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STOCK TITAN

[10-Q] NNN REIT, Inc. Quarterly Earnings Report

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(Neutral)
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(Neutral)
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10-Q
Rhea-AI Filing Summary

Amalgamated Financial Corp. (AMAL) delivered mixed Q2 2025 results. Net interest income rose 5.4% YoY to $72.9 m as loan yields outpaced funding costs, yet credit provisioning climbed 55% to $4.9 m. Non-interest income fell 13% on weaker service-charge revenue, while expenses edged up 2.7%, largely from higher professional and technology spending. As a result, quarterly net income slipped 2.9% to $26.0 m and diluted EPS declined to $0.84 from $0.87. For the six-month period, net income dropped 5.5% to $51.0 m.

Balance-sheet trends were stronger. Total assets expanded 4.4% since year-end to $8.62 bn, driven by a $262 m increase in available-for-sale securities and modest 1% loan growth. Deposits increased 7.7% to $7.73 bn, enabling the bank to shrink higher-cost borrowings by $239 m, which should relieve funding pressure going forward. Cash and equivalents jumped to $171 m (vs. $61 m). Tangible equity improved 6.5% to $754 m; accumulated OCI losses narrowed to $43 m from $59 m, reflecting recovering bond prices. The company repurchased 432 k shares YTD and paid $0.28 per share in dividends. Regulatory capital data were not disclosed in the excerpt.

Amalgamated Financial Corp. (AMAL) ha riportato risultati contrastanti nel secondo trimestre del 2025. Il reddito netto da interessi è aumentato del 5,4% su base annua, raggiungendo 72,9 milioni di dollari, grazie a rendimenti sui prestiti superiori ai costi di finanziamento, mentre le rettifiche per crediti deteriorati sono salite del 55% a 4,9 milioni di dollari. I ricavi non da interessi sono diminuiti del 13% a causa di un calo nelle commissioni per servizi, mentre le spese sono aumentate del 2,7%, principalmente per maggiori costi professionali e tecnologici. Di conseguenza, l'utile netto trimestrale è sceso del 2,9% a 26,0 milioni di dollari e l'utile per azione diluito è calato a 0,84 dollari da 0,87 dollari. Nel periodo di sei mesi, l'utile netto è diminuito del 5,5% a 51,0 milioni di dollari.

Le tendenze del bilancio sono state più solide. Il totale delle attività è cresciuto del 4,4% rispetto alla fine dell'anno, raggiungendo 8,62 miliardi di dollari, trainato da un aumento di 262 milioni di dollari nelle attività disponibili per la vendita e da una modesta crescita dell'1% dei prestiti. I depositi sono aumentati del 7,7% a 7,73 miliardi di dollari, consentendo alla banca di ridurre di 239 milioni di dollari i prestiti a costo più elevato, alleviando così la pressione sui finanziamenti in futuro. La liquidità e equivalenti sono saliti a 171 milioni di dollari (rispetto a 61 milioni). Il patrimonio tangibile è migliorato del 6,5% a 754 milioni; le perdite accumulate da OCI si sono ridotte a 43 milioni da 59 milioni, riflettendo il recupero dei prezzi delle obbligazioni. La società ha riacquistato 432 mila azioni da inizio anno e ha distribuito dividendi di 0,28 dollari per azione. I dati sul capitale regolamentare non sono stati divulgati nell'estratto.

Amalgamated Financial Corp. (AMAL) presentó resultados mixtos en el segundo trimestre de 2025. Los ingresos netos por intereses aumentaron un 5,4% interanual hasta 72,9 millones de dólares, ya que los rendimientos de los préstamos superaron los costos de financiamiento, aunque las provisiones para créditos crecieron un 55% hasta 4,9 millones de dólares. Los ingresos no por intereses cayeron un 13% debido a una menor recaudación por cargos por servicios, mientras que los gastos subieron un 2,7%, principalmente por mayores gastos profesionales y tecnológicos. Como resultado, el ingreso neto trimestral disminuyó un 2,9% hasta 26,0 millones de dólares y las ganancias diluidas por acción bajaron a 0,84 dólares desde 0,87. En el período de seis meses, el ingreso neto cayó un 5,5% hasta 51,0 millones de dólares.

Las tendencias del balance fueron más sólidas. Los activos totales crecieron un 4,4% desde fin de año hasta 8,62 mil millones de dólares, impulsados por un aumento de 262 millones en valores disponibles para la venta y un modesto crecimiento del 1% en préstamos. Los depósitos aumentaron un 7,7% hasta 7,73 mil millones, lo que permitió al banco reducir en 239 millones los préstamos con costos más altos, lo que debería aliviar la presión de financiamiento en el futuro. El efectivo y equivalentes saltaron a 171 millones (frente a 61 millones). El capital tangible mejoró un 6,5% hasta 754 millones; las pérdidas acumuladas en OCI se redujeron a 43 millones desde 59 millones, reflejando la recuperación de los precios de los bonos. La compañía recompró 432 mil acciones en lo que va del año y pagó dividendos de 0,28 dólares por acción. No se divulgaron datos de capital regulatorio en el fragmento.

Amalgamated Financial Corp. (AMAL)ì€ 2025ë…� 2분기 실ì ì—서 혼재ë� ê²°ê³¼ë¥� 발표했습니다. 순ì´ìžìˆ˜ìµì€ 대ì¶� 수ìµë¥ ì´ ìžê¸ˆ 조달 비용ì� ìƒíšŒí•˜ë©° ì „ë…„ 대ë¹� 5.4% ì¦ê°€í•� 7,290ë§� 달러ë¥� 기ë¡í–ˆìœ¼ë‚�, 대ì†ì¶©ë‹¹ê¸ˆì€ 55% ì¦ê°€í•� 490ë§� 달러ì—� 달했습니ë‹�. 비ì´ìžìˆ˜ìµì€ 서비ìŠ� 수수ë£� ìˆ˜ìµ ê°ì†Œë¡� 13% ê°ì†Œí–ˆê³ , ë¹„ìš©ì€ ì „ë¬¸ 서비ìŠ� ë°� 기술 ì§€ì¶� ì¦ê°€ë¡� 2.7% ì†Œí­ ìƒìŠ¹í–ˆìŠµë‹ˆë‹¤. ê·� ê²°ê³¼ 분기 순ì´ìµì€ 2.9% 하ë½í•� 2,600ë§� 달러, í¬ì„ 주당순ì´ìµì€ 0.87달러ì—서 0.84달러ë¡� ê°ì†Œí–ˆìŠµë‹ˆë‹¤. 6개월 ëˆ„ì  ìˆœì´ìµì€ 5.5% ê°ì†Œí•� 5,100ë§� 달러입니ë‹�.

대차대조표 ë™í–¥ì€ ë� 강세ë¥� 보였습니ë‹�. ì´ìžì‚°ì€ ì—°ë§ ëŒ€ë¹� 4.4% ì¦ê°€í•� 86ì–� 2천만 달러ë¡�, 매ë„가능ì¦ê¶Œì´ 2ì–� 6,200ë§� 달러 ì¦ê°€í•˜ê³  ëŒ€ì¶œì´ 1% ì†Œí­ ì„±ìž¥í•� ë� 힘입었습니다. ì˜ˆê¸ˆì€ 7.7% ì¦ê°€í•� 77ì–� 3천만 달러ë¡�, ì€í–‰ì´ 고비ìš� ì°¨ìž…ê¸ˆì„ 2ì–� 3,900ë§� 달러 줄여 향후 ìžê¸ˆ ì••ë°• 완화ì—� 기여í•� ì „ë§ìž…니ë‹�. 현금 ë°� 현금ì„� ìžì‚°ì€ 6,100ë§� 달러ì—서 1ì–� 7,100ë§� 달러ë¡� 급ì¦í–ˆìŠµë‹ˆë‹¤. 유형ìžë³¸ì€ 6.5% ì¦ê°€í•� 7ì–� 5,400ë§� 달러ì´ë©°, ëˆ„ì  ê¸°íƒ€í¬ê´„ì†ì‹¤(OCI) ì†ì‹¤ì€ 5,900ë§� 달러ì—서 4,300ë§� 달러ë¡� 축소ë˜ì–´ 채권 ê°€ê²� 회복ì� ë°˜ì˜í•©ë‹ˆë‹�. 회사ëŠ� ì—°ì´ˆ ì´í›„ 43ë§� 2ì²� 주를 ìžì‚¬ì£¼ë¡œ 매입했고, 주당 0.28달러ì� ë°°ë‹¹ê¸ˆì„ ì§€ê¸‰í–ˆìŠµë‹ˆë‹�. 규제 ìžë³¸ ê´€ë � ë°ì´í„°ëŠ” 본문ì—� 공개ë˜ì§€ 않았습니ë‹�.

Amalgamated Financial Corp. (AMAL) a présenté des résultats mitigés pour le deuxième trimestre 2025. Le produit net d'intérêts a augmenté de 5,4 % en glissement annuel pour atteindre 72,9 millions de dollars, les rendements des prêts ayant dépassé les coûts de financement, tandis que les provisions pour créances douteuses ont augmenté de 55 % pour s'établir à 4,9 millions de dollars. Les revenus hors intérêts ont chuté de 13 % en raison d'une baisse des revenus liés aux frais de service, tandis que les dépenses ont légèrement augmenté de 2,7 %, principalement en raison de dépenses accrues en services professionnels et technologies. En conséquence, le bénéfice net trimestriel a diminué de 2,9 % pour atteindre 26,0 millions de dollars et le BPA dilué est passé de 0,87 $ à 0,84 $. Sur six mois, le bénéfice net a chuté de 5,5 % à 51,0 millions de dollars.

