators are recognized when the changes in the rental rates have occurred. Some of the Company’s leases also provide for contingent rent based on a percentage of the tenant’s gross sales, which is recognized as rental income when the factor on which the contingent lease payment is based has occurred. Rental income is subject to an evaluation for collectability, which includes management’s estimates of amounts that will not be realized based on an assessment of the risks inherent in the portfolio, considering historical experience, as well as the tenant's payment history and financial condition. The Company does not recognize rental income for amounts that are not probable of collection. Rental Income: Tenant Reimbursement Revenue Under a triple-net lease, the tenant is typically responsible for all improvements and is contractually obligated to pay all property operating expenses, such as real estate taxes, insurance premiums and repair and maintenance costs. Certain leases contain additional amounts recoverable from tenants for common area maintenance and certain other expenses, which are non-lease components. The Company elected to combine all its non-lease components, which were determined to have the same pattern of transfer as the related operating lease component, into a single combined lease component. Tenant reimbursement revenue is variable and is recognized in the period in which the related expenses are incurred, with the related expenses included in property costs (including reimbursable) on the consolidated statements of operations. Tenant reimbursements are recorded on a gross basis in instances when our tenants reimburse us for property costs which we incur. Tenant receivables are reduced for amounts that are not probable of collection. Rental Income: Intangible Amortization Amortization of above- and below-market lease intangibles are included as a decrease and increase, respectively, to rental revenue and amortization of in-place lease intangibles is included in depreciation and amortization expense in the consolidated statements of operations. All lease intangibles are amortized on a straight-line basis over the term of the lease, which includes any renewal options the Company is reasonably certain the tenant will exercise. If the Company subsequently determines it is reasonably certain that the tenant will not exercise the renewal options, the unamortized portion of any related lease intangible is accelerated over the remaining initial term of the lease. If the Company believes a lease intangible balance is no longer recoverable, the unamortized portion is immediately recognized in impairments in the consolidated statements of operations. Loans Receivable Interest on loans receivable is recognized using the effective interest rate method. A loan is placed on non-accrual status when the loan has become 60 days past due, or earlier if management determines that full recovery of the contractually specified payments of principal and interest is doubtful. While on non-accrual status, interest income is recognized only when received. Delinquent loans receivable are written off against the allowance when all possible means of collection have been exhausted. The Company evaluates its loans receivable balance, including accrued interest, for potential credit losses by analyzing the credit of the borrower, the remaining time to maturity of the loan, collateral value and quality (if any), and other relevant factors. Allowance for credit losses are recorded in impairments on the consolidated statement of operations. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents include cash and highly liquid investment securities with maturities at acquisition of three months or less. The Company invests cash primarily in money market funds of major financial institutions with fund investments consisting of highly-rated money market instruments and other short-term instruments. Restricted cash is classified within deferred costs and other assets, net in the consolidated balance sheets. Cash, cash equivalents and restricted cash consisted of the following (in thousands): June 30, December 31, June 30, Cash and cash equivalents $ 174,557 $ 8,770 $ 5,444 Restricted cash: 1031 Exchange proceeds — 53,183 29,170 Tenant security deposits 645 — — Funds held in escrow (1) — — 2,347 Total cash, cash equivalents and restricted cash $ 175,202 $ 61,953 $ 36,961 (1) Deposits related to acquisitions held in third-party escrow accounts. Tenant Receivables The Company reviews its rent and other tenant receivables for collectability on a regular basis, considering changes in factors such as the tenant’s payment history, the tenant’s financial condition, industry conditions in which the tenant operates and economic conditions in the geographic area in which the tenant operates. If a receivable is not probable of collection, a direct write-off of the receivable will be made. The Company had accounts receivable balances of $ 13.6 million and $ 18.2 million at June 30, 2023 and December 31, 2022 , respectively, after the impact of $ 2.0 million and $ 3.2 million of receivables, respectively, that were deemed not probable of collection. These receivables are recorded within deferred cost and other assets, net in the consolidated balance sheets. For receivable balances related to the straight-line method of recognizing rental income, the collectability is generally assessed in conjunction with the evaluation of rental income as described above. The Company had straight-line rent receivables of $ 178.4 million and $ 167.1 million at June 30, 2023 and December 31, 2022 , respectively, after the impact of $ 2.4 million and $ 1.3 million of receivables, respectively, that were deemed not probable of collection. These receivables are recorded within deferred costs and other assets, net in the consolidated balance sheets. Goodwill Goodwill arises from business combinations as the excess of the cost of an acquired entity over the net fair value amounts that were assigned to the identifiable assets acquired and the liabilities assumed. Goodwill is tested for impairment at the reporting unit level annually or between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying value. The Company performs a qualitative assessment to determine if the quantitative impairment test is necessary. The quantitative impairment test, if deemed necessary, compares the fair value of each reporting unit with its carrying amount and impairment is recognized as the amount by which the carrying amount exceeds the reporting unit’s fair value. No impairment was recorded for the periods presented. Income Taxes The Corporation has elected to be taxed as a REIT under the Code. As a REIT, the Corporation generally will not be subject to federal income tax provided it continues to satisfy certain tests concerning the Company’s sources of income, the nature of the Company’s assets, the amounts distributed to the Corporation’s stockholders and the ownership of Corporation stock. Management believes the Corporation has qualified and will continue to qualify as a REIT and, therefore, no provision has been made for federal income taxes in the consolidated financial statements. Even if the Corporation qualifies for taxation as a REIT, it may be subject to state and local income and franchise taxes, and to federal income tax and excise tax on its undistributed income. Taxable income earned by any of the Company's taxable REIT subsidiaries, including from non-REIT activities, is subject to federal, state and local taxes. Taxable income from non-REIT activities managed through any of the Company's taxable REIT subsidiaries is subject to federal, state and local taxes, which are not material. Earnings Per Share The Company’s unvested restricted common stock, which contains non-forfeitable rights to receive dividends, are considered participating securities requiring the two-class method of computing earnings per share. Under the two-class method, earnings per common share are computed by dividing the sum of distributed earnings to common stockholders and undistributed earnings allocated to common stockholders by the weighted average number of common shares outstanding for the period. In applying the two-class method, undistributed earnings are allocated to both common shares and participating securities based on their respective weighted average shares outstanding during the period. Under the terms of the Amended Incentive Award Plan, restricted stock awards are not allocated losses, including undistributed losses as a result of dividends declared exceeding net income. The Company uses net income attributable to common shareholders to determine whether potential common shares are dilutive or anti-dilutive and undistributed net income (loss) to determine whether undistributed earnings are allocable to participating securities. Forward Equity Sale Agreements The Corporation may enter into forward sale agreements for the sale and issuance of shares of our common stock, either through an underwritten public offering or through the 2021 ATM Program. These agreements may be physically settled in stock, settled in cash, or net share settled at the Company’s election. The Company evaluated the forward sale agreements and concluded they meet the conditions to be classified within stockholders’ equity. Prior to settlement, a forward sale agreement will be reflected in the diluted earnings per share calculations using the treasury stock method. Under this method, the number of shares of the Corporation’s common stock used in diluted earnings per share is deemed to be increased by the excess, if any, of the number of shares of the Corporation’s common stock that would be issued upon full physical settlement of such forward sale agreement over the number of shares of the Corporation’s common stock that could be purchased by the Company in the market (based on the average market price during the period) using the proceeds receivable upon full physical settlement (based on the adjusted forward sale price at the end of the reporting period). Consequently, prior to settlement of a forward sale agreement, there will be no dilutive effect on the Company’s earnings per share except during periods when the average market price of the Corporation’s common stock is above the adjusted forward sale price. However, upon settlement of a forward sales agreement, if the Corporation elects to physically settle or net share settle such forward sale agreement, delivery of the Corporation’s shares will result in dilution to the Company’s earnings per share. |
Investments
Investments | 6 Months Ended |
Jun. 30, 2023 | |
Real Estate [Abstract] | |
Investments | NOTE 3. INVESTMENTS Owned Properties As of June 30, 2023 , the Company's gross investment in owned real estate properties totaled $ 9.3 billion. The gross investment, as adjusted for any impairment, is comprised of land, buildings, lease intangible assets, lease intangible liabilities, real estate assets held under direct financing leases and real estate assets held for sale. The portfolio is geographically dispersed throughout 49 states with Texas, at 15.4 %, as the only state with a gross investment greater than 10.0 % of the total gross investment of the Company's entire portfolio. During the six months ended June 30, 2023, the Company had the following real estate activity (dollars in thousands): Number of Properties Dollar Amount of Investments Held in Use Held for Sale Total Held in Use Held for Sale Total Gross balance, December 31, 2022 2,098 17 2,115 $ 9,122,163 $ 61,581 $ 9,183,744 Acquisitions/improvements (1) 18 — 18 368,695 — 368,695 Dispositions of real estate (2) ( 37 ) ( 32 ) ( 69 ) ( 91,385 ) ( 80,600 ) ( 171,985 ) Transfers to Held for Sale ( 41 ) 41 — ( 82,673 ) 82,673 — Transfers from Held for Sale 2 ( 2 ) — 3,675 ( 3,675 ) — Impairments (3) — — — ( 7,763 ) ( 7,644 ) ( 15,407 ) Reset of gross balances (4) — — — ( 13,184 ) ( 4,323 ) ( 17,507 ) Gross balance, June 30, 2023 2,040 24 2,064 9,299,528 48,012 9,347,540 Accumulated depreciation and amortization ( 1,500,005 ) ( 7,691 ) ( 1,507,696 ) Net balance, June 30, 2023 (5) $ 7,799,523 $ 40,321 $ 7,839,844 (1) Includes investments of $ 38.5 million in revenue producing capitalized expenditures and $ 3.7 million of non-revenue producing capitalized expenditures during the six months ended June 30, 2023. (2) For the six months ended June 30, 2023 , the net gains on disposal of properties held in use and held for sale were $ 41.5 million and $ 21.3 million, respectively. (3) Impairments on owned real estate is comprised of real estate and intangible asset/liability impairment. (4) Represents write-off of gross investment balances against the related accumulated depreciation and amortization balances as a result of basis reset due to impairment or intangibles and tenant improvements which have been fully amortized. (5) Reconciliation of total owned investments to the accompanying consolidated balance sheet at June 30, 2023 is as follows: Real estate assets held for investment, net $ 7,499,225 Intangible lease assets, net 403,509 Real estate assets under direct financing leases, net 7,412 Real estate assets held for sale, net 40,321 Intangible lease liabilities, net ( 110,623 ) Net balance $ 7,839,844 Operating Leases As of June 30, 2023 and 2022, the Company held 2,058 and 2,073 properties under operating leases, respectively. The following table summarizes the components of rental income recognized on these operating leases in the consolidated statements of operations (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Base Cash Rent (1) $ 171,687 $ 157,950 $ 342,917 $ 308,585 Variable cash rent (including reimbursables) 6,259 6,016 12,054 13,234 Straight-line rent, net of uncollectible reserve (2) 7,980 9,015 17,900 17,590 Amortization of above- and below- market lease intangibles, net (3) 340 578 689 1,225 Total rental income $ 186,266 $ 173,559 $ 373,560 $ 340,634 (1) Includes net impact of amounts (reserved)/recovered of $( 0.3 ) million and $( 0.1 ) million for the three and six months ended June 30, 2023 , and zero and $ 0.1 million for the three and six months ended June 30, 2022, respectively. (2) Includes net impact of amounts (reserved) of $( 2.0 ) million for both the three and six months ended June 30, 2023 , respectively, and $( 0.1 ) million for both the three and six months ended June 30, 2022, respectively. (3) Excludes amortization of in-place leases of $ 10.9 million and $ 22.0 million for the three and six months ended June 30, 2023 , respectively, and $ 10.9 million and $ 21.3 million for the three and six months ended June 30, 2022 , respectively, which is included in depreciation and amortization expense in the consolidated statements of operations. Lease renewal periods are exercisable at the lessees’ option and, as such, minimum future rent only includes the remaining initial non-cancellable term of our operating leases. In addition, minimum future rent includes fixed rent escalations occurring on or after July 1, 2023, but does not include variable rent escalations, such as those based on CPI, or contingent rents. M inimum future rent at June 30, 2023 is as follows (in thousands): June 30, 2023 Remainder of 2023 $ 346,780 2024 692,677 2025 682,050 2026 657,180 2027 616,752 Thereafter 5,068,357 Total future minimum rentals $ 8,063,796 The following table details lease intangible assets and liabilities, net of accumulated amortization (in thousands): June 30, December 31, In-place leases $ 549,496 $ 559,962 Above-market leases 105,969 101,594 Less: accumulated amortization ( 251,956 ) ( 237,686 ) Intangible lease assets, net $ 403,509 $ 423,870 Below-market leases $ 173,390 $ 179,187 Less: accumulated amortization ( 62,767 ) ( 61,110 ) Intangible lease liabilities, net $ 110,623 $ 118,077 Direct Financing Leases As of June 30, 2023 , the Company held one property under a direct financing lease, which was held in use. As of June 30, 2023 , this property had $ 2.2 million in scheduled minimum future payments to be received under its remaining non-cancellable lease term. As of June 30, 2023 , the Company had a reserve of $ 0.1 million against the investment balance of $ 7.5 million, which was initially recorded in 2020 as a result of the initial term of the direct financing lease extending until 2027. Loans Receivable During the first quarter of 2023, the Company provided fixed-rate seller financing in conjunction with the sale of four single-tenant properties for $ 33.0 million, for which the properties serve as collateral. The Company also provided additional funding for an existing construction loan, which increased the principal amount of the loan by $ 0.8 million. The Company evaluated the collectability of these amounts receivable and recorded an allowance for loan losses of $ 0.5 million during the three months ended March 31, 2023 due to the borrowers' financials and performance metrics. During the second quarter of 2023, the Company issued a fixed-rate, uncollateralized loan for $ 5.0 million. Additionally, the Company purchased $ 10.0 million of term loans for $ 7.9 million, with $ 2.1 million being recorded to allowance for loan losses at time of purchase. The Company evaluated the collectability of these amounts receivable and recorded an additional allowance for loan losses of $ 0.8 million for the three months ended June 30, 2023. The Company also recorded an additional allowance for loan losses of $ 0.1 million during the three months ended June 30, 2023 on an existing loan due to changes in the borrower's macroeconomic environment. The following table details our loans receivable activity (in thousands): Principal Balance Allowance for Credit Loss Total December 31, 2022 $ 23,700 $ ( 677 ) $ 23,023 Loans issued 48,750 ( 3,465 ) 45,285 Loan payments received — — — June 30, 2023 $ 72,450 $ ( 4,142 ) $ 68,308 Impairments and Allowance for Credit Losses The following table summarizes impairments and allowance for credit losses recognized in the consolidated statements of operations (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Real estate asset impairment $ 10,087 $ 8,903 $ 14,803 $ 8,903 Intangible asset impairment 568 495 604 495 Allowance for credit losses on loans receivable 884 — 1,387 127 Total impairment loss $ 11,539 $ 9,398 $ 16,794 $ 9,525 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | NOTE 4. DEBT The Company's debt is summarized below (dollars in thousands): Weighted Average Effective Interest Rates (1) Weighted Average Stated Interest Rates (2) Weighted Average Remaining Years to Maturity (3) June 30, December 31, Debt: Revolving credit facilities 12.18 % — 2.8 $ — $ 55,500 Term loans 3.80 % 3.86 % 2.5 1,100,000 800,000 Senior Unsecured Notes 3.42 % 3.25 % 5.9 2,750,000 2,750,000 Mortgages payable 4.88 % 5.82 % 7.6 4,551 4,825 Total debt 3.68 % 3.42 % 5.1 3,854,551 3,610,325 Debt discount, net ( 8,903 ) ( 9,556 ) Deferred financing costs, net (4) ( 27,308 ) ( 25,460 ) Total debt, net $ 3,818,340 $ 3,575,309 (1) Includes amortization of debt discount/premium, amortization of deferred financing costs, facility fees, non-utilization fees and impact of cash flow hedges, where applicable, calculated for the six months ended June 30, 2023 based on the average principal balance outstanding during the period. (2) Based on the outstanding principal balance as of June 30, 2023 . Term loans include the impact of cash flow hedges. Excluding the impact of cash flow hedges, the stated interest rate for the term loans was 6.06 % as of June 30, 2023. (3) Based on the outstanding principal balance as of June 30, 2023. (4) Excludes deferred financing costs for the revolving credit facilities. Deferred financing costs and offering discount/premium incurred in connection with entering into debt agreements are amortized to interest expense over the initial term of the respective agreement. Both deferred financing costs and offering discount/premium are recorded net against the principal debt balance on the consolidated balance sheets, except for deferred costs related to revolving credit facilities, which are recorded in deferred costs and other assets, net. Revolving Credit Facilities On January 14, 2019, the Operating Partnership entered into the 2019 Revolving Credit and Term Loan Agreement, which included the 2019 Credit Facility with a borrowing capacity of $ 800.0 million. On March 30, 2022, the Operating Partnership amended and restated the 2019 Revolving Credit and Term Loan Agreement, increasing the borrowing capacity of the 2019 Credit Facility to $ 1.2 billion. The borrowing capacity can be further increased to $ 1.7 billion through exercise of an accordion feature, subject to satisfying certain requirements. The 2019 Credit Facility has a maturity date of March 31, 2026 and includes two six-month extensions that can be exercised at the Company’s option. Borrowings may be repaid, in whole or in part, at any time, without premium or penalty, but subject to applicable breakage fees, if any. As of June 30, 2023 , outstanding loans under the 2019 Credit Facility bore interest at a 1-month adjusted SOFR rate plus an applicable margin of 0.775 % per annum and the aggregate revolving commitments incurred a facility fee of 0.150 % per annum, in each case, based on the Operating Partnership’s credit rating and leverage ratio (as defined in the agreement). Prior to March 30, 2022, outstanding loans under the 2019 Credit Facility bore interest at 1-month LIBOR plus an applicable margin of 0.90 % per annum and the aggregate revolving commitments incurred a facility fee of 0.20 % per annum. In connection with the amendment and restatement of the 2019 Credit Facility, the Company wrote off $ 0.2 million in deferred financing costs and incurred deferred financing costs of $ 8.6 million. The unamortized deferred financing costs were $ 6.6 million as of June 30, 2023 , compared to $ 7.8 million as of December 31, 2022. As of June 30, 2023 , $ 1.2 billion of borrowing capacity was available under the 2019 Credit Facility and there were no outstanding letters of credit. The Operating Partnership's ability to borrow under the 2019 Credit Facility is subject to ongoing compliance with a number of customary financial and other affirmative and negative covenants, all of which the Company and the Operating Partnership were in compliance with as of June 30, 2023. Term Loans On August 22, 2022, the Operating Partnership entered into the 2022 Term Loan Agreement, which provides for borrowings in an aggregate amount of $ 800.0 million, comprised of a $ 300.0 million tranche which matures August 22, 2025 and a $ 500.0 million tranche which matures August 20, 2027 . The 2022 Term Loan Agreement also includes an accordion feature to increase the available term loans by $ 200.0 million, subject to satisfying certain requirements. The Company incurred $ 8.4 million in deferred financing costs in connection with entering into the 2022 Term Loan Agreement, and the unamortized deferred financing costs were $ 6.7 million as of June 30, 2023 , compared to $ 7.7 million as of December 31, 2022. On November 17, 2022, the Operating Partnership entered into the 2023 Term Loan Agreement, which provides for $ 500.0 million of unsecured term loans with a maturity date of June 16, 2025 . The 2023 Term Loan Agreement also includes an accordion feature to increase the available term loans by $ 100.0 million, subject to satisfying certain requirements. The Company incurred $ 4.3 million in deferred financing costs in connection with the $ 300.0 million drawn of the 2023 Term Loans, and the unamortized deferred financing costs were $ 4.2 million as of June 30, 2023 . Borrowing capacity of $ 200.0 million was available under the 2023 Term Loan Agreements as of June 30, 2023, which may be drawn by December 29, 2023. As of June 30, 2023 , the 2022 Term Loans and 2023 Term Loans bore interest at a 1-month adjusted SOFR rate plus an applicable margin of 0.850 % and 0.950 % per annum, respectively, based on the Operating Partnership's credit rating. In conjunction with the Company's term loans, the Company entered into interest rate swaps as cash flow hedges (see Note 7). In connection with the 2022 Term Loan Agreement and the 2023 Term Loan Agreement, the Company and Operating Partnership are subject to ongoing compliance with a number of customary financial and other affirmative and negative covenants, all of which the Company and the Operating Partnership were in compliance with as of June 30, 2023. Senior Unsecured Notes The Senior Unsecured Notes were issued by the Operating Partnership and are guaranteed by the Company. The following is a summary of the Senior Unsecured Notes outstanding (dollars in thousands): Maturity Date Interest Payment Dates Stated Interest Rate June 30, December 31, 2026 Senior Notes September 15, 2026 March 15 and September 15 4.45 % $ 300,000 $ 300,000 2027 Senior Notes January 15, 2027 January 15 and July 15 3.20 % 300,000 300,000 2028 Senior Notes March 15, 2028 March 15 and September 15 2.10 % 450,000 450,000 2029 Senior Notes July 15, 2029 January 15 and July 15 4.00 % 400,000 400,000 2030 Senior Notes January 15, 2030 January 15 and July 15 3.40 % 500,000 500,000 2031 Senior Notes February 15, 2031 February 15 and August 15 3.20 % 450,000 450,000 2032 Senior Notes February 15, 2032 February 15 and August 15 2.70 % 350,000 350,000 Total Senior Unsecured Notes 3.25 % $ 2,750,000 $ 2,750,000 The Senior Unsecured Notes are redeemable in whole at any time or in part from time to time, at the Operating Partnership’s option, at a redemption price equal to the sum of 100 % of the principal amount of the respective Senior Unsecured Notes to be redeemed plus accrued and unpaid interest and liquidated damages, if any, up to, but not including, the redemption date; and a make-whole premium. If any of the Senior Unsecured Notes are redeemed three months or less (or two months or less in the case of the 2027 Senior Notes and 2028 Senior Notes) prior to their respective maturity dates, the redemption price will not include a make-whole premium. As of June 30, 2023 and December 31, 2022 , the unamortized deferred financing costs were $ 16.5 million and $ 17.8 million, respectively, and the unamortized discount was $ 9.0 million and $ 9.7 million, respectively. In connection with the issuance of the Senior Unsecured Notes, the Company and Operating Partnership are subject to ongoing compliance with a number of customary financial and other affirmative and negative covenants, all of which the Company and the Operating Partnership were in compliance with as of June 30, 2023. Mortgages Payable Indirect wholly-owned special purpose entity subsidiaries of the Company are borrowers under two fixed-rate non-recourse loans, which have been securitized into CMBS and are secured by the borrowers’ respective leased properties and related assets. The stated interest rates as of June 30, 2023 for the loans were 5.80 % and 6.00 %, respectively. Each loan was secured by one property. There were no unamortized deferred financing costs as of either June 30, 2023 and December 31, 2022, and the unamortized net premium as of June 30, 2023 and December 31, 2022 was $ 0.1 million and $ 0.2 million, respectively. Debt Extinguishment The Company did no t extinguish any debt during the six months ended June 30, 2023. During the six months ended June 30, 2022 , the Company recognized a loss on debt extinguishment of $ 0.2 million as a result of the amendment and restatement of the 2019 Revolving Credit and Term Loan Agreement. Debt Maturities As of June 30, 2023, scheduled debt maturities, including balloon payments, were as follows (in thousands): Scheduled Balloon Total Remainder of 2023 $ 282 $ — $ 282 2024 590 — 590 2025 610 600,016 600,626 2026 469 300,000 300,469 2027 497 800,000 800,497 Thereafter 2,034 2,150,053 2,152,087 Total $ 4,482 $ 3,850,069 $ 3,854,551 Interest Expense The components of interest expense related to the Company's borrowings were as follows (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Revolving credit facilities (1) $ 1,786 $ 3,148 $ 3,625 $ 4,970 Term loans (2) 7,726 — 14,732 — Senior Unsecured Notes 22,313 22,313 44,626 44,626 Mortgages payable 67 75 136 152 Non-cash: Amortization of deferred financing costs 1,865 1,240 3,619 2,162 Amortization of debt discount, net 328 316 652 629 Amortization of net losses related to interest rate swaps 702 702 1,404 1,404 Capitalized interest ( 260 ) ( 200 ) ( 720 ) ( 326 ) Total interest expense $ 34,527 $ 27,594 $ 68,074 $ 53,617 (1) Includes facility fees of approximately $ 0.7 million and $ 1.4 million for the three and six months ended June 30, 2023 , respectively, and $ 0.4 million and $ 0.9 million for the three and six months ended June 30, 2022, respectively. (2) Includes impact of cash flow hedge. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 5. STOCKHOLDERS’ EQUITY Common Stock In January 2022, the Company entered into forward sale agreements in connection with an offering of 9.4 million shares of common stock at an initial public offering price of $ 47.60 per share, before underwriting discounts and offering expenses. All of these shares were settled during 2022, generating net proceeds of $ 427.7 million. In November 2021, the Board of Directors approved a new $ 500.0 million ATM Program, and the Company terminated its 2020 ATM Program. The following details the activity under the 2021 ATM Program since its inception (in thousands): 2021 ATM Forward Shares Regular Shares Total Shares Net Proceeds on Issuances Month ended 12/31/2021 Shares sold 2,268 438 2,706 Shares issued ( 2,212 ) ( 438 ) ( 2,650 ) $ 120,286 Unsettled shares sold as of 12/31/2021 56 — 56 Year ended 12/31/2022 Shares sold 2,434 1,525 3,959 Shares issued ( 2,490 ) ( 1,525 ) ( 4,015 ) $ 167,850 Unsettled shares sold as of 12/31/2022 — — — Six months ended 6/30/2023 Shares sold — — — Shares issued — — — $ — Unsettled shares sold as of 6/30/2023 — — — As of June 30, 2023 , approximately $ 208.7 million of capacity remained available under the 2021 ATM Program. Preferred Stock As of June 30, 2023 , the Company had 6.9 million shares of Series A Preferred Stock outstanding, which pays cumulative cash dividends of 6.00 % per annum on the liquidation preference of $ 25.00 per share (equivalent to $ 1.50 per share on an annual basis). Dividends Declared For the six months ended June 30, 2023, the Company's Board of Directors declared the following dividends: Declaration Date Dividend Per Share Record Date Total Amount (in thousands) Payment Date Common Stock February 22, 2023 $ 0.663 March 31, 2023 $ 93,675 April 14, 2023 May 3, 2023 $ 0.663 June 30, 2023 $ 93,700 July 14, 2023 Preferred Stock February 22, 2023 $ 0.375 March 15, 2023 $ 2,588 March 31, 2023 May 3, 2023 $ 0.375 June 15, 2023 $ 2,588 June 30, 2023 The common stock dividend declared on May 3, 2023 is included in accounts payable, accrued expenses and other liabilities in the consolidated balance sheet as of June 30, 2023 . |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 6. COMMITMENTS AND CONTINGENCIES The Company is periodically subject to claims or litigation in the ordinary course of business, including claims generated from business conducted by tenants on real estate owned by the Company. In these instances, the Company is typically indemnified by the tenant against any losses that might be suffered, and the Company and/or the tenant are typically insured against such claims. The Company had fully accrued a $ 5.7 million contingent liability related to debt owed by a tenant in 2018, however no payments were made by the Company. Therefore, upon the debt's maturity on March 15, 2022, the Company reversed the $ 5.7 million accrual, which is reflected as other income in the consolidated statement of operations. As of June 30, 2023 , there were no outstanding claims or litigation against the Company that are expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows. The Company estimates future costs for known environmental remediation requirements when it is probable that the Company has incurred a liability and the related costs can be reasonably estimated. The Company considers various factors when estimating its environmental liabilities, and adjustments are made when additional information becomes available that affects the estimated costs to study or remediate any environmental issues. When only a wide range of estimated amounts can be reasonably established and no other amount within the range is better than another, the low end of the range is recorded in the consolidated financial statements. As of June 30, 2023 , no accruals have been made. Purchase and Capital Improvement Commitments As of June 30, 2023 , the Company had commitments totaling $ 107.3 million, all of which relates to improvements on properties the Company owns. $ 8.2 million of the Company’s commitments are expected to be funded by the end of 2023 and $ 99.0 million are expected to be funded by the end of 2024. |
Derivative and Hedging Activiti
Derivative and Hedging Activities | 6 Months Ended |
Jun. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative and Hedging Activities | NOTE 7. DERIVATIVE AND HEDGING ACTIVITIES The Company may use interest rate derivative contracts to manage its exposure to changes in interest rates on its variable rate debt. These derivatives are considered cash flow hedges and are recorded on a gross basis at fair value. Assessments of hedge effectiveness are performed quarterly using either a qualitative or quantitative approach. The Company recognizes the entire change in the fair value in AOCIL and the change is reflected as cash flow hedge changes in fair value in the supplemental disclosures of non-cash activities in the consolidated statements of cash flows. Amounts will subsequently be reclassified to earnings when the hedged item affects earnings. The Company does not enter into derivative contracts for speculative or trading purposes and does not have derivative netting arrangements. The Company is exposed to credit risk in the event of non-performance by its derivative counterparties. The Company evaluates this risk through monitoring the creditworthiness of counterparties, which includes review of their debt ratings and financial performance. To mitigate credit risk, the Company enters into agreements with counterparties it considers credit-worthy, such as large financial institutions with favorable credit ratings. In the third quarter of 2019, the Company terminated interest rate swaps which had been entered into in December 2018 and accelerated the reclassification of a loss of $ 12.5 million from AOCIL to termination of interest rate swaps as a result of a portion of the hedged forecasted transactions becoming probable not to occur. There were no events of default related to the interest rate swaps prior to their termination. Given that a portion of the hedged transactions remained probable to occur, $ 12.3 million of the loss was deferred in other comprehensive loss and is being amortized over the remaining initial term of the interest rate swaps, which ends January 31, 2024. As of June 30, 2023 , the unamortized portion of loss in AOCIL related to terminated interest rate swaps was $ 1.6 million. During the third quarter of 2022 and the first quarter of 2023, the Company entered into new interest rate swaps, which were designated as cash flow hedge instruments. Interest rate swaps that are in an asset position are recorded in deferred costs and other assets, net on the consolidated balance sheet, while interest rate swaps that are in a liability position are recorded in accounts payable, accrued expenses and other liabilities on the consolidated balance sheet. These instruments swap 1-month SOFR for a fixed payment. The following table summarizes the key terms and fair value of these instruments (in thousands): Fair Value of Asset Interest Rate Swap Notional Amount Fixed Interest Rate Effective Date Maturity Date June 30, 2023 $ 300,000 2.501 % September 15, 2022 August 22, 2027 $ 17,040 $ 200,000 2.507 % September 15, 2022 August 22, 2027 11,288 $ 300,000 2.636 % September 15, 2022 August 22, 2025 12,243 $ 300,000 3.769 % June 15, 2023 June 15, 2025 5,392 $ 200,000 3.590 % December 15, 2023 June 15, 2025 2,710 $ 48,673 The following table provides information about the amounts recorded in AOCIL, as well as any amounts reclassified to operations (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Cash flow hedge derivatives $ 27,927 $ — $ 20,623 $ — Amount of gain reclassified from AOCIL to interest ( 5,095 ) — ( 9,079 ) — Amount of loss reclassified from AOCIL to interest 702 702 1,404 1,404 Total $ 23,534 $ 702 $ 12,948 $ 1,404 During the next 12 months, we estimate that approximately $ 1.6 million will be reclassified as an increase to interest expense related to terminated hedges of existing floating-rate debt and $ 27.1 million will be reclassified as a decrease to interest expense related to cash flow hedge derivatives. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | NOTE 8. FAIR VALUE MEASUREMENTS Recurring Fair Value Measurements The Company’s interest rate swaps are measured using a market approach, using prices obtained from a nationally recognized pricing service and pricing models with market observable inputs such as interest rates and volatilities. The Company’s financial assets that were accounted for at fair value on a recurring basis were as follows (in thousands): Fair Value Hierarchy Level Description Fair Value Level 1 Level 2 Level 3 Derivatives held at June 30, 2023 Interest rate swap assets $ 48,673 $ — $ 48,673 $ — Derivatives held at December 31, 2022 Interest rate swap assets $ 37,128 $ — $ 37,128 $ — Nonrecurring Fair Value Measurements Fair value measurement of an asset on a nonrecurring basis occurs when events or changes in circumstances related to an asset indicate that the carrying amount of the asset is no longer recoverable. Real estate assets and their related intangible assets are evaluated for impairment based on certain indicators including, but not limited to: the asset being held for sale, vacant, tenant bankruptcy or delinquency, and leases expiring in 60 days or less. The fair values of real estate and intangible assets were estimated using the following information, depending on availability, in order of preference: signed purchase and sale agreements (“PSA”) or letters of intent (“LOI”); broker opinions of value (“BOV”); recently quoted bid or ask prices, or market prices for comparable properties; estimates of discounted cash flows, which consider, among other things, contractual and forecasted rental revenues, leasing assumptions, expenses based upon market conditions and capitalization rates; and expectations for the use of the real estate. The Company’s assets that were accounted for at fair value on a nonrecurring basis as of their respective measurement dates were as follows (in thousands): Fair Value Hierarchy Level Description Fair Value Level 1 Level 2 Level 3 Assets held at June 30, 2023 Impaired at March 31, 2023 $ 6,526 $ — $ — $ 6,526 Impaired at June 30, 2023 $ 22,231 $ — $ — $ 22,231 Assets held at December 31, 2022 Impaired at June 30, 2022 $ 4,700 $ — $ — $ 4,700 Impaired at September 30, 2022 $ 4,094 $ — $ — $ 4,094 Impaired at December 31, 2022 $ 29,636 $ — $ — $ 29,636 As of June 30, 2023 , the Company held 19 properties that were impaired during 2023. As of December 31, 2022 , the Company held 18 properties that were impaired during 2022 . The Company estimated property fair value using price per square foot from unobservable inputs. The unobservable inputs for these properties are as follows: Unobservable Input Asset Type Property Count Price Per Square Foot Range Weighted Average Price Per Square Foot Square Footage June 30, 2023 PSA, LOI or BOV Retail 17 $ 11.07 - $ 615.15 $ 91.75 255,121 PSA, LOI or BOV Office 1 $ 82.91 $ 82.91 45,686 Comparable Properties Medical 1 $ 91.23 - $ 107.52 $ 100.33 15,804 December 31, 2022 PSA, LOI or BOV Retail 12 $ 30.00 - $ 384.88 $ 93.60 223,225 PSA, LOI or BOV Data Center 1 $ 24.94 $ 24.94 188,475 Comparable Properties Retail 3 $ 26.05 - $ 197.15 $ 56.36 100,195 Comparable Properties Office 2 $ 71.69 - $ 135.00 $ 98.97 73,000 Estimated Fair Value of Financial Instruments Financial assets and liabilities for which the carrying values approximate their fair values include cash and cash equivalents, restricted cash and escrow deposits, and accounts receivable and payable. Generally, these assets and liabilities are short-term in duration and are recorded at cost, which approximates fair value, on the consolidated balance sheets. In addition, companies are required to disclose the estimated fair values of all financial instruments, even if they are not carried at their fair values. The fair values of financial instruments are estimates based upon market conditions and perceived risks at measurement date. These estimates require management’s judgment and may not be indicative of the future fair values of the assets and liabilities. The estimated fair values of these financial instruments have been derived either based on (i) market quotes for identical or similar instruments in markets or (ii) discounted cash flow analyses using estimates of the amount and timing of future cash flows, market rates and credit spreads. The estimated fair values of the Senior Unsecured Notes are classified as Level 1 of the fair value of the hierarchy, and the remaining estimates are classified as Level 2. The following table discloses fair value information for these financial instruments (in thousands): June 30, 2023 December 31, 2022 Carrying Estimated Carrying Estimated Loans receivable, net (1) $ 68,308 $ 69,421 $ 23,023 $ 23,462 2019 Credit Facility — — 55,500 55,502 Term loans, net (2) 1,089,146 1,101,173 792,309 802,363 Senior Unsecured Notes, net (2) 2,724,500 2,346,256 2,722,514 2,310,547 Mortgages payable, net (2) 4,694 4,394 4,986 4,685 (1) The carrying value of the loans receivable are net of an allowance for credit losses. (2) The carrying value of the debt instruments are net of unamortized deferred financing costs and certain debt discounts/premiums. |
Incentive Award Plan
Incentive Award Plan | 6 Months Ended |
Jun. 30, 2023 | |
Compensation Related Costs [Abstract] | |
Incentive Award Plan | NOTE 9. INCENTIVE AWARD PLAN Amended Incentive Award Plan Pursuant to the Amended Incentive Award Plan, restricted share awards and market-based awards are granted to certain of the Company’s officers, directors and other employees. The vesting of these awards results in federal and state income tax liabilities for the recipients. As permitted by the terms of the Amended Incentive Award Plan and the award grants, certain executive officers and employees elected to surrender shares of common stock valued at $ 1.5 million during the six months ended June 30, 2023 solely to pay the associated statutory tax withholdings. Restricted Share Awards During the six months ended June 30, 2023 , the Company granted 139 thousand restricted shares under the Amended Incentive Award Plan to certain directors and employees and recorded $ 5.7 million in deferred compensation associated with these grants. Deferred compensation for restricted shares will be recognized in expense over the requisite service period, which is generally one to three years . As of June 30, 2023 , there were approximately 207 thousand unvested restricted shares outstanding. Market-Based Awards During the six months ended June 30, 2023 , the Board of Directors, or committee thereof, approved target grants of 189 thousand market-based awards to executive officers of the Company. The performance period of these grants is generally three years . Potential shares of the Corporation’s common stock that each participant is eligible to receive is based on the initial target number of shares granted, multiplied by a percentage range between 0 % and 375 %. Grant date fair value of the market-based awards was calculated using the Monte Carlo simulation model, which incorporated stock price volatility of the Company and each of the Company’s peers and other variables over the time horizons matching the performance periods. Significant inputs for the calculation for the grants approved in the six months ended June 30, 2023 were expected volatility of the Company of 36.3 % and expected volatility of the Company's peers, ranging from 26.0 % to 52.7 %, with an average volatility of 34.0 % and a risk-free interest rate of 3.72 %. Expected volatility was determined using an equal weighting of implied volatility and historical volatility. The fair value of the market-based award per share of these grants was $ 74.30 as of the grant date. Approximately $ 2.9 million and $ 2.5 million in dividend rights have been accrued as of June 30, 2023 and December 31, 2022, respectively. For outstanding non-vested awards at June 30, 2023 , 0.4 million shares would have been released based on the Corporation’s TSR relative to the specified peer groups through that date. Stock-based Compensation Expense Stock-based compensation is recognized on a straight-line basis over the minimum required service period of each award described above. The Company recorded stock-based compensation expense of $ 5.0 million and $ 10.2 million for the three and six months ended June 30, 2023 , respectively, and $ 4.4 million and $ 8.4 million for the three and six months ended June 30, 2022, respectively. These amounts are included in general and administrative expenses in the consolidated statements of operations. The following is a summary of remaining unamortized stock-based compensation expense (in thousands): June 30, 2023 December 31, 2022 Restricted share awards $ 6,945 $ 4,727 Market-based awards 22,292 15,165 Total unamortized stock-based compensation expense $ 29,237 $ 19,892 |