Les tendances du bilan ont été plus solides. Le total des actifs a augmenté de 4,4 % depuis la fin de l'année pour atteindre 8,62 milliards de dollars, porté par une hausse de 262 millions de dollars des titres disponibles à la vente et une croissance modeste de 1 % des prêts. Les dépôts ont progressé de 7,7 % pour atteindre 7,73 milliards, permettant à la banque de réduire ses emprunts à coût élevé de 239 millions, ce qui devrait alléger la pression sur le financement à l'avenir. La trésorerie et les équivalents ont bondi à 171 millions (contre 61 millions). Les capitaux tangibles ont progressé de 6,5 % pour atteindre 754 millions ; les pertes cumulées OCI se sont réduites à 43 millions contre 59 millions, reflétant la reprise des prix des obligations. La société a racheté 432 000 actions depuis le début de l'année et versé un dividende de 0,28 $ par action. Les données relatives au capital réglementaire n'ont pas été divulguées dans cet extrait.

Amalgamated Financial Corp. (AMAL) veröffentlichte gemischte Ergebnisse für das zweite Quartal 2025. Der Nettozinsertrag stieg im Jahresvergleich um 5,4 % auf 72,9 Mio. USD, da die Darlehensrenditen die Finanzierungskosten überstiegen, während die Kreditrisikovorsorge um 55 % auf 4,9 Mio. USD anstieg. Die Erträge aus nicht zinstragenden Geschäften sanken aufgrund schwächerer Servicegebühren um 13 %, während die Aufwendungen um 2,7 % stiegen, hauptsächlich aufgrund höherer Aufwendungen für professionelle Dienstleistungen und Technologie. Infolgedessen sank der Quartalsnettogewinn um 2,9 % auf 26,0 Mio. USD und das verwässerte Ergebnis je Aktie fiel von 0,87 USD auf 0,84 USD. Für den sechsmonatigen Zeitraum sank der Nettogewinn um 5,5 % auf 51,0 Mio. USD.

Die Bilanztrends zeigten sich stärker. Die Gesamtaktiva stiegen seit Jahresende um 4,4 % auf 8,62 Mrd. USD, angetrieben durch einen Anstieg der zum Verkauf verfügbaren Wertpapiere um 262 Mio. USD und ein moderates Kreditwachstum von 1 %. Die Einlagen stiegen um 7,7 % auf 7,73 Mrd. USD, was der Bank ermöglichte, hochverzinsliche Kredite um 239 Mio. USD zu reduzieren, was den Finanzierungsdruck künftig lindern sollte. Zahlungsmittel und Zahlungsmitteläquivalente stiegen auf 171 Mio. USD (vorher 61 Mio.). Das materielle Eigenkapital verbesserte sich um 6,5 % auf 754 Mio.; die kumulierten OCI-Verluste verringerten sich von 59 Mio. auf 43 Mio. USD, was die Erholung der Anleihepreise widerspiegelt. Das Unternehmen hat bisher in diesem Jahr 432.000 Aktien zurückgekauft und eine Dividende von 0,28 USD pro Aktie ausgeschüttet. Angaben zum regulatorischen Kapital wurden im Auszug nicht veröffentlicht.

Positive
  • Deposits up 7.7% YoY to $7.73 bn, improving core funding.
  • Borrowings down 76% since year-end (to $75 m), lowering interest expense risk.
  • Net interest income grew 5.4% YoY despite rate pressures.
  • AOCI loss narrowed by $15.7 m, boosting tangible equity.
Negative
  • Net income fell 2.9% YoY; six-month earnings down 5.5%.
  • Provision for credit losses up 55%, signalling cautious credit outlook.
  • Non-interest income declined 13%, led by weaker service charges.
  • Expense growth outpaced revenue (+2.7% vs. flat total income), pressuring efficiency.

Insights

TL;DR Slight earnings slippage but stronger funding mix and capital; modestly positive longer-term.

Core spread income keeps rising despite elevated deposit costs, demonstrating pricing power in AMAL’s labor-centric niche. Deposit growth and a 76% reduction in wholesale funding materially derisk liquidity and should bolster margins in 2H 25. Equity climbed 6%, aided by OCI recovery, giving room for continued buybacks. However, flattish loan growth and shrinking fee revenue cap near-term EPS upside. Guidance commentary (not provided here) will be crucial, but trajectory looks moderately constructive.

TL;DR Credit metrics stable yet watch provisioning uptick and service-charge decline.

The 55% YoY rise in provision suggests management is front-loading reserves amid macro uncertainty, but the allowance ratio actually fell slightly (58.998 m vs. 60.086 m) as portfolio quality remains solid. Deposit inflows reduce run-off risk seen in regional peers. Key watch items: commercial real-estate exposures and volatile equity-method investments that posted a $2.5 m loss YTD. Overall risk profile remains acceptable.

Amalgamated Financial Corp. (AMAL) ha riportato risultati contrastanti nel secondo trimestre del 2025. Il reddito netto da interessi è aumentato del 5,4% su base annua, raggiungendo 72,9 milioni di dollari, grazie a rendimenti sui prestiti superiori ai costi di finanziamento, mentre le rettifiche per crediti deteriorati sono salite del 55% a 4,9 milioni di dollari. I ricavi non da interessi sono diminuiti del 13% a causa di un calo nelle commissioni per servizi, mentre le spese sono aumentate del 2,7%, principalmente per maggiori costi professionali e tecnologici. Di conseguenza, l'utile netto trimestrale è sceso del 2,9% a 26,0 milioni di dollari e l'utile per azione diluito è calato a 0,84 dollari da 0,87 dollari. Nel periodo di sei mesi, l'utile netto è diminuito del 5,5% a 51,0 milioni di dollari.

Le tendenze del bilancio sono state più solide. Il totale delle attività è cresciuto del 4,4% rispetto alla fine dell'anno, raggiungendo 8,62 miliardi di dollari, trainato da un aumento di 262 milioni di dollari nelle attività disponibili per la vendita e da una modesta crescita dell'1% dei prestiti. I depositi sono aumentati del 7,7% a 7,73 miliardi di dollari, consentendo alla banca di ridurre di 239 milioni di dollari i prestiti a costo più elevato, alleviando così la pressione sui finanziamenti in futuro. La liquidità e equivalenti sono saliti a 171 milioni di dollari (rispetto a 61 milioni). Il patrimonio tangibile è migliorato del 6,5% a 754 milioni; le perdite accumulate da OCI si sono ridotte a 43 milioni da 59 milioni, riflettendo il recupero dei prezzi delle obbligazioni. La società ha riacquistato 432 mila azioni da inizio anno e ha distribuito dividendi di 0,28 dollari per azione. I dati sul capitale regolamentare non sono stati divulgati nell'estratto.

Amalgamated Financial Corp. (AMAL) presentó resultados mixtos en el segundo trimestre de 2025. Los ingresos netos por intereses aumentaron un 5,4% interanual hasta 72,9 millones de dólares, ya que los rendimientos de los préstamos superaron los costos de financiamiento, aunque las provisiones para créditos crecieron un 55% hasta 4,9 millones de dólares. Los ingresos no por intereses cayeron un 13% debido a una menor recaudación por cargos por servicios, mientras que los gastos subieron un 2,7%, principalmente por mayores gastos profesionales y tecnológicos. Como resultado, el ingreso neto trimestral disminuyó un 2,9% hasta 26,0 millones de dólares y las ganancias diluidas por acción bajaron a 0,84 dólares desde 0,87. En el período de seis meses, el ingreso neto cayó un 5,5% hasta 51,0 millones de dólares.

Las tendencias del balance fueron más sólidas. Los activos totales crecieron un 4,4% desde fin de año hasta 8,62 mil millones de dólares, impulsados por un aumento de 262 millones en valores disponibles para la venta y un modesto crecimiento del 1% en préstamos. Los depósitos aumentaron un 7,7% hasta 7,73 mil millones, lo que permitió al banco reducir en 239 millones los préstamos con costos más altos, lo que debería aliviar la presión de financiamiento en el futuro. El efectivo y equivalentes saltaron a 171 millones (frente a 61 millones). El capital tangible mejoró un 6,5% hasta 754 millones; las pérdidas acumuladas en OCI se redujeron a 43 millones desde 59 millones, reflejando la recuperación de los precios de los bonos. La compañía recompró 432 mil acciones en lo que va del año y pagó dividendos de 0,28 dólares por acción. No se divulgaron datos de capital regulatorio en el fragmento.

Amalgamated Financial Corp. (AMAL)ì€ 2025ë…� 2분기 실ì ì—서 혼재ë� ê²°ê³¼ë¥� 발표했습니다. 순ì´ìžìˆ˜ìµì€ 대ì¶� 수ìµë¥ ì´ ìžê¸ˆ 조달 비용ì� ìƒíšŒí•˜ë©° ì „ë…„ 대ë¹� 5.4% ì¦ê°€í•� 7,290ë§� 달러ë¥� 기ë¡í–ˆìœ¼ë‚�, 대ì†ì¶©ë‹¹ê¸ˆì€ 55% ì¦ê°€í•� 490ë§� 달러ì—� 달했습니ë‹�. 비ì´ìžìˆ˜ìµì€ 서비ìŠ� 수수ë£� ìˆ˜ìµ ê°ì†Œë¡� 13% ê°ì†Œí–ˆê³ , ë¹„ìš©ì€ ì „ë¬¸ 서비ìŠ� ë°� 기술 ì§€ì¶� ì¦ê°€ë¡� 2.7% ì†Œí­ ìƒìŠ¹í–ˆìŠµë‹ˆë‹¤. ê·� ê²°ê³¼ 분기 순ì´ìµì€ 2.9% 하ë½í•� 2,600ë§� 달러, í¬ì„ 주당순ì´ìµì€ 0.87달러ì—서 0.84달러ë¡� ê°ì†Œí–ˆìŠµë‹ˆë‹¤. 6개월 ëˆ„ì  ìˆœì´ìµì€ 5.5% ê°ì†Œí•� 5,100ë§� 달러입니ë‹�.

대차대조표 ë™í–¥ì€ ë� 강세ë¥� 보였습니ë‹�. ì´ìžì‚°ì€ ì—°ë§ ëŒ€ë¹� 4.4% ì¦ê°€í•� 86ì–� 2천만 달러ë¡�, 매ë„가능ì¦ê¶Œì´ 2ì–� 6,200ë§� 달러 ì¦ê°€í•˜ê³  ëŒ€ì¶œì´ 1% ì†Œí­ ì„±ìž¥í•� ë� 힘입었습니다. ì˜ˆê¸ˆì€ 7.7% ì¦ê°€í•� 77ì–� 3천만 달러ë¡�, ì€í–‰ì´ 고비ìš� ì°¨ìž…ê¸ˆì„ 2ì–� 3,900ë§� 달러 줄여 향후 ìžê¸ˆ ì••ë°• 완화ì—� 기여í•� ì „ë§ìž…니ë‹�. 현금 ë°� 현금ì„� ìžì‚°ì€ 6,100ë§� 달러ì—서 1ì–� 7,100ë§� 달러ë¡� 급ì¦í–ˆìŠµë‹ˆë‹¤. 유형ìžë³¸ì€ 6.5% ì¦ê°€í•� 7ì–� 5,400ë§� 달러ì´ë©°, ëˆ„ì  ê¸°íƒ€í¬ê´„ì†ì‹¤(OCI) ì†ì‹¤ì€ 5,900ë§� 달러ì—서 4,300ë§� 달러ë¡� 축소ë˜ì–´ 채권 ê°€ê²� 회복ì� ë°˜ì˜í•©ë‹ˆë‹�. 회사ëŠ� ì—°ì´ˆ ì´í›„ 43ë§� 2ì²� 주를 ìžì‚¬ì£¼ë¡œ 매입했고, 주당 0.28달러ì� ë°°ë‹¹ê¸ˆì„ ì§€ê¸‰í–ˆìŠµë‹ˆë‹�. 규제 ìžë³¸ ê´€ë � ë°ì´í„°ëŠ” 본문ì—� 공개ë˜ì§€ 않았습니ë‹�.

Amalgamated Financial Corp. (AMAL) a présenté des résultats mitigés pour le deuxième trimestre 2025. Le produit net d'intérêts a augmenté de 5,4 % en glissement annuel pour atteindre 72,9 millions de dollars, les rendements des prêts ayant dépassé les coûts de financement, tandis que les provisions pour créances douteuses ont augmenté de 55 % pour s'établir à 4,9 millions de dollars. Les revenus hors intérêts ont chuté de 13 % en raison d'une baisse des revenus liés aux frais de service, tandis que les dépenses ont légèrement augmenté de 2,7 %, principalement en raison de dépenses accrues en services professionnels et technologies. En conséquence, le bénéfice net trimestriel a diminué de 2,9 % pour atteindre 26,0 millions de dollars et le BPA dilué est passé de 0,87 $ à 0,84 $. Sur six mois, le bénéfice net a chuté de 5,5 % à 51,0 millions de dollars.

Les tendances du bilan ont été plus solides. Le total des actifs a augmenté de 4,4 % depuis la fin de l'année pour atteindre 8,62 milliards de dollars, porté par une hausse de 262 millions de dollars des titres disponibles à la vente et une croissance modeste de 1 % des prêts. Les dépôts ont progressé de 7,7 % pour atteindre 7,73 milliards, permettant à la banque de réduire ses emprunts à coût élevé de 239 millions, ce qui devrait alléger la pression sur le financement à l'avenir. La trésorerie et les équivalents ont bondi à 171 millions (contre 61 millions). Les capitaux tangibles ont progressé de 6,5 % pour atteindre 754 millions ; les pertes cumulées OCI se sont réduites à 43 millions contre 59 millions, reflétant la reprise des prix des obligations. La société a racheté 432 000 actions depuis le début de l'année et versé un dividende de 0,28 $ par action. Les données relatives au capital réglementaire n'ont pas été divulguées dans cet extrait.

Amalgamated Financial Corp. (AMAL) veröffentlichte gemischte Ergebnisse für das zweite Quartal 2025. Der Nettozinsertrag stieg im Jahresvergleich um 5,4 % auf 72,9 Mio. USD, da die Darlehensrenditen die Finanzierungskosten überstiegen, während die Kreditrisikovorsorge um 55 % auf 4,9 Mio. USD anstieg. Die Erträge aus nicht zinstragenden Geschäften sanken aufgrund schwächerer Servicegebühren um 13 %, während die Aufwendungen um 2,7 % stiegen, hauptsächlich aufgrund höherer Aufwendungen für professionelle Dienstleistungen und Technologie. Infolgedessen sank der Quartalsnettogewinn um 2,9 % auf 26,0 Mio. USD und das verwässerte Ergebnis je Aktie fiel von 0,87 USD auf 0,84 USD. Für den sechsmonatigen Zeitraum sank der Nettogewinn um 5,5 % auf 51,0 Mio. USD.

Die Bilanztrends zeigten sich stärker. Die Gesamtaktiva stiegen seit Jahresende um 4,4 % auf 8,62 Mrd. USD, angetrieben durch einen Anstieg der zum Verkauf verfügbaren Wertpapiere um 262 Mio. USD und ein moderates Kreditwachstum von 1 %. Die Einlagen stiegen um 7,7 % auf 7,73 Mrd. USD, was der Bank ermöglichte, hochverzinsliche Kredite um 239 Mio. USD zu reduzieren, was den Finanzierungsdruck künftig lindern sollte. Zahlungsmittel und Zahlungsmitteläquivalente stiegen auf 171 Mio. USD (vorher 61 Mio.). Das materielle Eigenkapital verbesserte sich um 6,5 % auf 754 Mio.; die kumulierten OCI-Verluste verringerten sich von 59 Mio. auf 43 Mio. USD, was die Erholung der Anleihepreise widerspiegelt. Das Unternehmen hat bisher in diesem Jahr 432.000 Aktien zurückgekauft und eine Dividende von 0,28 USD pro Aktie ausgeschüttet. Angaben zum regulatorischen Kapital wurden im Auszug nicht veröffentlicht.

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img229223331_0.jpg

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the quarterly period ended June 30, 2025

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the transition period from to

Commission file number 001-11290

NNN REIT, INC.

(Exact name of registrant as specified in its charter)

Maryland

56-1431377

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer Identification No.)

450 South Orange Avenue, Suite 900

Orlando, Florida 32801

(Address of principal executive offices, including zip code)

Registrant's telephone number, including area code: (407) 265-7348

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:

Trading Symbol(s):

Name of exchange on which registered:

Common Stock, $0.01 par value

NNN

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

As of July 30, 2025, the registrant had 188,781,890 shares of common stock, $0.01 par value, outstanding.

 


 

TABLE OF CONTENTS

PAGE

Part I – Financial Information

 

Item 1.

Financial Statements (unaudited):

 

 

Condensed Consolidated Balance Sheets

1

 

Condensed Consolidated Statements of Income and Comprehensive Income

2

 

Condensed Consolidated Statements of Equity

3

 

Condensed Consolidated Statements of Cash Flows

7

 

Notes to Condensed Consolidated Financial Statements

9

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

21

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

33

Item 4.

Controls and Procedures

34

Part II – Other Information

 

Item 1.

Legal Proceedings

35

Item 1A.

Risk Factors

35

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

35

Item 3.

Defaults Upon Senior Securities

35

Item 4.

Mine Safety Disclosures

35

Item 5.

Other Information

35

Item 6.

Exhibits

35

Signatures

37

 

 

 


 

PART I. FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

NNN REIT, INC.

and SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(dollars in thousands, except per share data)

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(unaudited)

 

 

 

 

ASSETS

 

 

 

 

 

 

AGÕæÈ˹ٷ½ estate portfolio, net of accumulated depreciation and amortization

 

$

9,023,171

 

 

$

8,746,168

 

Cash and cash equivalents

 

 

5,973

 

 

 

8,731

 

Restricted cash and cash held in escrow

 

 

775

 

 

 

331

 

Receivables, net of allowance of $599 and $617, respectively

 

 

2,499

 

 

 

2,975

 

Accrued rental income, net of allowance of $3,290 and $4,156, respectively

 

 

33,594

 

 

 

34,005

 

Debt costs, net of accumulated amortization of $28,449 and $27,002, respectively

 

 

7,698

 

 

 

8,958

 

Other assets

 

 

74,967

 

 

 

71,560

 

Total assets

 

$

9,148,677

 

 

$

8,872,728

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

Line of credit payable

 

$

267,700

 

 

$

 

Notes payable, net of unamortized discount and unamortized debt costs

 

 

4,376,893

 

 

 

4,373,803

 

Accrued interest payable

 

 

30,685

 

 

 

29,699

 

Other liabilities

 

 

110,994

 

 

 

106,951

 

Total liabilities

 

 

4,786,272

 

 

 

4,510,453

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

Common stock, $0.01 par value. Authorized 375,000,000 shares; 188,206,484 and
    
187,540,929 shares issued and outstanding, respectively

 

 

1,884

 

 

 

1,877

 

Capital in excess of par value

 

 

5,217,161

 

 

 

5,197,644

 

Accumulated deficit

 

 

(849,201

)

 

 

(829,287

)

Accumulated other comprehensive income (loss)

 

 

(7,439

)

 

 

(7,959

)

Total equity

 

 

4,362,405

 

 

 

4,362,275

 

Total liabilities and equity

 

$

9,148,677

 

 

$

8,872,728

 

See accompanying notes to condensed consolidated financial statements.