Income Per Share
Income Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Income Per Share | NOTE 10. INCOME PER SHARE The table below is a reconciliation of the numerator and denominator used in the computation of basic and diluted net income per share computed using the two-class method (dollars in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Net income $ 54,181 $ 82,740 $ 150,354 $ 138,796 Less: dividends paid to preferred stockholders ( 2,588 ) ( 2,588 ) ( 5,176 ) ( 5,176 ) Less: dividends and income attributable to unvested restricted stock ( 135 ) ( 138 ) ( 274 ) ( 269 ) Net income attributable to common stockholders used in basic and diluted income per share $ 51,458 $ 80,014 $ 144,904 $ 133,351 Weighted average shares of common stock outstanding 141,320,242 134,359,638 141,310,439 131,293,692 Less: unvested weighted average shares of restricted stock ( 216,527 ) ( 212,097 ) ( 230,524 ) ( 226,893 ) Basic weighted average shares of common stock outstanding 141,103,715 134,147,541 141,079,915 131,066,799 Plus: unvested market-based awards — 71,909 — 195,130 Plus: unsettled shares under open forward equity contracts — — — 45,128 Diluted weighted average shares of common stock outstanding (1) 141,103,715 134,219,450 141,079,915 131,307,057 Net income per share attributable to common stockholders - basic $ 0.36 $ 0.60 $ 1.03 $ 1.02 Net income per share attributable to common stockholders - diluted $ 0.36 $ 0.60 $ 1.03 $ 1.02 Potentially dilutive shares of common stock related to: Unvested restricted share awards 37,499 33,614 70,628 71,921 (1) Assumes the most dilutive issuance of potentially issuable shares between the two-class and treasury stock method unless the result would be anti-dilutive. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Accounting | Basis of Accounting The consolidated financial statements of the Company have been prepared on the accrual basis of accounting, in accordance with GAAP. In the opinion of management, the consolidated financial statements include the normal, recurring adjustments necessary for fair statement of the information required to be set forth therein. The results for interim periods are not necessarily indicative of the results for the entire year. Certain information and note disclosures, normally included in financial statements prepared in accordance with GAAP, have been condensed or omitted from these statements pursuant to SEC rules and regulations and, accordingly, these financial statements should be read in conjunction with the Company’s audited consolidated financial statements as filed with the SEC in its Annual Report on Form 10-K for the year ended December 31, 2022. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements of the Company include the accounts of the Corporation and its wholly-owned subsidiaries, including the Operating Partnership. All significant intercompany balances and transactions have been eliminated in consolidation. The consolidated financial statements include certain special purpose entities that were formed to acquire and hold real estate encumbered by indebtedness (see Note 4). Each special purpose entity is a separate legal entity and is the sole owner of its assets and responsible for its liabilities. The assets of these special purpose entities are not available to pay, or otherwise satisfy obligations to, the creditors of any affiliate or owner of another entity unless the special purpose entities have expressly agreed and are permitted to do so under their governing documents. As of June 30, 2023 and December 31, 2022 , net assets totaling $ 11.3 million and $ 11.7 million, respectively, were held, and net liabilities totaling $ 4.7 million and $ 4.9 million, respectively, were owed by these encumbered special purpose entities and are included in the consolidated balance sheets. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although management believes its estimates are reasonable, actual results could differ from those estimates. |
Segment Reporting | Segment Reporting The Company views its operations as one reportable segment, which consists of net leasing operations. |
Revenue Recognition | Revenue Recognition Rental Income: Cash and Straight-line Rent The Company primarily leases real estate to its tenants under long-term, triple-net leases that are classified as operating leases. To evaluate lease classification, the Company assesses the terms and conditions of the lease to determine the appropriate lease term. Options to extend, terminate or purchase are not included in the evaluation for lease classification or for recognition of rental income unless the Company is reasonably certain the tenant will exercise the option. Evaluation of lease classification also requires an estimate of the real estate's residual value at the end of the lease term. For acquisitions, the Company uses the tangible value of the property at the date of acquisition. For lease modifications, the Company generally uses sales comparables or a direct capitalization approach to estimate residual value. The Company’s leases generally provide for rent escalations throughout the term of the lease. For leases with fixed escalators, rental income is recognized on a straight-line basis to produce a constant periodic rent over the term of the lease. Accordingly, the difference between rental income recognized on a straight-line basis and billed rents is recorded as rent receivables, which the Company will receive only if the tenant makes all rent payments required through the initial term of their lease. For leases with variable rent escalators, rental income typically increases at a multiple of any increase in the CPI over a specified period. Because of the volatility and uncertainty regarding future changes in the CPI and the Company’s inability to determine the extent to which any specific future change in the CPI is probable, increases from variable rent escalators are recognized when the changes in the rental rates have occurred. Some of the Company’s leases also provide for contingent rent based on a percentage of the tenant’s gross sales, which is recognized as rental income when the factor on which the contingent lease payment is based has occurred. Rental income is subject to an evaluation for collectability, which includes management’s estimates of amounts that will not be realized based on an assessment of the risks inherent in the portfolio, considering historical experience, as well as the tenant's payment history and financial condition. The Company does not recognize rental income for amounts that are not probable of collection. Rental Income: Tenant Reimbursement Revenue Under a triple-net lease, the tenant is typically responsible for all improvements and is contractually obligated to pay all property operating expenses, such as real estate taxes, insurance premiums and repair and maintenance costs. Certain leases contain additional amounts recoverable from tenants for common area maintenance and certain other expenses, which are non-lease components. The Company elected to combine all its non-lease components, which were determined to have the same pattern of transfer as the related operating lease component, into a single combined lease component. Tenant reimbursement revenue is variable and is recognized in the period in which the related expenses are incurred, with the related expenses included in property costs (including reimbursable) on the consolidated statements of operations. Tenant reimbursements are recorded on a gross basis in instances when our tenants reimburse us for property costs which we incur. Tenant receivables are reduced for amounts that are not probable of collection. Rental Income: Intangible Amortization Amortization of above- and below-market lease intangibles are included as a decrease and increase, respectively, to rental revenue and amortization of in-place lease intangibles is included in depreciation and amortization expense in the consolidated statements of operations. All lease intangibles are amortized on a straight-line basis over the term of the lease, which includes any renewal options the Company is reasonably certain the tenant will exercise. If the Company subsequently determines it is reasonably certain that the tenant will not exercise the renewal options, the unamortized portion of any related lease intangible is accelerated over the remaining initial term of the lease. If the Company believes a lease intangible balance is no longer recoverable, the unamortized portion is immediately recognized in impairments in the consolidated statements of operations. |
Loans Receivable | Loans Receivable Interest on loans receivable is recognized using the effective interest rate method. A loan is placed on non-accrual status when the loan has become 60 days past due, or earlier if management determines that full recovery of the contractually specified payments of principal and interest is doubtful. While on non-accrual status, interest income is recognized only when received. Delinquent loans receivable are written off against the allowance when all possible means of collection have been exhausted. The Company evaluates its loans receivable balance, including accrued interest, for potential credit losses by analyzing the credit of the borrower, the remaining time to maturity of the loan, collateral value and quality (if any), and other relevant factors. Allowance for credit losses are recorded in impairments on the consolidated statement of operations. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents include cash and highly liquid investment securities with maturities at acquisition of three months or less. The Company invests cash primarily in money market funds of major financial institutions with fund investments consisting of highly-rated money market instruments and other short-term instruments. Restricted cash is classified within deferred costs and other assets, net in the consolidated balance sheets. Cash, cash equivalents and restricted cash consisted of the following (in thousands): June 30, December 31, June 30, Cash and cash equivalents $ 174,557 $ 8,770 $ 5,444 Restricted cash: 1031 Exchange proceeds — 53,183 29,170 Tenant security deposits 645 — — Funds held in escrow (1) — — 2,347 Total cash, cash equivalents and restricted cash $ 175,202 $ 61,953 $ 36,961 (1) Deposits related to acquisitions held in third-party escrow accounts. |
Tenant Receivables | Tenant Receivables The Company reviews its rent and other tenant receivables for collectability on a regular basis, considering changes in factors such as the tenant’s payment history, the tenant’s financial condition, industry conditions in which the tenant operates and economic conditions in the geographic area in which the tenant operates. If a receivable is not probable of collection, a direct write-off of the receivable will be made. The Company had accounts receivable balances of $ 13.6 million and $ 18.2 million at June 30, 2023 and December 31, 2022 , respectively, after the impact of $ 2.0 million and $ 3.2 million of receivables, respectively, that were deemed not probable of collection. These receivables are recorded within deferred cost and other assets, net in the consolidated balance sheets. For receivable balances related to the straight-line method of recognizing rental income, the collectability is generally assessed in conjunction with the evaluation of rental income as described above. The Company had straight-line rent receivables of $ 178.4 million and $ 167.1 million at June 30, 2023 and December 31, 2022 , respectively, after the impact of $ 2.4 million and $ 1.3 million of receivables, respectively, that were deemed not probable of collection. These receivables are recorded within deferred costs and other assets, net in the consolidated balance sheets. |
Goodwill | Goodwill Goodwill arises from business combinations as the excess of the cost of an acquired entity over the net fair value amounts that were assigned to the identifiable assets acquired and the liabilities assumed. Goodwill is tested for impairment at the reporting unit level annually or between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying value. The Company performs a qualitative assessment to determine if the quantitative impairment test is necessary. The quantitative impairment test, if deemed necessary, compares the fair value of each reporting unit with its carrying amount and impairment is recognized as the amount by which the carrying amount exceeds the reporting unit’s fair value. No impairment was recorded for the periods presented. |
Income Taxes | Income Taxes The Corporation has elected to be taxed as a REIT under the Code. As a REIT, the Corporation generally will not be subject to federal income tax provided it continues to satisfy certain tests concerning the Company’s sources of income, the nature of the Company’s assets, the amounts distributed to the Corporation’s stockholders and the ownership of Corporation stock. Management believes the Corporation has qualified and will continue to qualify as a REIT and, therefore, no provision has been made for federal income taxes in the consolidated financial statements. Even if the Corporation qualifies for taxation as a REIT, it may be subject to state and local income and franchise taxes, and to federal income tax and excise tax on its undistributed income. Taxable income earned by any of the Company's taxable REIT subsidiaries, including from non-REIT activities, is subject to federal, state and local taxes. Taxable income from non-REIT activities managed through any of the Company's taxable REIT subsidiaries is subject to federal, state and local taxes, which are not material. |