1


 

NNN REIT, INC.

and SUBSIDIARIES

 

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

(dollars in thousands, except per share data)

(unaudited)

 

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

Rental income

 

$

226,498

 

 

$

216,140

 

 

$

457,072

 

 

$

430,965

 

Interest and other income from real estate transactions

 

 

304

 

 

 

673

 

 

 

584

 

 

 

1,255

 

 

 

226,802

 

 

 

216,813

 

 

 

457,656

 

 

 

432,220

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

 

11,217

 

 

 

11,789

 

 

 

24,225

 

 

 

24,373

 

AGÕæÈ˹ٷ½ estate

 

 

8,838

 

 

 

6,758

 

 

 

18,213

 

 

 

13,912

 

Depreciation and amortization

 

 

68,349

 

 

 

62,503

 

 

 

132,966

 

 

 

123,118

 

Leasing transaction costs

 

 

74

 

 

 

20

 

 

 

204

 

 

 

53

 

Impairment losses – real estate, net of recoveries

 

 

4,535

 

 

 

944

 

 

 

6,047

 

 

 

2,148

 

Retirement and severance costs

 

 

191

 

 

 

153

 

 

 

2,364

 

 

 

470

 

 

 

93,204

 

 

 

82,167

 

 

 

184,019

 

 

 

164,074

 

Gain on disposition of real estate

 

 

16,198

 

 

 

17,621

 

 

 

20,011

 

 

 

22,442

 

Earnings from operations

 

 

149,796

 

 

 

152,267

 

 

 

293,648

 

 

 

290,588

 

Other expenses (revenues):

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

(15

)

 

 

(976

)

 

 

(344

)

 

 

(1,095

)

Interest expense

 

 

49,282

 

 

 

46,577

 

 

 

97,005

 

 

 

90,646

 

 

 

49,267

 

 

 

45,601

 

 

 

96,661

 

 

 

89,551

 

Net earnings

 

$

100,529

 

 

$

106,666

 

 

$

196,987

 

 

$

201,037

 

Net earnings per share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.54

 

 

$

0.58

 

 

$

1.05

 

 

$

1.10

 

Diluted

 

$

0.54

 

 

$

0.58

 

 

$

1.05

 

 

$

1.10

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

186,876,693

 

 

 

182,438,791

 

 

 

186,865,955

 

 

 

182,119,471

 

Diluted

 

 

187,070,288

 

 

 

182,807,374

 

 

 

187,088,160

 

 

 

182,528,333

 

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

100,529

 

 

$

106,666

 

 

$

196,987

 

 

$

201,037

 

Amortization of interest rate hedges

 

 

469

 

 

 

610

 

 

 

929

 

 

 

1,242

 

Fair value of forward starting swaps

 

 

(117

)

 

 

 

 

 

(409

)

 

 

 

Total comprehensive income

 

$

100,881

 

 

$

107,276

 

 

$

197,507

 

 

$

202,279

 

 

See accompanying notes to condensed consolidated financial statements.

2


 

NNN REIT, INC.

and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

Quarter Ended June 30, 2025

(dollars in thousands, except per share data)

(unaudited)

 

 

 

Common
Stock

 

 

Capital in
  Excess of
Par Value

 

 

Accumulated
Deficit

 

 

Accumulated
Other
Comprehensive
Income (Loss)

 

 

Total
Equity

 

Balances at March 31, 2025

 

$

1,881

 

 

$

5,203,561

 

 

$

(841,164

)

 

$

(7,791

)

 

$

4,356,487

 

Net earnings

 

 

 

 

 

 

 

 

100,529

 

 

 

 

 

 

100,529

 

Dividends declared and paid:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$0.5800 per share of common stock

 

 

1

 

 

 

637

 

 

 

(108,566

)

 

 

 

 

 

(107,928

)

Issuance of common stock:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8,688 shares – director compensation

 

 

 

 

 

268

 

 

 

 

 

 

 

 

 

268

 

1,694 shares – stock purchase plan

 

 

 

 

 

69

 

 

 

 

 

 

 

 

 

69

 

236,906 shares – ATM equity program

 

 

2

 

 

 

10,228

 

 

 

 

 

 

 

 

 

10,230

 

Stock issuance costs

 

 

 

 

 

(167

)

 

 

 

 

 

 

 

 

(167

)

Amortization of deferred compensation

 

 

 

 

 

2,565

 

 

 

 

 

 

 

 

 

2,565

 

Amortization of interest rate hedges

 

 

 

 

 

 

 

 

 

 

 

469

 

 

 

469

 

Fair value of forward starting swap

 

 

 

 

 

 

 

 

 

 

 

(117

)

 

 

(117

)

Balances at June 30, 2025

 

$

1,884

 

 

$

5,217,161

 

 

$

(849,201

)

 

$

(7,439

)

 

$

4,362,405

 

 

See accompanying notes to condensed consolidated financial statements.

 

 

 

3


 

NNN REIT, INC.

and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY – CONTINUED

Quarter Ended June 30, 2024

(dollars in thousands, except per share data)

(unaudited)

 

 

 

Common
Stock

 

 

Capital in
  Excess of
Par Value

 

 

Accumulated
Deficit

 

 

Accumulated
Other
Comprehensive
Income (Loss)

 

 

Total
 Equity

 

Balances at March 31, 2024

 

$

1,835

 

 

$

4,996,698

 

 

$

(814,196

)

 

$

(9,479

)

 

$

4,174,858

 

Net earnings

 

 

 

 

 

 

 

 

106,666

 

 

 

 

 

 

106,666

 

Dividends declared and paid:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$0.5650 per share of common stock

 

 

 

 

 

570

 

 

 

(103,159

)

 

 

 

 

 

(102,589

)

Issuance of common stock:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9,655 shares – director compensation

 

 

 

 

 

319

 

 

 

 

 

 

 

 

 

319

 

1,204 shares – stock purchase plan

 

 

 

 

 

51

 

 

 

 

 

 

 

 

 

51

 

303,443 shares – ATM equity program

 

 

3

 

 

 

12,799

 

 

 

 

 

 

 

 

 

12,802

 

Stock issuance costs

 

 

 

 

 

(132

)

 

 

 

 

 

 

 

 

(132

)

Amortization of deferred compensation

 

 

 

 

 

2,337

 

 

 

 

 

 

 

 

 

2,337

 

Amortization of interest rate hedges

 

 

 

 

 

 

 

 

 

 

 

610

 

 

 

610

 

Balances at June 30, 2024

 

$

1,838

 

 

$

5,012,642

 

 

$

(810,689

)

 

$

(8,869

)

 

$

4,194,922

 

 

See accompanying notes to condensed consolidated financial statements.

 

4


 

NNN REIT, INC.

and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY – CONTINUED

Six Months Ended June 30, 2025

(dollars in thousands, except per share data)

(unaudited)

 

 

 

Common
Stock

 

 

Capital in
  Excess of
Par Value

 

 

Accumulated Deficit

 

 

Accumulated
Other
Comprehensive
Income (Loss)

 

 

Total
Equity

 

Balances at December 31, 2024

 

$

1,877

 

 

$

5,197,644

 

 

$

(829,287

)

 

$

(7,959

)

 

$

4,362,275

 

Net earnings

 

 

 

 

 

 

 

 

196,987

 

 

 

 

 

 

196,987

 

Dividends declared and paid:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$1.1600 per share of common stock

 

 

1

 

 

 

1,242

 

 

 

(216,901

)

 

 

 

 

 

(215,658

)

Issuance of common stock:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17,629 shares – director compensation

 

 

 

 

 

535

 

 

 

 

 

 

 

 

 

535

 

2,940 shares – stock purchase plan

 

 

 

 

 

120

 

 

 

 

 

 

 

 

 

120

 

236,906 shares – ATM equity program

 

 

2

 

 

 

10,228

 

 

 

 

 

 

 

 

 

10,230

 

390,929 restricted shares – net of forfeitures

 

 

4

 

 

 

(4

)

 

 

 

 

 

 

 

 

 

Stock issuance costs

 

 

 

 

 

(252

)

 

 

 

 

 

 

 

 

(252

)

Amortization of deferred compensation

 

 

 

 

 

7,648

 

 

 

 

 

 

 

 

 

7,648

 

Amortization of interest rate hedges

 

 

 

 

 

 

 

 

 

 

 

929

 

 

 

929

 

Fair value of forward starting swap

 

 

 

 

 

 

 

 

 

 

 

(409

)

 

 

(409

)

Balances at June 30, 2025

 

$

1,884

 

 

$

5,217,161

 

 

$

(849,201

)

 

$

(7,439

)

 

$

4,362,405

 

 

See accompanying notes to condensed consolidated financial statements.

 

5


 

NNN REIT, INC.

and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY – CONTINUED

Six Months Ended June 30, 2024

(dollars in thousands, except per share data)

(unaudited)

 

 

 

Common
Stock

 

 

Capital in
  Excess of
Par Value

 

 

Accumulated Deficit

 

 

Accumulated
Other
Comprehensive
Income (Loss)

 

 

Total
Equity

 

Balances at December 31, 2023

 

$

1,826

 

 

$

4,971,625

 

 

$

(805,883

)

 

$

(10,111

)

 

$

4,157,457

 

Net earnings

 

 

 

 

 

 

 

 

201,037

 

 

 

 

 

 

201,037

 

Dividends declared and paid:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$1.1300 per share of common stock

 

 

 

 

 

1,306

 

 

 

(205,843

)

 

 

 

 

 

(204,537

)

Issuance of common stock:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

19,224 shares – director compensation

 

 

 

 

 

639

 

 

 

 

 

 

 

 

 

639

 

1,987 shares – stock purchase plan

 

 

 

 

 

83

 

 

 

 

 

 

 

 

 

83

 

803,443 shares – ATM equity program

 

 

8

 

 

 

33,719

 

 

 

 

 

 

 

 

 

33,727

 

349,975 restricted shares – net of forfeitures

 

 

4

 

 

 

(4

)

 

 

 

 

 

 

 

 

 

Stock issuance costs

 

 

 

 

 

(310

)

 

 

 

 

 

 

 

 

(310

)

Amortization of deferred compensation

 

 

 

 

 

5,584

 

 

 

 

 

 

 

 

 

5,584

 

Amortization of interest rate hedges

 

 

 

 

 

 

 

 

 

 

 

1,242

 

 

 

1,242

 

Balances at June 30, 2024

 

$

1,838

 

 

$

5,012,642

 

 

$

(810,689

)

 

$

(8,869

)

 

$

4,194,922

 

 

See accompanying notes to condensed consolidated financial statements.

 

 

6


 

 

NNN REIT, INC.

and SUBSIDIARIES

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(dollars in thousands)

(unaudited)

 

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

Cash flows from operating activities:

 

 

 

 

 

 

Net earnings

 

$

196,987

 

 

$

201,037

 

Adjustments to reconcile net earnings to net cash provided by operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

132,966

 

 

 

123,118

 

Impairment losses – real estate, net of recoveries

 

 

6,047

 

 

 

2,148

 

Amortization of notes payable discount

 

 

1,593

 

 

 

1,384

 

Amortization of debt costs

 

 

2,944

 

 

 

3,088

 

Amortization of interest rate hedges

 

 

929

 

 

 

1,242

 

Settlement of forward starting swaps

 

 

(409

)

 

 

 

Gain on disposition of real estate

 

 

(20,011

)

 

 

(22,442

)

Performance incentive plan expense

 

 

8,692

 

 

 

6,852

 

Performance incentive plan payment

 

 

(1,702

)

 

 

(1,274

)

Change in operating assets and liabilities, net of assets acquired and liabilities assumed:

 

 

 

 

 

 

Decrease in receivables

 

 

476

 

 

 

1,098

 

Decrease (increase) in accrued rental income

 

 

(84

)

 

 

131

 

Increase in other assets

 

 

(1,560

)

 

 

(1,602

)

Increase (decrease) in accrued interest payable

 

 

986

 

 

 

(3,443

)

Increase (decrease) in other liabilities

 

 

(5,247

)

 

 

61

 

Other

 

 

95

 

 

 

(204

)

Net cash provided by operating activities

 

 

322,702

 

 

 

311,194

 

Cash flows from investing activities:

 

 

 

 

 

 

Proceeds from the disposition of real estate

 

 

67,198

 

 

 

86,268

 

Additions to real estate

 

 

(453,909

)

 

 

(224,986

)

Principal payments received on mortgages and notes receivable

 

 

460

 

 

 

344

 

Other

 

 

(718

)

 

 

(974

)

Net cash used in investing activities

 

 

(386,969

)

 

 

(139,348

)

 

See accompanying notes to condensed consolidated financial statements.

 

7


 

NNN REIT, INC.

and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS – CONTINUED

(dollars in thousands)

(unaudited)

 

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

Cash flows from financing activities:

 

 

 

 

 

 

Proceeds from line of credit payable

 

$

618,000

 

 

$

408,000

 

Repayment of line of credit payable

 

 

(350,300

)

 

 

(528,000

)

Proceeds from notes payable

 

 

 

 

 

493,840

 

Repayment of notes payable

 

 

 

 

 

(350,000

)

Payment of debt issuance costs

 

 

(187

)

 

 

(13,014

)

Proceeds from issuance of common stock

 

 

11,593

 

 

 

35,116

 

Stock issuance costs

 

 

(252

)

 

 

(298

)

Payment of common stock dividends

 

 

(216,901

)

 

 

(205,843

)

Net cash provided by (used in) financing activities

 

 

61,953

 

 

 

(160,199

)

Net increase (decrease) in cash, cash equivalents and restricted cash(1)

 

 

(2,314

)

 

 

11,647

 

Cash, cash equivalents and restricted cash at beginning of period(1)

 

 

9,062

 

 

 

5,155

 

Cash, cash equivalents and restricted cash at end of period(1)

 

$

6,748

 

 

$

16,802

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

Interest paid, net of amount capitalized

 

$

92,016

 

 

$

91,851

 

Supplemental disclosure of noncash investing and financing activities:

 

 

 

 

 

 

Change in other comprehensive income

 

$

520

 

 

$

1,242

 

Change in work in progress accrual

 

$

11,020

 

 

$

10,048

 

 

(1)

Cash, cash equivalents and restricted cash is the aggregate of cash and cash equivalents and restricted cash and cash held in escrow from the Condensed Consolidated Balance Sheets. As of June 30, 2025, December 31, 2024 and June 30, 2024, NNN had restricted cash of $775, $331 and $14,672, respectively.

See accompanying notes to condensed consolidated financial statements.

8


 

NNN REIT, INC.

and SUBSIDIARIES

 

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

(Unaudited)

 

Note 1 – Organization and Summary of Significant Accounting Policies:

Organization and Nature of Business. NNN REIT, Inc., a Maryland corporation, is a fully integrated real estate investment trust (“REIT”) formed in 1984. The term "NNN" or the "Company" refers to NNN REIT, Inc. and all of its consolidated subsidiaries. NNN may elect to treat certain of its subsidiaries as taxable REIT subsidiaries.

NNN's assets primarily include real estate assets. NNN acquires, owns, invests in and develops high-quality properties that are leased primarily to tenants under long-term, net leases and are primarily held for investment ("Properties" or "Property Portfolio", or individually a "Property").

 

 

June 30, 2025

Property Portfolio:

 

 

Total Properties

 

3,663

Gross leasable area (square feet)

 

38,322,000

States

 

50

Weighted average remaining lease term (years)

 

10

In accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") guidance included in Topic 280, Segment Reporting, NNN's operations are reported within one reportable segment in the unaudited condensed consolidated financial statements and all properties are considered part of the Properties or Property Portfolio. As such, property counts and calculations involving property counts reflect all NNN properties. See additional disclosure in "Note 7 – Segment Information."

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by U.S. generally accepted accounting principles. The unaudited condensed consolidated financial statements reflect all adjustments (including normal recurring accruals) which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. Operating results for the quarter and six months ended June 30, 2025, may not be indicative of the results that may be expected for the year ending December 31, 2025. Amounts as of December 31, 2024, included in the condensed consolidated financial statements have been derived from the audited consolidated financial statements as of that date. The unaudited condensed consolidated financial statements, included herein, should be read in conjunction with the consolidated financial statements and notes thereto as well as Management's Discussion and Analysis of Financial Condition and Results of Operations in NNN's Form 10-K for the year ended December 31, 2024.

Principles of Consolidation. NNN's unaudited condensed consolidated financial statements include the accounts of each of the respective majority owned and controlled affiliates, including transactions whereby NNN has been determined to be the primary beneficiary in accordance with the FASB ASC guidance included in Topic 810, Consolidation. All significant intercompany account balances and transactions have been eliminated.

AGÕæÈ˹ٷ½ Estate Portfolio. NNN records the acquisition of real estate at cost, including acquisition and closing costs. The cost of Properties developed or funded by NNN includes direct and indirect costs of construction, property taxes, interest, third-party costs and other miscellaneous costs incurred during the development period until the project is substantially complete and available for occupancy. NNN recorded $1,463,000 and $3,476,000 in capitalized interest during the development period for the six months ended June 30, 2025 and 2024, respectively, of which $542,000 and $1,617,000 was recorded during the quarters ended June 30, 2025 and 2024, respectively.

Purchase Accounting for Acquisition of AGÕæÈ˹ٷ½ Estate. In accordance with the FASB ASC guidance on business combinations, consideration for the real estate acquired is allocated to the acquired tangible assets, consisting of land, building and tenant improvements, and, if applicable, to identified intangible assets and liabilities, consisting of the value of above-market and below-market leases and the value of in-place leases, as applicable, based on their respective fair values.