Earnings Per Share | Earnings Per Share The Company’s unvested restricted common stock, which contains non-forfeitable rights to receive dividends, are considered participating securities requiring the two-class method of computing earnings per share. Under the two-class method, earnings per common share are computed by dividing the sum of distributed earnings to common stockholders and undistributed earnings allocated to common stockholders by the weighted average number of common shares outstanding for the period. In applying the two-class method, undistributed earnings are allocated to both common shares and participating securities based on their respective weighted average shares outstanding during the period. Under the terms of the Amended Incentive Award Plan, restricted stock awards are not allocated losses, including undistributed losses as a result of dividends declared exceeding net income. The Company uses net income attributable to common shareholders to determine whether potential common shares are dilutive or anti-dilutive and undistributed net income (loss) to determine whether undistributed earnings are allocable to participating securities. |
Forward Equity Sale Agreements | Forward Equity Sale Agreements The Corporation may enter into forward sale agreements for the sale and issuance of shares of our common stock, either through an underwritten public offering or through the 2021 ATM Program. These agreements may be physically settled in stock, settled in cash, or net share settled at the Company’s election. The Company evaluated the forward sale agreements and concluded they meet the conditions to be classified within stockholders’ equity. Prior to settlement, a forward sale agreement will be reflected in the diluted earnings per share calculations using the treasury stock method. Under this method, the number of shares of the Corporation’s common stock used in diluted earnings per share is deemed to be increased by the excess, if any, of the number of shares of the Corporation’s common stock that would be issued upon full physical settlement of such forward sale agreement over the number of shares of the Corporation’s common stock that could be purchased by the Company in the market (based on the average market price during the period) using the proceeds receivable upon full physical settlement (based on the adjusted forward sale price at the end of the reporting period). Consequently, prior to settlement of a forward sale agreement, there will be no dilutive effect on the Company’s earnings per share except during periods when the average market price of the Corporation’s common stock is above the adjusted forward sale price. However, upon settlement of a forward sales agreement, if the Corporation elects to physically settle or net share settle such forward sale agreement, delivery of the Corporation’s shares will result in dilution to the Company’s earnings per share. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Cash, Cash Equivalents and Restricted Cash | Cash, cash equivalents and restricted cash consisted of the following (in thousands): June 30, December 31, June 30, Cash and cash equivalents $ 174,557 $ 8,770 $ 5,444 Restricted cash: 1031 Exchange proceeds — 53,183 29,170 Tenant security deposits 645 — — Funds held in escrow (1) — — 2,347 Total cash, cash equivalents and restricted cash $ 175,202 $ 61,953 $ 36,961 (1) Deposits related to acquisitions held in third-party escrow accounts. |
Investments (Tables)
Investments (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Real Estate [Abstract] | |
Summary of Real Estate Activity | During the six months ended June 30, 2023, the Company had the following real estate activity (dollars in thousands): Number of Properties Dollar Amount of Investments Held in Use Held for Sale Total Held in Use Held for Sale Total Gross balance, December 31, 2022 2,098 17 2,115 $ 9,122,163 $ 61,581 $ 9,183,744 Acquisitions/improvements (1) 18 — 18 368,695 — 368,695 Dispositions of real estate (2) ( 37 ) ( 32 ) ( 69 ) ( 91,385 ) ( 80,600 ) ( 171,985 ) Transfers to Held for Sale ( 41 ) 41 — ( 82,673 ) 82,673 — Transfers from Held for Sale 2 ( 2 ) — 3,675 ( 3,675 ) — Impairments (3) — — — ( 7,763 ) ( 7,644 ) ( 15,407 ) Reset of gross balances (4) — — — ( 13,184 ) ( 4,323 ) ( 17,507 ) Gross balance, June 30, 2023 2,040 24 2,064 9,299,528 48,012 9,347,540 Accumulated depreciation and amortization ( 1,500,005 ) ( 7,691 ) ( 1,507,696 ) Net balance, June 30, 2023 (5) $ 7,799,523 $ 40,321 $ 7,839,844 (1) Includes investments of $ 38.5 million in revenue producing capitalized expenditures and $ 3.7 million of non-revenue producing capitalized expenditures during the six months ended June 30, 2023. (2) For the six months ended June 30, 2023 , the net gains on disposal of properties held in use and held for sale were $ 41.5 million and $ 21.3 million, respectively. (3) Impairments on owned real estate is comprised of real estate and intangible asset/liability impairment. (4) Represents write-off of gross investment balances against the related accumulated depreciation and amortization balances as a result of basis reset due to impairment or intangibles and tenant improvements which have been fully amortized. (5) Reconciliation of total owned investments to the accompanying consolidated balance sheet at June 30, 2023 is as follows: Real estate assets held for investment, net $ 7,499,225 Intangible lease assets, net 403,509 Real estate assets under direct financing leases, net 7,412 Real estate assets held for sale, net 40,321 Intangible lease liabilities, net ( 110,623 ) Net balance $ 7,839,844 |
Schedule of Operating Lease Income | The following table summarizes the components of rental income recognized on these operating leases in the consolidated statements of operations (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Base Cash Rent (1) $ 171,687 $ 157,950 $ 342,917 $ 308,585 Variable cash rent (including reimbursables) 6,259 6,016 12,054 13,234 Straight-line rent, net of uncollectible reserve (2) 7,980 9,015 17,900 17,590 Amortization of above- and below- market lease intangibles, net (3) 340 578 689 1,225 Total rental income $ 186,266 $ 173,559 $ 373,560 $ 340,634 (1) Includes net impact of amounts (reserved)/recovered of $( 0.3 ) million and $( 0.1 ) million for the three and six months ended June 30, 2023 , and zero and $ 0.1 million for the three and six months ended June 30, 2022, respectively. (2) Includes net impact of amounts (reserved) of $( 2.0 ) million for both the three and six months ended June 30, 2023 , respectively, and $( 0.1 ) million for both the three and six months ended June 30, 2022, respectively. (3) Excludes amortization of in-place leases of $ 10.9 million and $ 22.0 million for the three and six months ended June 30, 2023 , respectively, and $ 10.9 million and $ 21.3 million for the three and six months ended June 30, 2022 , respectively, which is included in depreciation and amortization expense in the consolidated statements of operations. |
Schedule of Minimum Future Contractual Rent to be Received from Operating Lease | M inimum future rent at June 30, 2023 is as follows (in thousands): June 30, 2023 Remainder of 2023 $ 346,780 2024 692,677 2025 682,050 2026 657,180 2027 616,752 Thereafter 5,068,357 Total future minimum rentals $ 8,063,796 |
Schedule of Lease Intangible Assets and Liabilities, Net of Accumulated Amortization | The following table details lease intangible assets and liabilities, net of accumulated amortization (in thousands): June 30, December 31, In-place leases $ 549,496 $ 559,962 Above-market leases 105,969 101,594 Less: accumulated amortization ( 251,956 ) ( 237,686 ) Intangible lease assets, net $ 403,509 $ 423,870 Below-market leases $ 173,390 $ 179,187 Less: accumulated amortization ( 62,767 ) ( 61,110 ) Intangible lease liabilities, net $ 110,623 $ 118,077 |
Schedule of Loan Receivable Activity | The following table details our loans receivable activity (in thousands): Principal Balance Allowance for Credit Loss Total December 31, 2022 $ 23,700 $ ( 677 ) $ 23,023 Loans issued 48,750 ( 3,465 ) 45,285 Loan payments received — — — June 30, 2023 $ 72,450 $ ( 4,142 ) $ 68,308 |
Summary of Impairment and Credit Losses Recognized | The following table summarizes impairments and allowance for credit losses recognized in the consolidated statements of operations (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Real estate asset impairment $ 10,087 $ 8,903 $ 14,803 $ 8,903 Intangible asset impairment 568 495 604 495 Allowance for credit losses on loans receivable 884 — 1,387 127 Total impairment loss $ 11,539 $ 9,398 $ 16,794 $ 9,525 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The Company's debt is summarized below (dollars in thousands): Weighted Average Effective Interest Rates (1) Weighted Average Stated Interest Rates (2) Weighted Average Remaining Years to Maturity (3) June 30, December 31, Debt: Revolving credit facilities 12.18 % — 2.8 $ — $ 55,500 Term loans 3.80 % 3.86 % 2.5 1,100,000 800,000 Senior Unsecured Notes 3.42 % 3.25 % 5.9 2,750,000 2,750,000 Mortgages payable 4.88 % 5.82 % 7.6 4,551 4,825 Total debt 3.68 % 3.42 % 5.1 3,854,551 3,610,325 Debt discount, net ( 8,903 ) ( 9,556 ) Deferred financing costs, net (4) ( 27,308 ) ( 25,460 ) Total debt, net $ 3,818,340 $ 3,575,309 (1) Includes amortization of debt discount/premium, amortization of deferred financing costs, facility fees, non-utilization fees and impact of cash flow hedges, where applicable, calculated for the six months ended June 30, 2023 based on the average principal balance outstanding during the period. (2) Based on the outstanding principal balance as of June 30, 2023 . Term loans include the impact of cash flow hedges. Excluding the impact of cash flow hedges, the stated interest rate for the term loans was 6.06 % as of June 30, 2023. (3) Based on the outstanding principal balance as of June 30, 2023. (4) Excludes deferred financing costs for the revolving credit facilities. |
Summary of Senior Unsecured Notes | The Senior Unsecured Notes were issued by the Operating Partnership and are guaranteed by the Company. The following is a summary of the Senior Unsecured Notes outstanding (dollars in thousands): Maturity Date Interest Payment Dates Stated Interest Rate June 30, December 31, 2026 Senior Notes September 15, 2026 March 15 and September 15 4.45 % $ 300,000 $ 300,000 2027 Senior Notes January 15, 2027 January 15 and July 15 3.20 % 300,000 300,000 2028 Senior Notes March 15, 2028 March 15 and September 15 2.10 % 450,000 450,000 2029 Senior Notes July 15, 2029 January 15 and July 15 4.00 % 400,000 400,000 2030 Senior Notes January 15, 2030 January 15 and July 15 3.40 % 500,000 500,000 2031 Senior Notes February 15, 2031 February 15 and August 15 3.20 % 450,000 450,000 2032 Senior Notes February 15, 2032 February 15 and August 15 2.70 % 350,000 350,000 Total Senior Unsecured Notes 3.25 % $ 2,750,000 $ 2,750,000 |
Schedule of Debt Maturities | As of June 30, 2023, scheduled debt maturities, including balloon payments, were as follows (in thousands): Scheduled Balloon Total Remainder of 2023 $ 282 $ — $ 282 2024 590 — 590 2025 610 600,016 600,626 2026 469 300,000 300,469 2027 497 800,000 800,497 Thereafter 2,034 2,150,053 2,152,087 Total $ 4,482 $ 3,850,069 $ 3,854,551 |
Summary of Components of Interest Expense Related to Borrowings | The components of interest expense related to the Company's borrowings were as follows (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Revolving credit facilities (1) $ 1,786 $ 3,148 $ 3,625 $ 4,970 Term loans (2) 7,726 — 14,732 — Senior Unsecured Notes 22,313 22,313 44,626 44,626 Mortgages payable 67 75 136 152 Non-cash: Amortization of deferred financing costs 1,865 1,240 3,619 2,162 Amortization of debt discount, net 328 316 652 629 Amortization of net losses related to interest rate swaps 702 702 1,404 1,404 Capitalized interest ( 260 ) ( 200 ) ( 720 ) ( 326 ) Total interest expense $ 34,527 $ 27,594 $ 68,074 $ 53,617 (1) Includes facility fees of approximately $ 0.7 million and $ 1.4 million for the three and six months ended June 30, 2023 , respectively, and $ 0.4 million and $ 0.9 million for the three and six months ended June 30, 2022, respectively. (2) Includes impact of cash flow hedge. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Summary of Activities Under 2021 ATM Program | The following details the activity under the 2021 ATM Program since its inception (in thousands): 2021 ATM Forward Shares Regular Shares Total Shares Net Proceeds on Issuances Month ended 12/31/2021 Shares sold 2,268 438 2,706 Shares issued ( 2,212 ) ( 438 ) ( 2,650 ) $ 120,286 Unsettled shares sold as of 12/31/2021 56 — 56 Year ended 12/31/2022 Shares sold 2,434 1,525 3,959 Shares issued ( 2,490 ) ( 1,525 ) ( 4,015 ) $ 167,850 Unsettled shares sold as of 12/31/2022 — — — Six months ended 6/30/2023 Shares sold — — — Shares issued — — — $ — Unsettled shares sold as of 6/30/2023 — — — |
Summary of Dividends Declared | For the six months ended June 30, 2023, the Company's Board of Directors declared the following dividends: Declaration Date Dividend Per Share Record Date Total Amount (in thousands) Payment Date Common Stock February 22, 2023 $ 0.663 March 31, 2023 $ 93,675 April 14, 2023 May 3, 2023 $ 0.663 June 30, 2023 $ 93,700 July 14, 2023 Preferred Stock February 22, 2023 $ 0.375 March 15, 2023 $ 2,588 March 31, 2023 May 3, 2023 $ 0.375 June 15, 2023 $ 2,588 June 30, 2023 |
Derivative and Hedging Activi_2
Derivative and Hedging Activities (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Summary of Notional Amount and Fair Value of Instruments | The following table summarizes the key terms and fair value of these instruments (in thousands): Fair Value of Asset Interest Rate Swap Notional Amount Fixed Interest Rate Effective Date Maturity Date June 30, 2023 $ 300,000 2.501 % September 15, 2022 August 22, 2027 $ 17,040 $ 200,000 2.507 % September 15, 2022 August 22, 2027 11,288 $ 300,000 2.636 % September 15, 2022 August 22, 2025 12,243 $ 300,000 3.769 % June 15, 2023 June 15, 2025 5,392 $ 200,000 3.590 % December 15, 2023 June 15, 2025 2,710 $ 48,673 |
Summary of Amounts Recorded in AOCIL | The following table provides information about the amounts recorded in AOCIL, as well as any amounts reclassified to operations (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Cash flow hedge derivatives $ 27,927 $ — $ 20,623 $ — Amount of gain reclassified from AOCIL to interest ( 5,095 ) — ( 9,079 ) — Amount of loss reclassified from AOCIL to interest 702 702 1,404 1,404 Total $ 23,534 $ 702 $ 12,948 $ 1,404 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Recurring | The Company’s financial assets that were accounted for at fair value on a recurring basis were as follows (in thousands): |