 

9


 

The fair value estimate is sensitive to significant assumptions, such as establishing a range of relevant market assumptions for land, building and rent and where the acquired property falls within that range. These market assumptions for land, building and rent use the most relevant comparable properties for an acquisition. The final value relies upon ranking comparable properties' attributes from most to least similar.

The fair value of the tangible assets of an acquired property is determined by valuing the property as if it were vacant, and the "as-if-vacant" value is then allocated to land, building and tenant improvements based on the determination of their fair values.

In allocating the fair value of the identified intangible assets and liabilities of an acquired property, above-market and below-market in-place lease values are recorded as other assets or liabilities based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management's estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining term of the lease and the renewal option terms if it is probable that the tenant will exercise options. The capitalized above-market lease values are amortized as a reduction of rental income over the remaining terms of the respective leases. The capitalized below-market lease values are amortized as an increase to rental income over the initial term unless the Company believes that it is likely that the tenant will renew the lease for an option term whereby the Company amortizes the value attributable to the renewal over the renewal period.

The aggregate value of other acquired intangible assets, consisting of in-place leases, is valued by comparing the purchase price paid for a property after adjusting for existing in-place leases to the estimated fair value of the property as-if-vacant, determined as set forth above. This intangible asset is amortized to expense over the remaining non-cancelable periods of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts relating to that lease would be written off in that period. The value of tenant relationships is reviewed on individual transactions to determine if future value was derived from the acquisition.

Lease Accounting. NNN records its leases on the Property Portfolio in accordance with FASB ASC Topic 842, Leases ("ASC 842").

NNN's real estate is typically leased to tenants under triple-net leases, whereby the tenant is responsible for all operating expenses relating to the Property, including utilities, real estate taxes and assessments, property and liability insurance, maintenance, repairs and capital expenditures. The leases on the Property Portfolio are predominantly classified as operating leases and are accounted for as follows:

Operating method – Properties with leases accounted for using the operating method are recorded at the cost of the real estate and depreciated on the straight-line method over their estimated remaining useful lives, which generally range from 20 to 40 years for buildings and improvements and 15 years for land improvements. Leasehold interests are amortized on the straight-line method over the terms of their respective leases. Revenue is recognized as rentals are earned and expenses (including depreciation) are charged to operations as incurred. When scheduled rentals vary during the lease term, income is recognized on a straight-line basis so as to produce a constant periodic rent over the term of the lease. Accrued rental income is the aggregate difference between the scheduled rents which vary during the lease term and the income recognized on a straight-line basis.

NNN adopted certain practical expedients in ASC 842 and does not separate the non-lease components from the lease components when the timing and patterns of transfer for the lease and non-lease components are the same and the lease is classified as an operating lease. As a result, all income earned pursuant to tenant leases is reflected as one-line, rental income, in the Condensed Consolidated Statements of Income and Comprehensive Income. In addition, NNN records right-of-use assets and operating lease liabilities as lessee under operating leases in accordance with ASC 842.

Collectability. In accordance with ASC 842, NNN reviews the collectability of its lease payments on an ongoing basis. NNN considers collectability indicators when analyzing accounts receivable (and accrued rent), historical bad debt levels, tenant credit-worthiness and current economic trends, all of which assist in evaluating the probability of outstanding and future rental income collections and the adequacy of the allowance for doubtful accounts. In addition, tenants in bankruptcy are analyzed and considerations are made in connection with the expected recovery of pre-petition and post-petition bankruptcy claims.

 

10


 

When NNN deems the collection of rental income from a tenant not probable, uncollected and previously recognized rental revenue and any related accrued rent are reversed as a reduction to rental income and, subsequently, rental income is only recognized when cash receipts are received. At this point, a tenant is deemed cash basis for accounting purposes. If NNN subsequently deems the collection of rental income is probable, any related accrued rental income or expense is restored.

As a result of the review of collectability, NNN recorded a write-off of $2,099,000 and $473,000 of outstanding receivables and related accrued rent during the six months ended June 30, 2025 and 2024, respectively, and reclassified certain tenants as cash basis for accounting purposes.

The following table summarizes those tenants classified as cash basis for accounting purposes as of June 30:

 

 

2025

 

 

2024

 

 

Number of tenants

 

 

12

 

 

 

11

 

 

Cash basis tenants as a percent of:

 

 

 

 

 

 

 

Total Properties

 

 

2.5

%

 

 

3.4

%

 

% of Annualized Base Rent ("ABR")(1)

 

 

4.7

%

(2)

 

5.0

%

(3)

% of gross leasable area

 

 

7.4

%

 

 

4.8

%

 

 

(1)

ABR represents the monthly cash base rent for all leases in place as of the end of the period multiplied by 12. Based on ABR of:

 

(2)

$893,782,000 as of June 30, 2025.

 

(3)

$837,568,000 as of June 30, 2024.

During the six months ended June 30, 2025 and 2024, NNN recognized $15,316,000 and $20,883,000, respectively, of rental income from certain tenants for periods following their classification to cash basis for accounting purposes, of which $7,584,000 and $11,108,000 was recognized during the quarters ended June 30, 2025 and 2024, respectively.

NNN includes an allowance for doubtful accounts in rental income on the Condensed Consolidated Statements of Income and Comprehensive Income.

AGÕæÈ˹ٷ½ Estate – Held For Sale. AGÕæÈ˹ٷ½ estate held for sale is not depreciated and is recorded at the lower of cost or fair value, less cost to sell. On a quarterly basis, the Company evaluates its Properties for held for sale classification based on specific criteria as outlined in FASB ASC Topic 360, Property, Plant and Equipment, including management's intent to commit to a plan to sell the asset. NNN anticipates the disposition of Properties classified as held for sale to occur within 12 months. At June 30, 2025 and December 31, 2024, NNN had recorded real estate held for sale of $9,205,000 (seven properties) and $283,000 (two properties), respectively, in real estate portfolio on the Condensed Consolidated Balance Sheets. The properties classified as held for sale as of December 31, 2024 were sold during the six months ended June 30, 2025.

AGÕæÈ˹ٷ½ Estate Dispositions. When real estate is disposed, the related cost, accumulated depreciation or amortization and any accrued rental income from operating leases and the net investment from direct financing leases are removed from the accounts and gains and losses from the dispositions are reflected in income. FASB ASC Topic 610-20, Gains and Losses from the Derecognition of Nonfinancial Assets ("ASC 610-20"), provides guidance for recognizing gains and losses from the transfer of nonfinancial assets in contracts with noncustomers. An entity that transfers a nonfinancial asset in the scope of ASC 610-20 follows a two-step derecognition model to determine whether (and when) to derecognize the asset. NNN determined the key revenue stream impacted by ASC 610-20 is gain on disposition of real estate reported on the Condensed Consolidated Statements of Income and Comprehensive Income. In accordance with ASC 610-20, NNN evaluates any separate contracts or performance obligations to determine proper timing and/or amount of revenue recognition, as well as transfer of control and transaction price allocation in determining the amount of gain or loss to record.

 

11


 

Impairment – AGÕæÈ˹ٷ½ Estate. NNN periodically assesses its long-lived real estate assets for possible impairment whenever certain events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. These indicators include, but are not limited to: changes in real estate market conditions, the ability of NNN to re-lease properties that are currently vacant or become vacant, properties reclassified as held for sale, persistent vacancies greater than one year and properties leased to tenants in bankruptcy. Management evaluates whether an impairment in carrying value has occurred by comparing the estimated future cash flows (undiscounted and without interest charges), and the residual value of the real estate, with the carrying value of the individual asset. The future undiscounted cash flows are primarily driven by estimated future market rents. Future cash flow estimates are sensitive to the assumptions made by management regarding future market rents, which are affected by expectations about future market and economic conditions. If an impairment is indicated, a loss will be recorded for the amount by which the carrying value of the asset exceeds its estimated fair value. NNN's Properties are leased primarily to tenants under long-term net leases and primarily held for investment. Generally, NNN's Property leases provide for initial terms of 10 to 20 years, with cash flows provided over the entire term.

Credit Losses on Financial Instruments. FASB ASC Topic 326, Financial Instruments – Credit Losses, requires entities to estimate an expected lifetime credit loss on financial assets ranging from short-term trade accounts receivable to long-term financings. The guidance requires a lifetime credit loss expected at inception and requires pooling of assets, which share similar risk characteristics. NNN is required to evaluate current economic conditions, as well as make future expectations of economic conditions. In addition, the measurement of the expected credit loss is over the asset's contractual term.

NNN held mortgages receivable, including accrued interest, of $454,000 included in other assets on the Condensed Consolidated Balance Sheets as of December 31, 2024, net of $9,000 allowance for credit loss. As of June 30, 2025, NNN held no mortgages receivable.

Cash and Cash Equivalents. NNN considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents consist of cash and money market accounts. Cash equivalents are stated at cost plus accrued interest, which approximates fair value. Cash accounts maintained on behalf of NNN in demand deposits at commercial banks and money market funds may exceed federally insured levels or may be held in accounts without any federal insurance or any other insurance or guarantee. However, NNN has not experienced any losses in such accounts.

Restricted Cash and Cash Held in Escrow. Restricted cash and cash held in escrow may include (i) cash proceeds from the sale of assets held by qualified intermediaries in anticipation of the acquisition of replacement properties in tax-deferred exchanges under Section 1031 of the Internal Revenue Code of 1986, as amended (the "Code"), (ii) cash that has been placed in escrow for the future funding of construction commitments, or (iii) cash that is not immediately available to NNN. NNN held $775,000 and $331,000 in restricted cash and cash held in escrow as of June 30, 2025 and December 31, 2024, respectively.

Debt Costs – Line of Credit Payable. Debt costs incurred in connection with NNN's $1,200,000,000 unsecured revolving line of credit have been deferred and are being amortized to interest expense over the term of the loan commitment using the straight-line method, which approximates the effective interest method. NNN has recorded debt costs associated with the Credit Facility (as defined in "Note 3 – Line of Credit Payable") as an asset, in debt costs on the Condensed Consolidated Balance Sheets.

Debt Costs – Notes Payable. Debt costs incurred in connection with the issuance of NNN's unsecured notes have been deferred and are being amortized to interest expense over the term of the respective debt obligation using the effective interest method. NNN had debt costs of $43,820,000, included in notes payable on the Condensed Consolidated Balance Sheets, as of June 30, 2025 and December 31, 2024, net of accumulated amortization of $15,557,000 and $14,060,000, respectively.

Revenue Recognition. Rental revenues for properties under construction commence upon completion of construction and delivery of the leased asset to the tenant. Rental revenues for non-development real estate assets are recognized when earned in accordance with ASC 842, based on the terms of the lease of the leased asset. Leasehold interests are amortized on the straight-line method over the terms of their respective leases. When scheduled rentals vary during the lease term, income is recognized on a straight-line basis so as to produce a constant periodic rent over the term of the lease. Lease termination fees are recognized when collected subsequent to the related lease that is cancelled and NNN no longer has continuing involvement with the former tenant with respect to that property.

 

12


 

Earnings Per Share. Earnings per share have been computed pursuant to the FASB guidance included in FASB ASC Topic 260, Earnings Per Share. The guidance requires classification of the Company's unvested restricted share units, which contain rights to receive nonforfeitable dividends, as 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 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 the weighted average shares outstanding during the period.

The following table is a reconciliation of the numerator and denominator used in the computation of basic and diluted earnings per share using the two-class method (dollars in thousands):

 

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Basic and Diluted Earnings:

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

100,529

 

 

$

106,666

 

 

$

196,987

 

 

$

201,037

 

Less: Earnings allocated to unvested restricted shares

 

 

(190

)

 

 

(189

)

 

 

(357

)

 

 

(333

)

Net earnings used in basic and diluted earnings per share

 

$

100,339

 

 

$

106,477

 

 

$

196,630

 

 

$

200,704

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and Diluted Weighted Average Shares Outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

187,974,275

 

 

 

183,532,421

 

 

 

187,868,489

 

 

 

183,116,552

 

Less: Unvested restricted shares

 

 

(328,001

)

 

 

(324,620

)

 

 

(308,258

)

 

 

(294,671

)

Less: Unvested contingent restricted shares

 

 

(769,581

)

 

 

(769,010

)

 

 

(694,276

)

 

 

(702,410

)

Weighted average shares outstanding used in basic
      earnings per share

 

 

186,876,693

 

 

 

182,438,791

 

 

 

186,865,955

 

 

 

182,119,471

 

Other dilutive securities

 

 

193,595

 

 

 

368,583

 

 

 

222,205

 

 

 

408,862

 

Weighted average shares outstanding used in diluted
      earnings per share

 

 

187,070,288

 

 

 

182,807,374

 

 

 

187,088,160

 

 

 

182,528,333

 

 

Income Taxes. NNN has made an election to be taxed as a REIT under Sections 856 through 860 of the Code, and related regulations. NNN generally will not be subject to federal income taxes on taxable income it distributes to stockholders, provided it meets certain other requirements for qualifying as a REIT. As of June 30, 2025, NNN believes it has qualified as a REIT. Notwithstanding NNN's qualification for taxation as a REIT, NNN is subject to certain state and local income, franchise and excise taxes.

Fair Value Measurement. NNN's estimates of fair value of financial and non-financial assets and liabilities are based on the framework established in FASB ASC Topic 820, Fair Value Measurement ("ASC 820"). The framework specifies a hierarchy of valuation inputs which was established to increase consistency, clarity and comparability in fair value measurements and related disclosures. The guidance describes a fair value hierarchy based upon three levels of inputs that may be used to measure fair value, two of which are considered observable and one that is considered unobservable. The following describes the three levels:

Level 1 – Valuation is based upon quoted prices in active markets for identical assets or liabilities.
Level 2 – Valuation is based upon inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 – Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include option pricing models, discounted cash flow models and similar techniques.

 

13


 

Accumulated Other Comprehensive Income (Loss). The following table outlines the changes in accumulated other comprehensive income (loss) for the six months ended June 30, 2025 (dollars in thousands):

 

 

 

Gain (Loss) on
Cash Flow Hedges
(1)

 

 

Beginning balance, December 31, 2024

 

$

(7,959

)

 

Other comprehensive income (loss)

 

 

(409

)

 

Reclassifications from accumulated other comprehensive income to net earnings

 

 

929

 

(2)

Ending balance, June 30, 2025

 

$

(7,439

)

 

 

(1)

Additional disclosure is included in "Note 4 – Notes Payable and Derivatives".

 

(2)

Recorded in interest expense on the Condensed Consolidated Statements of Income and Comprehensive Income. There is no income tax expense (benefit) resulting from this reclassification.

New Accounting Pronouncements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"), effective for annual periods beginning after December 15, 2024. The amendments in the update require public business entities on an annual basis to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold of equal to or greater than five percent of the amount computed by multiplying pretax income by the statutory income tax rate. The amendments also require that entities disclose on an annual basis information about the amount of income taxes paid disaggregated by federal, state and foreign taxes and the amount of income taxes paid disaggregated by individual jurisdictions in which income taxes paid is equal to or greater than five percent of total income taxes paid. The amendments eliminate some of the previous required disclosures for all entities relating to estimates of the change in unrecognized tax benefits reasonably possible within 12 months. NNN has evaluated ASU 2023-09 and determined it will have no material impact on its future disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement–Reporting Comprehensive Income–Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expense ("ASU 2027-03"), effective for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027. The amendments in this update require disclosure, in the notes to the financial statements, of specified information about certain costs and expenses and a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively. NNN is currently evaluating the potential impact the adoption of ASU 2024-03 will have on its future disclosures.

Use of Estimates. Additional critical accounting policies of NNN include management's estimates and assumptions relating to the reporting of assets and liabilities, revenues and expenses and the disclosure of contingent assets and liabilities which are required to prepare the unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America. Significant accounting policies include management's estimates of the purchase accounting for acquisition of real estate, the recoverability of the carrying value of long-lived assets and management's evaluation of the probability of outstanding and future lease payment collections. Estimates are sensitive to evaluations by management about current and future expectations of market and economic conditions. Actual results could differ from those estimates.

 

14


 

Note 2 – AGÕæÈ˹ٷ½ Estate:

AGÕæÈ˹ٷ½ Estate – Portfolio

Leases. At June 30, 2025, NNN's real estate portfolio had a weighted average remaining lease term of 10 years and consisted of 3,606 leases classified as operating leases and an additional four leases accounted for as direct financing leases.

The following is a summary of the general structure of the leases in the Property Portfolio, although the specific terms of each lease can vary significantly. Typically, the Property leases provide for initial terms of 10 to 20 years and a triple-net lease structure, pursuant to which the tenant bears responsibility for operating expenses of the Property, including utilities, real estate taxes and assessments, property and liability insurance, maintenance, repairs and capital expenditures. Certain Properties are subject to leases under which NNN retains responsibility for specific costs and expenses associated with the Property. NNN's leases provide for annual base rental payments (payable in monthly installments), the majority of which include negotiated increases in rent as a result of increases in the Consumer Price Index or set fixed increases.

NNN's leases often provide the tenant with one or more multi-year renewal options, subject to the same terms and conditions provided under the initial lease term, including rent increases. NNN's lease term is based on the non-cancellable base term unless economic incentives make it reasonably certain that an option period to extend the lease will be exercised, in which event NNN includes the renewal options. Some of the leases also provide that in the event NNN wishes to sell the Property subject to that lease, NNN first must offer the lessee the right to purchase the Property on the same terms and conditions as any offer which NNN intends to accept for the sale of the Property.

AGÕæÈ˹ٷ½ Estate Portfolio. NNN's real estate consisted of the following at (dollars in thousands):

 

 

 

June 30,
2025

 

 

December 31,
2024

 

Land and improvements(1)

 

$

2,977,752

 

 

$

2,919,976

 

Buildings and improvements

 

 

8,159,894

 

 

 

7,805,939

 

Leasehold interests

 

 

355

 

 

 

355

 

 

 

11,138,001

 

 

 

10,726,270

 

Less accumulated depreciation and amortization

 

 

(2,170,211

)

 

 

(2,065,316

)

 

 

8,967,790

 

 

 

8,660,954

 

Work in progress and improvements

 

 

43,778

 

 

 

82,411

 

Accounted for using the operating method

 

 

9,011,568

 

 

 

8,743,365

 

Accounted for using the direct financing method

 

 

2,398

 

 

 

2,520

 

Classified as held for sale(2)

 

 

9,205

 

 

 

283

 

 

$

9,023,171

 

 

$

8,746,168

 

 

(1)

Includes $20,574 and $34,356 in land for Properties under construction at June 30, 2025 and December 31, 2024, respectively.

 

(2)

As of June 30, 2025, seven Properties were classified as held for sale. The two properties classified as held for sale as of December 31, 2024 were sold during the six months ended June 30, 2025.