Fair Value Measurements, Nonrecurring | The Company’s assets that were accounted for at fair value on a nonrecurring basis as of their respective measurement dates were as follows (in thousands): Fair Value Hierarchy Level Description Fair Value Level 1 Level 2 Level 3 Assets held at June 30, 2023 Impaired at March 31, 2023 $ 6,526 $ — $ — $ 6,526 Impaired at June 30, 2023 $ 22,231 $ — $ — $ 22,231 Assets held at December 31, 2022 Impaired at June 30, 2022 $ 4,700 $ — $ — $ 4,700 Impaired at September 30, 2022 $ 4,094 $ — $ — $ 4,094 Impaired at December 31, 2022 $ 29,636 $ — $ — $ 29,636 |
Fair Value Inputs of Long-Lived Assets Held and Used and Held for Sale | The Company estimated property fair value using price per square foot from unobservable inputs. The unobservable inputs for these properties are as follows: Unobservable Input Asset Type Property Count Price Per Square Foot Range Weighted Average Price Per Square Foot Square Footage June 30, 2023 PSA, LOI or BOV Retail 17 $ 11.07 - $ 615.15 $ 91.75 255,121 PSA, LOI or BOV Office 1 $ 82.91 $ 82.91 45,686 Comparable Properties Medical 1 $ 91.23 - $ 107.52 $ 100.33 15,804 December 31, 2022 PSA, LOI or BOV Retail 12 $ 30.00 - $ 384.88 $ 93.60 223,225 PSA, LOI or BOV Data Center 1 $ 24.94 $ 24.94 188,475 Comparable Properties Retail 3 $ 26.05 - $ 197.15 $ 56.36 100,195 Comparable Properties Office 2 $ 71.69 - $ 135.00 $ 98.97 73,000 |
Schedule of Carrying Amount and Estimated Fair Value of Financial Instruments | The following table discloses fair value information for these financial instruments (in thousands): June 30, 2023 December 31, 2022 Carrying Estimated Carrying Estimated Loans receivable, net (1) $ 68,308 $ 69,421 $ 23,023 $ 23,462 2019 Credit Facility — — 55,500 55,502 Term loans, net (2) 1,089,146 1,101,173 792,309 802,363 Senior Unsecured Notes, net (2) 2,724,500 2,346,256 2,722,514 2,310,547 Mortgages payable, net (2) 4,694 4,394 4,986 4,685 (1) The carrying value of the loans receivable are net of an allowance for credit losses. (2) The carrying value of the debt instruments are net of unamortized deferred financing costs and certain debt discounts/premiums. |
Incentive Award Plan (Tables)
Incentive Award Plan (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Compensation Related Costs [Abstract] | |
Summary of Remaining Unamortized Stock-based Compensation Expense | The following is a summary of remaining unamortized stock-based compensation expense (in thousands): June 30, 2023 December 31, 2022 Restricted share awards $ 6,945 $ 4,727 Market-based awards 22,292 15,165 Total unamortized stock-based compensation expense $ 29,237 $ 19,892 |
Income Per Share (Tables)
Income Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Reconciliation of the Numerator and Denominator Used in the Computation of Basic and Diluted Income Per Share | The table below is a reconciliation of the numerator and denominator used in the computation of basic and diluted net income per share computed using the two-class method (dollars in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Net income $ 54,181 $ 82,740 $ 150,354 $ 138,796 Less: dividends paid to preferred stockholders ( 2,588 ) ( 2,588 ) ( 5,176 ) ( 5,176 ) Less: dividends and income attributable to unvested restricted stock ( 135 ) ( 138 ) ( 274 ) ( 269 ) Net income attributable to common stockholders used in basic and diluted income per share $ 51,458 $ 80,014 $ 144,904 $ 133,351 Weighted average shares of common stock outstanding 141,320,242 134,359,638 141,310,439 131,293,692 Less: unvested weighted average shares of restricted stock ( 216,527 ) ( 212,097 ) ( 230,524 ) ( 226,893 ) Basic weighted average shares of common stock outstanding 141,103,715 134,147,541 141,079,915 131,066,799 Plus: unvested market-based awards — 71,909 — 195,130 Plus: unsettled shares under open forward equity contracts — — — 45,128 Diluted weighted average shares of common stock outstanding (1) 141,103,715 134,219,450 141,079,915 131,307,057 Net income per share attributable to common stockholders - basic $ 0.36 $ 0.60 $ 1.03 $ 1.02 Net income per share attributable to common stockholders - diluted $ 0.36 $ 0.60 $ 1.03 $ 1.02 Potentially dilutive shares of common stock related to: Unvested restricted share awards 37,499 33,614 70,628 71,921 (1) Assumes the most dilutive issuance of potentially issuable shares between the two-class and treasury stock method unless the result would be anti-dilutive. |
Organization - Narrative (Detai
Organization - Narrative (Details) - Operating Partnership | 6 Months Ended |
Jun. 30, 2023 | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
General partner ownership of operating partnership | 1% |
Limited partner ownership of operating partnership | 99% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) | 6 Months Ended | |
Jun. 30, 2023 USD ($) Segment | Dec. 31, 2022 USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||
Net assets | $ 8,695,356,000 | $ 8,472,866,000 |
Net liabilities | $ 4,154,894,000 | 3,911,550,000 |
Number of segments | Segment | 1 | |
Loan placed on non accrual status, past due days | 60 days | |
Accounts receivable | $ 13,600,000 | 18,200,000 |
Accounts receivable, deemed not probable of collection | 2,000,000 | 3,200,000 |
Deferred rental revenue receivables | 178,400,000 | 167,100,000 |
Deferred rent receivables, deemed not probable of collection | 2,400,000 | 1,300,000 |
Goodwill impairment | 0 | |
Provision for income taxes | 0 | |
Special Purpose Entity | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Net assets | 11,300,000 | 11,700,000 |
Net liabilities | $ 4,700,000 | $ 4,900,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Dec. 31, 2021 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Cash and cash equivalents | $ 174,557 | $ 8,770 | $ 5,444 | |
Funds held in escrow | 2,347 | |||
Total cash, cash equivalents and restricted cash | 175,202 | 61,953 | 36,961 | $ 17,799 |
1031 Exchange proceeds | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | $ 53,183 | $ 29,170 | ||
Tenant Security Deposits | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | $ 645 |
Investments - Narrative (Detail
Investments - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 USD ($) Property State | Mar. 31, 2023 USD ($) | Jun. 30, 2022 USD ($) Property | Jun. 30, 2023 USD ($) Property State | Jun. 30, 2022 USD ($) Property | |
Real Estate Properties [Line Items] | |||||
Gross investment in owned real estate properties | $ 9,300,000 | $ 9,300,000 | |||
Portfolio diversity, number of states | State | 49 | 49 | |||
Minimum real estate investment in state for disclosure | 10% | 10% | |||
Sales-type and direct financing leases minimum future payments to be received | $ 2,200 | $ 2,200 | |||
Direct financing leases, net investment balance | 7,500 | 7,500 | |||
Remaining reserve against net investment | 100 | 100 | |||
Issuance of loan | 48,750 | ||||
Purchase of term loans | 13,672 | $ 12,700 | |||
Allowance (reversal) for credit losses | 884 | $ 0 | $ 1,387 | $ 127 | |
Uncollateralized Loan | |||||
Real Estate Properties [Line Items] | |||||
Issuance of loan | 5,000 | ||||
Construction Loans | |||||
Real Estate Properties [Line Items] | |||||
Issuance of loan | $ 800 | ||||
Allowance (reversal) for credit losses | 100 | 500 | |||
Term Loan Purchase and Uncollateralized loan | |||||
Real Estate Properties [Line Items] | |||||
Allowance (reversal) for credit losses | 800 | ||||
Term Loan Purchase | |||||
Real Estate Properties [Line Items] | |||||
Loans and leases receivable before fees purchase | 10,000 | ||||
Purchase of term loans | 7,900 | ||||
Allowance (reversal) for credit losses | $ 2,100 | ||||
Single-Tenant Properties | |||||
Real Estate Properties [Line Items] | |||||
Number of properties | Property | 4 | 4 | |||
Issuance of loan | $ 33,000 | ||||
Texas | |||||
Real Estate Properties [Line Items] | |||||
Investment in real estate properties | 15.40% | 15.40% | |||
Property Subject To Operating Lease | |||||
Real Estate Properties [Line Items] | |||||
Number of properties | Property | 2,058 | 2,073 | 2,058 | 2,073 | |
Property Subject To Direct Financing Lease | |||||
Real Estate Properties [Line Items] | |||||
Number of properties | Property | 1 | 1 |
Investments - Summary of Owned
Investments - Summary of Owned Real Estate Activity (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 USD ($) Property | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) Property | Jun. 30, 2022 USD ($) | |
Real Estate Activity | ||||
Impairments | $ 11,539 | $ 9,398 | $ 16,794 | $ 9,525 |
Ending balance | 9,300,000 | 9,300,000 | ||
Net balance | $ 7,839,844 | $ 7,839,844 | ||
Held in Use | ||||
Number of Properties | ||||
Beginning balance (in properties) | Property | 2,098 | |||
Acquisitions/improvements (in properties) | Property | 18 | |||
Dispositions of real estate (in properties) | Property | (37) | |||
Transfers to Held for Sale (in properties) | Property | (41) | |||
Transfers from Held for Sale (in properties) | Property | 2 | |||
Impairments (in properties) | Property | 0 | |||
Reset of gross balances (in properties) | Property | 0 | |||
Ending balance (in properties) | Property | 2,040 | 2,040 | ||
Real Estate Activity | ||||
Beginning balance | $ 9,122,163 | |||
Acquisitions | 368,695 | |||
Dispositions | (91,385) | |||
Transfers to Held for Sale | (82,673) | |||
Transfers from Held for Sale | 3,675 | |||
Impairments | (7,763) | |||
Reset of gross balances | (13,184) | |||
Ending balance | $ 9,299,528 | 9,299,528 | ||
Accumulated depreciation and amortization | (1,500,005) | (1,500,005) | ||
Net balance | $ 7,799,523 | $ 7,799,523 | ||
Held for Sale | ||||
Number of Properties | ||||
Beginning balance (in properties) | Property | 17 | |||
Acquisitions/improvements (in properties) | Property | 0 | |||
Dispositions of real estate (in properties) | Property | (32) | |||
Transfers to Held for Sale (in properties) | Property | 41 | |||
Transfers from Held for Sale (in properties) | Property | (2) | |||
Impairments (in properties) | Property | 0 | |||
Reset of gross balances (in properties) | Property | 0 | |||
Ending balance (in properties) | Property | 24 | 24 | ||
Real Estate Activity | ||||
Beginning balance | $ 61,581 | |||
Acquisitions | 0 | |||
Dispositions | (80,600) | |||
Transfers to Held for Sale | 82,673 | |||
Transfers from Held for Sale | (3,675) | |||
Impairments | (7,644) | |||
Reset of gross balances | (4,323) | |||
Ending balance | $ 48,012 | 48,012 | ||
Accumulated depreciation and amortization | (7,691) | (7,691) | ||
Net balance | $ 40,321 | $ 40,321 | ||
Total | ||||
Number of Properties | ||||
Beginning balance (in properties) | Property | 2,115 | |||
Acquisitions/improvements (in properties) | Property | 18 | |||
Dispositions of real estate (in properties) | Property | (69) | |||
Transfers to Held for Sale (in properties) | Property | 0 | |||
Transfers from Held for Sale (in properties) | Property | 0 | |||
Impairments (in properties) | Property | 0 | |||
Reset of gross balances (in properties) | Property | 0 | |||
Ending balance (in properties) | Property | 2,064 | 2,064 | ||
Real Estate Activity | ||||
Beginning balance | $ 9,183,744 | |||
Acquisitions | 368,695 | |||
Dispositions | (171,985) | |||
Transfers to Held for Sale | 0 | |||
Transfers from Held for Sale | 0 | |||
Impairments | (15,407) | |||
Reset of gross balances | (17,507) | |||
Ending balance | $ 9,347,540 | 9,347,540 | ||
Accumulated depreciation and amortization | (1,507,696) | (1,507,696) | ||
Net balance | $ 7,839,844 | $ 7,839,844 |
Investments - Summary of Owne_2
Investments - Summary of Owned Real Estate Activity (Footnote) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Real Estate [Line Items] | ||
Revenue producing capitalized expenditures | $ 38,500 | |
Non-revenue producing capitalized expenditures | 3,700 | |
Real estate assets held for investment, net | 7,499,225 | $ 7,421,306 |
Intangible lease assets, net | 403,509 | 423,870 |
Real estate assets under direct financing leases, net | 7,412 | 7,427 |
Real estate assets held for sale, net | 40,321 | 49,148 |
Intangible lease liabilities, net | (110,623) | $ (118,077) |
Net balance | 7,839,844 | |
Held-in-use | ||
Real Estate [Line Items] | ||
Gains on disposal of properties | 41,500 | |
Held-for-sale | ||
Real Estate [Line Items] | ||
Gains on disposal of properties | $ 21,300 |
Investments - Operating Lease I
Investments - Operating Lease Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Lessor, Lease, Description [Line Items] | ||||
Base Cash Rent | $ 171,687 | $ 157,950 | $ 342,917 | $ 308,585 |
Variable cash rent (including reimbursables) | 6,259 | 6,016 | 12,054 | 13,234 |
Straight-line rent, net of uncollectible reserve | 7,980 | 9,015 | 17,900 | 17,590 |
Amortization of above- and below- market lease intangibles, net | 340 | 578 | 689 | 1,225 |
Total rental income | 186,266 | 173,559 | 373,560 | 340,634 |
Base cash rent amounts (reserved)/recovered | (300) | 0 | (100) | 100 |
Straight-line rent amounts (reserved)/recovered | (2,000) | (100) | (2,000) | (100) |
In-place leases | ||||
Lessor, Lease, Description [Line Items] | ||||
Leases amortization expenses | $ 10,900 | $ 10,900 | $ 22,000 | $ 21,300 |
Investments - Investments - Sch
Investments - Investments - Scheduled Minimum Future Rent from Operating Lease (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Operating Leases, Future Contractual Rent Receivable | |
Remainder of 2023 | $ 346,780 |
2024 | 692,677 |
2025 | 682,050 |
2026 | 657,180 |
2027 | 616,752 |
Thereafter | 5,068,357 |
Total future minimum rentals | $ 8,063,796 |
Investments - Schedule of Lease
Investments - Schedule of Lease Intangible Assets and Liabilities, Net of Accumulated Amortization (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Lessor, Lease, Description [Line Items] | ||
Less: accumulated amortization | $ (251,956) | $ (237,686) |
Intangible lease assets, net | 403,509 | 423,870 |
Below-market leases | 173,390 | 179,187 |
Less: accumulated amortization | (62,767) | (61,110) |
Intangible lease liabilities, net | 110,623 | 118,077 |
In-place leases | ||
Lessor, Lease, Description [Line Items] | ||
Intangible lease assets, gross | 549,496 | 559,962 |
Above-market leases | ||
Lessor, Lease, Description [Line Items] | ||
Intangible lease assets, gross | $ 105,969 | $ 101,594 |
Investments - Schedule of Loan
Investments - Schedule of Loan Receivable Activity (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |
Beginning Balance, Principal | $ 23,700 |
Loans issued, principal balance | 48,750 |
Ending balance, Principal | 72,450 |
Allowance for credit loss, Beginning Balance | (677) |
Loans, allowance for credit loss | (3,465) |
Allowance for Credit Loss, Ending Balance | (4,142) |
Total beginning balance | 23,023 |
Loans issued, total | 45,285 |
Total ending balance | $ 68,308 |
Investments - Summary of Impair
Investments - Summary of Impairment and Credit Losses Recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Real Estate [Abstract] | ||||
Real estate asset impairment | $ 10,087 | $ 8,903 | $ 14,803 | $ 8,903 |
Intangible asset impairment | 568 | 495 | 604 | 495 |
Allowance for credit losses on loans receivable | 884 | 0 | 1,387 | 127 |
Total impairment loss | $ 11,539 | $ 9,398 | $ 16,794 | $ 9,525 |
Debt - Summary of Debt (Details
Debt - Summary of Debt (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||
Weighted Average Effective Interest Rates | 3.68% | |
Weighted Average Stated Interest Rates | 3.42% | |
Weighted Average Remaining Years to Maturity | 5 years 1 month 6 days | |
Total debt, gross | $ 3,854,551,000 | $ 3,610,325,000 |
Debt discount, net | (8,903,000) | (9,556,000) |
Deferred financing costs, net | (27,308,000) | (25,460,000) |
Total debt, net | $ 3,818,340,000 | 3,575,309,000 |
Revolving credit facilities | ||
Debt Instrument [Line Items] | ||
Weighted Average Effective Interest Rates | 12.18% | |
Weighted Average Remaining Years to Maturity | 2 years 9 months 18 days | |
Total debt, gross | 55,500,000 | |
Term Loans | ||
Debt Instrument [Line Items] | ||
Weighted Average Effective Interest Rates | 3.80% | |
Weighted Average Stated Interest Rates | 3.86% | |
Weighted Average Remaining Years to Maturity | 2 years 6 months | |
Total debt, gross | $ 1,100,000,000 | 800,000,000 |
Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Weighted Average Effective Interest Rates | 3.42% | |
Weighted Average Stated Interest Rates | 3.25% | |
Weighted Average Remaining Years to Maturity | 5 years 10 months 24 days | |
Total debt, gross | $ 2,750,000,000 | 2,750,000,000 |
Deferred financing costs, net | $ (16,500,000) | (17,800,000) |
Mortgages Payable | ||
Debt Instrument [Line Items] | ||
Weighted Average Effective Interest Rates | 4.88% | |
Weighted Average Stated Interest Rates | 5.82% | |
Weighted Average Remaining Years to Maturity | 7 years 7 months 6 days | |
Total debt, gross | $ 4,551,000 | 4,825,000 |
Deferred financing costs, net | $ 0 | $ 0 |
Debt - Summary of Debt (Footnot
Debt - Summary of Debt (Footnote) (Details) | Jun. 30, 2023 |
Term Loans | |
Debt Instrument [Line Items] | |
Debt instrument interest rate stated percentage excluding the impact of cash flow hedges | 6.06% |
Debt - Revolving Credit Facilit
Debt - Revolving Credit Facilities - Narrative (Details) | 6 Months Ended | 15 Months Ended | 38 Months Ended | |||
Mar. 30, 2022 USD ($) ExtensionOption | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) | Mar. 29, 2022 | Dec. 31, 2022 USD ($) | Jan. 14, 2019 USD ($) | |
Line of Credit Facility [Line Items] | ||||||
Unamortized deferred financing costs | $ 27,308,000 | $ 25,460,000 | ||||
Credit Facility 2019 | Revolving credit facilities | Unsecured Debt | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of credit facility, current borrowing capacity | $ 1,200,000,000 | $ 800,000,000 | ||||
Maximum borrowing capacity | $ 1,700,000,000 | |||||
Number of extension options | ExtensionOption | 2 | |||||
Term of extension option | 6 months | |||||
Credit facility maturity date | Mar. 31, 2026 | |||||
Description of variable rate basis | 1-month adjusted SOFR | 1-month LIBOR | ||||
Line of credit facility, commitment fee percentage | 0.15% | 0.20% | ||||
Write off deferred financing costs | $ 200,000 | |||||
Deferred financing costs incurred | $ 8,600,000 | |||||
Unamortized deferred financing costs | $ 6,600,000 | $ 7,800,000 | ||||
Line of credit facility remaining borrowing capacity | 1,200,000,000 | |||||
Letters of credit outstanding | $ 0 | |||||
Credit Facility 2019 | Revolving credit facilities | Unsecured Debt | SOFR | ||||||
Line of Credit Facility [Line Items] | ||||||
Basis spread on variable rate | 0.775% | |||||
Credit Facility 2019 | Revolving credit facilities | Unsecured Debt | LIBOR | ||||||
Line of Credit Facility [Line Items] | ||||||
Basis spread on variable rate | 0.90% |
Debt - Term Loans - Narrative (
Debt - Term Loans - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Nov. 17, 2022 | Aug. 22, 2022 | Jun. 30, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||||
Borrowings under term loans | $ 300,000 | |||
Unamortized deferred financing costs | 27,308 | $ 25,460 | ||
2022 Term Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 800,000 | |||
Term loan accordian feature increase limit | $ 200,000 | |||
Debt instrument, description of variable rate basis | 1-month adjusted SOFR | |||
Unamortized deferred financing costs | 6,700 | $ 7,700 | ||
Deferred financing costs | $ 8,400 | |||
2023 Term Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 500,000 | |||
Debt instrument, unused borrowing capacity, amount | 200,000 | |||
Debt instrument, maturity date | Jun. 16, 2025 | |||
Term loan accordian feature increase limit | $ 100,000 | |||
Debt instrument, description of variable rate basis | 1-month adjusted SOFR | |||
Borrowings under term loans | $ 300,000 | |||
Unamortized deferred financing costs | $ 4,200 | |||
Deferred financing costs | $ 4,300 | |||
SOFR | 2022 Term Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0.85% | |||
SOFR | 2023 Term Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0.95% | |||
2022 Term Loans Tranche 1 | 2022 Term Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 300,000 | |||
Debt instrument, maturity date | Aug. 22, 2025 | |||
2022 Term Loans Tranche 2 | 2022 Term Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 500,000 | |||
Debt instrument, maturity date | Aug. 20, 2027 |
Debt - Summary of Senior Unsecu
Debt - Summary of Senior Unsecured Notes (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||
Stated Interest Rate | 3.42% | |
Total Debt | $ 3,854,551 | $ 3,610,325 |
Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Stated Interest Rate | 3.25% | |
Total Debt | $ 2,750,000 | 2,750,000 |
Senior Unsecured Notes | Weighted Average | ||
Debt Instrument [Line Items] | ||
Stated Interest Rate | 3.25% | |
Senior Unsecured Notes | 2026 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Sep. 15, 2026 | |
Interest Payment Dates | March 15 and September 15 | |
Stated Interest Rate | 4.45% | |
Total Debt | $ 300,000 | 300,000 |
Senior Unsecured Notes | 2027 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Jan. 15, 2027 | |
Interest Payment Dates | January 15 and July 15 | |
Stated Interest Rate | 3.20% | |
Total Debt | $ 300,000 | 300,000 |
Senior Unsecured Notes | 2028 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Mar. 15, 2028 | |
Interest Payment Dates | March 15 and September 15 | |
Stated Interest Rate | 2.10% | |
Total Debt | $ 450,000 | 450,000 |
Senior Unsecured Notes | 2029 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Jul. 15, 2029 | |
Interest Payment Dates | January 15 and July 15 | |
Stated Interest Rate | 4% | |
Total Debt | $ 400,000 | 400,000 |
Senior Unsecured Notes | 2030 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Jan. 15, 2030 | |
Interest Payment Dates | January 15 and July 15 | |
Stated Interest Rate | 3.40% | |
Total Debt | $ 500,000 | 500,000 |
Senior Unsecured Notes | 2031 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Feb. 15, 2031 | |
Interest Payment Dates | February 15 and August 15 | |
Stated Interest Rate | 3.20% | |
Total Debt | $ 450,000 | 450,000 |
Senior Unsecured Notes | 2032 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Feb. 15, 2032 | |
Interest Payment Dates | February 15 and August 15 | |
Stated Interest Rate | 2.70% | |
Total Debt | $ 350,000 | $ 350,000 |
Debt - Senior Unsecured Notes -
Debt - Senior Unsecured Notes - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||
Unamortized deferred financing costs | $ 27,308 | $ 25,460 |
Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Redemption price, percent of principal amount | 100% | |
Unamortized discount | $ 9,000 | 9,700 |
Unamortized deferred financing costs | $ 16,500 | $ 17,800 |
Debt - Mortgages Payable - Narr
Debt - Mortgages Payable - Narrative (Details) | Jun. 30, 2023 USD ($) Property | Dec. 31, 2022 USD ($) |
Debt Instrument [Line Items] | ||
Stated interest rate | 3.42% | |
Unamortized deferred financing costs | $ 27,308,000 | $ 25,460,000 |
Mortgages Payable | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.82% | |
Number of properties securing borrowings | Property | 1 | |
Unamortized deferred financing costs | $ 0 | 0 |
Unamortized net offering premium | $ 100,000 | $ 200,000 |
Mortgages Payable | Minimum | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.80% | |
Mortgages Payable | Maximum | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 6% |
Debt - Debt Extinguishment - Na
Debt - Debt Extinguishment - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Debt Instrument [Line Items] | ||
Gain (loss) on extinguishment of debt | $ 0 | $ (172) |
Credit Facility 2019 | Revolving credit facilities | Unsecured Debt | ||
Debt Instrument [Line Items] | ||
Gain (loss) on extinguishment of debt | $ (200) |
Debt - Schedule of Debt Maturit
Debt - Schedule of Debt Maturities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Scheduled Debt Maturities | ||
Remainder of 2023 | $ 282 | |
2024 | 590 | |
2025 | 600,626 | |
2026 | 300,469 | |
2027 | 800,497 | |
Thereafter | 2,152,087 | |
Total debt, net | 3,854,551 | $ 3,610,325 |
Scheduled Principal | ||
Scheduled Debt Maturities | ||
Remainder of 2023 | 282 | |
2024 | 590 | |
2025 | 610 | |
2026 | 469 | |
2027 | 497 | |
Thereafter | 2,034 | |
Total debt, net | 4,482 | |
Balloon Payment | ||
Scheduled Debt Maturities | ||
2025 | 600,016 | |
2026 | 300,000 | |
2027 | 800,000 | |
Thereafter | 2,150,053 | |
Total debt, net | $ 3,850,069 |
Debt - Summary of Components of
Debt - Summary of Components of Interest Expense Related to Borrowings (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Interest Expense | ||||
Amortization of deferred financing costs | $ 1,865 | $ 1,240 | $ 3,619 | $ 2,162 |
Amortization of debt discount, net | 328 | 316 | 652 | 629 |
Amortization of net losses related to interest rate swaps | 702 | 702 | 1,404 | 1,404 |
Capitalized interest | (260) | (200) | (720) | (326) |
Total interest expense | 34,527 | 27,594 | 68,074 | 53,617 |
Revolving credit facilities | ||||
Schedule Of Interest Expenses [Line Items] | ||||
Facility fees | 700 | 400 | 1,400 | 900 |
Interest expense | 1,786 | 3,148 | 3,625 | 4,970 |
Term Loans | ||||
Schedule Of Interest Expenses [Line Items] | ||||
Interest expense | 7,726 | 14,732 | ||
Senior Unsecured Notes | ||||
Schedule Of Interest Expenses [Line Items] | ||||
Interest expense | 22,313 | 22,313 | 44,626 | 44,626 |
Mortgages Payable | ||||
Schedule Of Interest Expenses [Line Items] | ||||
Interest expense | $ 67 | $ 75 | $ 136 | $ 152 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | 20 Months Ended | ||
Jan. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Jun. 30, 2023 | |
Class Of Stock [Line Items] | ||||||
Proceeds from issuance of common stock, net of offering costs | $ 389,674,000 | |||||
Preferred stock, shares outstanding | 6,900,000 | 6,900,000 | 6,900,000 | |||
Dividend rate | 6% | |||||
Liquidation value (in USD per share) | $ 25 | $ 25 | ||||
Dividend rate, annual basis (in USD per share) | $ 1.50 | |||||
Forward Sales Agreements | ||||||
Class Of Stock [Line Items] | ||||||
Forward sale agreements, shares of common stock | 9,400,000 | |||||
Forward sale agreements, price per share | $ 47.60 | |||||
Proceeds from issuance of common stock, net of offering costs | $ 427,700,000 | |||||
ATM Program, November 2021 | ||||||
Class Of Stock [Line Items] | ||||||
Proceeds from issuance of common stock, net of offering costs | $ 120,286,000 | $ 167,850,000 | ||||
Common stock authorized | $ 500,000,000 | |||||
Gross proceeds capacity remaining | $ 208,700,000 | $ 208,700,000 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Activities Under 2021 ATM Program (Details) - USD ($) shares in Thousands, $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2021 | Jun. 30, 2022 | Dec. 31, 2022 | |
Class Of Stock [Line Items] | |||
Net Proceeds on Issuances | $ 389,674 | ||
ATM Program, November 2021 | |||
Class Of Stock [Line Items] | |||
Shares sold | 2,706 | 3,959 | |
Shares issued | (2,650) | (4,015) | |
Unsettled shares sold | 56 | ||
Net Proceeds on Issuances | $ 120,286 | $ 167,850 | |
ATM Program, November 2021 | Forward Shares | |||
Class Of Stock [Line Items] | |||
Shares sold | 2,268 | 2,434 | |
Shares issued | (2,212) | (2,490) | |
Unsettled shares sold | 56 | ||
ATM Program, November 2021 | Regular Shares | |||
Class Of Stock [Line Items] | |||
Shares sold | 438 | 1,525 | |
Shares issued | (438) | (1,525) |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Dividends Declared (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
May 03, 2023 | Feb. 22, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Equity [Abstract] | ||||||||
Common stock, dividend per share (in USD per share) | $ 0.663 | $ 0.663 | $ 0.663 | $ 0.638 | $ 1.326 | $ 1.276 | ||
Common stock, total amount | $ 93,700 | $ 93,675 | $ 93,700 | $ 93,675 | $ 86,987 | $ 85,688 | ||
Preferred stock, dividend per share (in USD per share) | $ 0.375 | $ 0.375 | ||||||
Preferred stock, total amount | $ 2,588 | $ 2,588 | $ 2,588 | $ 2,588 | $ 2,588 | $ 2,588 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) | 6 Months Ended | ||
Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) Claim | Dec. 31, 2018 USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |||
Contingent liability amount related to debt owed by tenant | $ 5,700,000 | ||
Other income | $ 5,679,000 | ||
Accruals made for environmental remediation | $ 0 | ||
Outstanding claims | Claim | 0 | ||
Total commitments | $ 107,300,000 | ||
Commitments expected to be funded in remainder of year | 8,200,000 | ||
Commitments expected to be funded by end of 2024 | $ 99,000,000 |
Derivative and Hedging Activi_3
Derivative and Hedging Activities - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Sep. 30, 2019 | Jun. 30, 2023 | Dec. 31, 2022 | |
Derivative [Line Items] | |||
Accumulated other comprehensive income | $ 47,036 | $ 34,088 | |
2018 Interest Rate Swap | |||
Derivative [Line Items] | |||
Accumulated other comprehensive income | 1,600 | ||
Amount reclassified as an increase or decrease to interest expense related to terminated hedges of within the next 12 months | 1,600 | ||
2022 Interest Rate Swap | |||
Derivative [Line Items] | |||
Amount reclassified as an increase or decrease to interest expense related to terminated hedges of within the next 12 months | $ 27,100 | ||
Designated as Hedging Instrument | 2018 Interest Rate Swap | |||
Derivative [Line Items] | |||
Termination of interest rate swaps | $ 12,500 | ||
Deferred loss on termination of interest rate swaps | $ 12,300 |
Derivative and Hedging Activi_4
Derivative and Hedging Activities - Summary of Notional Amount and Fair Value of Instruments (Details) - Designated as Hedging Instrument | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Derivative Instruments Gain Loss [Line Items] | |
Derivatives Designated as Hedging Instruments, Fair Value of Asset | $ 48,673,000 |
Interest Rate Swap One | |
Derivative Instruments Gain Loss [Line Items] | |
Derivatives Designated as Hedging Instruments, Notional Amount | $ 300,000,000 |
Derivatives Designated as Hedging Instruments, Fixed Interest Rate | 2.501% |
Derivatives Designated as Hedging Instruments, Effective Date | Sep. 15, 2022 |
Derivatives Designated as Hedging Instruments, Maturity Date | Aug. 22, 2027 |
Derivatives Designated as Hedging Instruments, Fair Value of Asset | $ 17,040,000 |
Interest Rate Swap Two | |
Derivative Instruments Gain Loss [Line Items] | |
Derivatives Designated as Hedging Instruments, Notional Amount | $ 200,000,000 |
Derivatives Designated as Hedging Instruments, Fixed Interest Rate | 2.507% |
Derivatives Designated as Hedging Instruments, Effective Date | Sep. 15, 2022 |
Derivatives Designated as Hedging Instruments, Maturity Date | Aug. 22, 2027 |
Derivatives Designated as Hedging Instruments, Fair Value of Asset | $ 11,288,000 |
Interest Rate Swap Three | |
Derivative Instruments Gain Loss [Line Items] | |
Derivatives Designated as Hedging Instruments, Notional Amount | $ 300,000,000 |
Derivatives Designated as Hedging Instruments, Fixed Interest Rate | 2.636% |
Derivatives Designated as Hedging Instruments, Effective Date | Sep. 15, 2022 |
Derivatives Designated as Hedging Instruments, Maturity Date | Aug. 22, 2025 |
Derivatives Designated as Hedging Instruments, Fair Value of Asset | $ 12,243,000 |
Interest Rate Swap Four | |
Derivative Instruments Gain Loss [Line Items] | |
Derivatives Designated as Hedging Instruments, Notional Amount | $ 300,000,000 |
Derivatives Designated as Hedging Instruments, Fixed Interest Rate | 3.769% |
Derivatives Designated as Hedging Instruments, Effective Date | Jun. 15, 2023 |
Derivatives Designated as Hedging Instruments, Maturity Date | Jun. 15, 2025 |
Derivatives Designated as Hedging Instruments, Fair Value of Asset | $ 5,392,000 |
Interest Rate Swap Five | |
Derivative Instruments Gain Loss [Line Items] | |
Derivatives Designated as Hedging Instruments, Notional Amount | $ 200,000,000 |
Derivatives Designated as Hedging Instruments, Fixed Interest Rate | 3.59% |
Derivatives Designated as Hedging Instruments, Effective Date | Dec. 15, 2023 |
Derivatives Designated as Hedging Instruments, Maturity Date | Jun. 15, 2025 |
Derivatives Designated as Hedging Instruments, Fair Value of Asset | $ 2,710,000 |
Derivative and Hedging Activi_5
Derivative and Hedging Activities - Summary of Amounts Recorded in AOCIL and Loss Recorded in Operations when Reclassified out of AOCIL (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Cash flow hedge derivatives | $ 27,927 | $ 20,623 | ||
Amount of gain reclassified from AOCIL to interest | (5,095) | (9,079) | ||
Amount of loss reclassified from AOCIL to interest | 702 | $ 702 | 1,404 | $ 1,404 |
Total | $ 23,534 | $ 702 | $ 12,948 | $ 1,404 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets at Fair Value on Recurring Basis (Details) - Fair Value, Measurements, Recurring - Interest Rate Swaps - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | $ 48,673 | $ 37,128 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | $ 48,673 | $ 37,128 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - Fair Value, Measurements, Nonrecurring - Property | 6 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Impairment of lease, expiration period (or less) | 60 days | |
Number of properties accounted for at fair value | 19 | 18 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Assets at Fair Value on Nonrecurring Basis (Details) - Fair Value, Measurements, Nonrecurring - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets Held Impaired At March 31, 2023 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | $ 6,526 | |
Assets Held Impaired At June 30, 2023 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 22,231 | |
Assets Held Impaired At June 30, 2022 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | $ 4,700 | |
Assets Held Impaired At September 30, 2022 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 4,094 | |
Assets Held Impaired At December 31 2022 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 29,636 | |
Level 3 | Assets Held Impaired At March 31, 2023 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 6,526 | |
Level 3 | Assets Held Impaired At June 30, 2023 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | $ 22,231 | |
Level 3 | Assets Held Impaired At June 30, 2022 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 4,700 | |
Level 3 | Assets Held Impaired At September 30, 2022 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 4,094 | |
Level 3 | Assets Held Impaired At December 31 2022 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | $ 29,636 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Inputs of Long-Lived Assets Held and Used (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 ft² Property $ / ft² | Dec. 31, 2022 ft² Property $ / ft² | |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Retail | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Number of properties accounted for at fair value | Property | 17 | 12 |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Retail | Measurement Input, Price Per Square Foot | Minimum | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 11.07 | 30 |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Retail | Measurement Input, Price Per Square Foot | Maximum | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 615.15 | 384.88 |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Retail | Measurement Input, Price Per Square Foot | Weighted Average | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 91.75 | 93.6 |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Retail | Measurement Input Square Footage | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Square Footage | ft² | 255,121 | 223,225 |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Office Building | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Number of properties accounted for at fair value | Property | 1 | |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Office Building | Measurement Input, Price Per Square Foot | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 82.91 | |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Office Building | Measurement Input, Price Per Square Foot | Weighted Average | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 82.91 | |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Office Building | Measurement Input Square Footage | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Square Footage | ft² | 45,686 | |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Data Center | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Number of properties accounted for at fair value | Property | 1 | |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Data Center | Measurement Input, Price Per Square Foot | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 24.94 | |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Data Center | Measurement Input, Price Per Square Foot | Weighted Average | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 24.94 | |
Fair Value Estimated Using Listing Price Or Broker Opinion Of Value | Data Center | Measurement Input Square Footage | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Square Footage | ft² | 188,475 | |
Fair Value Estimated Using Comparable Properties | Retail | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Number of properties accounted for at fair value | Property | 3 | |
Fair Value Estimated Using Comparable Properties | Retail | Measurement Input, Price Per Square Foot | Minimum | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 26.05 | |
Fair Value Estimated Using Comparable Properties | Retail | Measurement Input, Price Per Square Foot | Maximum | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 197.15 | |
Fair Value Estimated Using Comparable Properties | Retail | Measurement Input, Price Per Square Foot | Weighted Average | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 56.36 | |
Fair Value Estimated Using Comparable Properties | Retail | Measurement Input Square Footage | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Square Footage | ft² | 100,195 | |
Fair Value Estimated Using Comparable Properties | Office Building | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Number of properties accounted for at fair value | Property | 2 | |
Fair Value Estimated Using Comparable Properties | Office Building | Measurement Input, Price Per Square Foot | Minimum | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 71.69 | |
Fair Value Estimated Using Comparable Properties | Office Building | Measurement Input, Price Per Square Foot | Maximum | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 135 | |
Fair Value Estimated Using Comparable Properties | Office Building | Measurement Input, Price Per Square Foot | Weighted Average | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 98.97 | |
Fair Value Estimated Using Comparable Properties | Office Building | Measurement Input Square Footage | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Square Footage | ft² | 73,000 | |
Fair Value Estimated Using Comparable Properties | Medical | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Number of properties accounted for at fair value | Property | 1 | |
Fair Value Estimated Using Comparable Properties | Medical | Measurement Input, Price Per Square Foot | Minimum | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 91.23 | |
Fair Value Estimated Using Comparable Properties | Medical | Measurement Input, Price Per Square Foot | Maximum | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 107.52 | |
Fair Value Estimated Using Comparable Properties | Medical | Measurement Input, Price Per Square Foot | Weighted Average | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Price Per Square Foot Range | 100.33 | |
Fair Value Estimated Using Comparable Properties | Medical | Measurement Input Square Footage | ||
Impaired Long Lived Assets Held And Used [Line Items] | ||
Square Footage | ft² | 15,804 |
Fair Value Measurements - Sch_3
Fair Value Measurements - Schedule of Carrying Amount and Estimated Fair Value Of Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Loans receivable, net | $ 68,308 | $ 23,023 |
Revolving credit facilities | 55,500 | |
Term loans, net | 1,089,146 | 792,309 |
Senior Unsecured Notes, net | 2,724,500 | 2,722,514 |
Mortgages payable, net | 4,694 | 4,986 |
Estimated Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Loans receivable, net | 69,421 | 23,462 |
2019 Credit Facility | 55,502 | |
Term loans, net | 1,101,173 | 802,363 |
Senior Unsecured Notes, net | 2,346,256 | 2,310,547 |
Mortgages payable, net | $ 4,394 | $ 4,685 |
Incentive Award Plan - Narrativ
Incentive Award Plan - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Value of shares surrendered for payment of federal and state with holding taxes | $ 145 | $ 1,312 | $ 17 | $ 6,410 | $ 1,500 | ||
General and Administrative Expense | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ 5,000 | $ 4,400 | $ 10,200 | $ 8,400 | |||
Restricted Share Awards | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Grants in period (in shares) | 139 | ||||||
Deferred compensation expense | $ 5,700 | ||||||
Outstanding unvested shares | 207 | 207 | |||||
Restricted Share Awards | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Deferred compensation expense over requisite service period | 1 year | ||||||
Restricted Share Awards | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Deferred compensation expense over requisite service period | 3 years | ||||||
Market-Based Awards | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Grants in period (in shares) | 189 | ||||||
Deferred compensation expense over requisite service period | 3 years | ||||||
Expected volatility | 36.30% | ||||||
Risk free interest rate | 3.72% | ||||||
Market-based award, grant date fair value | $ 74.3 | ||||||
Accrued dividend rights | $ 2,900 | $ 2,900 | $ 2,500 | ||||
Shares expected to be released | 400 | ||||||
Market-Based Awards | Group of Industry Peers | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Volatility rate, minimum | 26% | ||||||
Volatility rate, maximum | 52.70% | ||||||
Average volatility rate | 34% | ||||||
Market-Based Awards | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Percent multiplier for shares granted | 0% | ||||||
Market-Based Awards | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Percent multiplier for shares granted | 375% |
Incentive Award Plan - Summary
Incentive Award Plan - Summary of Remaining Unamortized Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total unamortized stock-based compensation expense | $ 29,237 | $ 19,892 |
Restricted Share Awards | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total unamortized stock-based compensation expense | 6,945 | 4,727 |
Market-Based Awards | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total unamortized stock-based compensation expense | $ 22,292 | $ 15,165 |
Income Per Share - Schedule of
Income Per Share - Schedule of Reconciliation of the Numerator and Denominator Used in the Computation of Basic and Diluted Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | ||
Basic and diluted income: | |||||
Net income | $ 54,181 | $ 82,740 | $ 150,354 | $ 138,796 | |
Less: dividends paid to preferred stockholders | (2,588) | (2,588) | (5,176) | (5,176) | |
Less: dividends and income attributable to unvested restricted stock | (135) | (138) | (274) | (269) | |
Net income attributable to common stockholders used in basic and diluted income per share | $ 51,458 | $ 80,014 | $ 144,904 | $ 133,351 | |
Basic weighted average shares of common stock outstanding: | |||||
Weighted average shares of common stock outstanding | 141,320,242 | 134,359,638 | 141,310,439 | 131,293,692 | |
Less: unvested weighted average shares of restricted stock | (216,527) | (212,097) | (230,524) | (226,893) | |
Basic weighted average shares of common stock outstanding | 141,103,715 | 134,147,541 | 141,079,915 | 131,066,799 | |
Diluted weighted average shares of common stock outstanding: | |||||
Plus: unvested market-based awards | 71,909 | 195,130 | |||
Plus: unsettled shares under open forward equity contracts | 45,128 | ||||
Diluted weighted average shares of common stock outstanding | [1] | 141,103,715 | 134,219,450 | 141,079,915 | 131,307,057 |
Net income per share attributable to common stockholders - basic | $ 0.36 | $ 0.6 | $ 1.03 | $ 1.02 | |
Net income per share attributable to common stockholders - diluted | $ 0.36 | $ 0.6 | $ 1.03 | $ 1.02 | |
Unvested restricted share awards | |||||
Potentially dilutive shares of common stock related to: | |||||
Dilutive shares | 37,499 | 33,614 | 70,628 | 71,921 | |
[1] Assumes the most dilutive issuance of potentially issuable shares between the two-class and treasury stock method unless the result would be anti-dilutive. |