 

 

15


 

NNN recognized the following revenues in rental income (dollars in thousands):

 

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Rental income from operating leases

 

$

221,714

 

 

$

211,557

 

 

$

445,770

 

 

$

420,641

 

Earned income from direct financing leases

 

 

112

 

 

 

118

 

 

 

226

 

 

 

237

 

Percentage rent

 

 

284

 

 

 

259

 

 

 

1,170

 

 

 

1,147

 

Rental revenues

 

 

222,110

 

 

 

211,934

 

 

 

447,166

 

 

 

422,025

 

AGÕæÈ˹ٷ½ estate expenses reimbursed from tenants

 

 

4,388

 

 

 

4,206

 

 

 

9,906

 

 

 

8,940

 

 

$

226,498

 

 

$

216,140

 

 

$

457,072

 

 

$

430,965

 

Some leases provide for a free rent period or scheduled rent increases throughout the lease term. Such amounts are recognized on a straight-line basis over the terms of the leases.

For the six months ended June 30, 2025 and 2024, NNN recognized $84,000 and ($131,000), respectively, of net straight-line accrued rental income, net of reserves, of which ($425,000) and ($95,000) of such income, net of reserves was recorded during the quarters ended June 30, 2025 and 2024, respectively.

AGÕæÈ˹ٷ½ Estate – Intangibles

In accordance with purchase accounting for the acquisition of real estate subject to a lease, NNN has recorded intangible assets and lease liabilities that consisted of the following at (dollars in thousands):

 

 

 

June 30,
2025

 

 

December 31,
2024

 

Intangible lease assets (included in other assets):

 

 

 

 

 

 

Above-market in-place leases

 

$

14,350

 

 

$

14,753

 

Less: accumulated amortization

 

 

(10,961

)

 

 

(12,159

)

Above-market in-place leases, net

 

$

3,389

 

 

$

2,594

 

 

 

 

 

 

 

 

In-place leases

 

$

114,383

 

 

$

116,549

 

Less: accumulated amortization

 

 

(81,539

)

 

 

(85,741

)

In-place leases, net

 

$

32,844

 

 

$

30,808

 

 

 

 

 

 

 

 

Intangible lease liabilities (included in other liabilities):

 

 

 

 

 

 

Below-market in-place leases

 

$

36,488

 

 

$

39,869

 

Less: accumulated amortization

 

 

(27,694

)

 

 

(28,946

)

Below-market in-place leases, net

 

$

8,794

 

 

$

10,923

 

The amounts amortized as a net increase to rental income for above-market and below-market leases for the six months ended June 30, 2025 and 2024, were $1,713,000 and $242,000, respectively, of which $1,620,000 and $125,000 were recorded during the quarters ended June 30, 2025 and 2024, respectively. The value of in-place leases amortized to expense for the six months ended June 30, 2025 and 2024 was $5,267,000 and $3,230,000, respectively, of which $3,879,000 and $1,583,000 was recorded for the quarters ended June 30, 2025 and 2024, respectively.

 

16


 

AGÕæÈ˹ٷ½ Estate – Dispositions

The following table summarizes the properties sold and the corresponding gain recognized on the disposition of properties (dollars in thousands):

 

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

# of Sold
Properties

 

Net
Gain

 

 

# of Sold
Properties

 

Net
Gain

 

 

# of Sold
Properties

 

Net
Gain

 

 

# of Sold
Properties

 

Net
Gain

 

Gain on disposition of real estate

 

23

 

$

16,198

 

 

14

 

$

17,621

 

 

33

 

$

20,011

 

 

20

 

$

22,442

 

AGÕæÈ˹ٷ½ Estate – Commitments

NNN has committed to fund construction on 20 Properties. The improvements on such Properties are estimated to be completed within 12 to 18 months. These construction commitments, as of June 30, 2025, are outlined in the table below (dollars in thousands):

 

Total commitment(1)

 

$

103,177

 

Less amount funded

 

 

(64,352

)

Remaining commitment

 

$

38,825

 

 

(1)

Includes land, construction costs, tenant improvements, lease costs, capitalized interest and third-party costs.

AGÕæÈ˹ٷ½ Estate – Impairments

NNN periodically assesses its long-lived real estate assets for possible impairment whenever certain events or changes in circumstances indicate that the carrying value of the asset may not be recoverable.

As a result of NNN's review of long-lived real estate assets, including identifiable intangible assets, NNN recognized real estate impairments, net of recoveries as summarized in the table below (dollars in thousands):

 

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Total real estate impairments, net of recoveries

 

$

4,535

 

 

$

944

 

 

$

6,047

 

 

$

2,148

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of Properties:

 

 

 

 

 

 

 

 

 

 

 

 

Vacant

 

 

6

 

 

 

2

 

 

 

8

 

 

 

2

 

Occupied

 

 

1

 

 

 

 

 

 

1

 

 

 

3

 

The valuation of impaired assets is determined using widely accepted valuation techniques including discounted cash flow analysis, income capitalization, analysis of recent comparable sales transactions, actual sales negotiations and bona fide purchase offers received from third parties, which are Level 3 inputs. NNN may consider a single valuation technique or multiple valuation techniques, as appropriate, when estimating the fair value of its real estate.

 

17


 

Note 3 – Line of Credit Payable:

In April 2024, NNN amended certain terms of its credit agreement to, among other things, increase borrowing capacity under its unsecured revolving credit facility from $1,100,000,000 to $1,200,000,000 (the "Credit Facility"). The Credit Facility had a weighted average outstanding balance of $113,919,000 and a weighted average interest rate of 5.22% during the six months ended June 30, 2025. The Credit Facility has a base interest rate of the Secured Overnight Financing Rate ("SOFR") plus a SOFR adjustment of 10 basis points ("Adjusted SOFR"). The Credit Facility bears interest at Adjusted SOFR plus 77.5 basis points; however, such interest rate may change pursuant to a tiered interest rate structure based on NNN's debt rating. Additionally, as part of NNN's environmental, social and governance ("ESG") initiative, pricing may be reduced if specified ESG metrics are achieved. The Credit Facility matures in April 2028, unless the Company exercises its options to extend maturity to April 2029. The Credit Facility also includes an accordion feature which permits NNN to increase the facility size up to $2,000,000,000, subject to lender approval. In connection with the Credit Facility, loan costs are classified as debt costs on the Condensed Consolidated Balance Sheets. As of June 30, 2025, there was $267,700,000 outstanding and $932,300,000 available for future borrowings under the Credit Facility, and NNN was in compliance with each of the Credit Facility financial covenants.

Note 4 – Notes Payable and Derivatives:

Additional information related to NNN's notes payable and derivatives is included in NNN's Annual Report on Form 10-K for the year ended December 31, 2024.

During the quarter ended June 30, 2025, NNN terminated two forward starting swaps with an aggregate notional amount of $200,000,000, in connection with pricing a $500,000,000 senior unsecured notes offering (see "Note 8 – Subsequent Events"). The forward starting swaps were entered into to hedge the risk of changes in forecasted interest payments on a forecasted issuance of long-term debt. When terminated, the fair value of the forward starting swaps, designated as cash flow hedges, was a net liability of $409,000, which was deferred in accumulated other comprehensive income (loss) and will be amortized as an increase in interest expense over 10 years.

As of June 30, 2025, $7,439,000 remained in accumulated other comprehensive income (loss) related to NNN's previously terminated interest rate hedges. During the six months ended June 30, 2025 and 2024, NNN reclassified out of accumulated other comprehensive income (loss) $929,000 and $1,242,000, respectively, of which $469,000 and $610,000 was reclassified during the quarters ended June 30, 2025 and 2024, respectively, as an increase in interest expense. Over the next 12 months, NNN estimates that an additional $915,000 will be reclassified as an increase in interest expense. Amounts reported in accumulated other comprehensive income (loss) related to derivatives will be reclassified to interest expense as interest payments are made on NNN's long-term debt.

NNN does not use derivatives for trading or speculative purposes. NNN had no derivative financial instruments outstanding at June 30, 2025.

Note 5 – Stockholders' Equity:

Universal Shelf Registration Statement. In August 2023, NNN filed a shelf registration statement with the Securities and Exchange Commission (the "Commission") which became automatically effective ("Universal Shelf"). The Universal Shelf permits the issuance by NNN of an indeterminate amount of debt and equity securities, including preferred stock, depositary shares, common stock, stock purchase contracts, rights, warrants and units. NNN may periodically offer one or more of these securities in amounts, prices and on terms to be announced when and if these securities are offered. The specifics of any future offerings along with the use of proceeds of any securities offered, will be described in detail in a prospectus supplement, or other offering materials, at the time of any offering.

 

18


 

At-The-Market Offerings. NNN has established an at-the-market equity program ("ATM") which allows NNN to sell shares of common stock from time to time. The following outlines NNN's ATM:

 

 

2023 ATM

Shelf registration statement:

 

 

Effective date

 

August 2023

Termination date

 

August 2026

Total allowable shares

 

17,500,000

Total shares issued as of June 30, 2025

 

4,889,006

The following table outlines the common stock issuances pursuant to NNN's ATM (dollars in thousands, except per share data):

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Shares of common stock

 

 

236,906

 

 

 

303,443

 

 

 

236,906

 

 

 

803,443

 

Average price per share (net)

 

$

42.48

 

 

$

41.81

 

 

$

42.12

 

 

$

41.69

 

Net proceeds

 

$

10,063

 

 

$

12,687

 

 

$

9,978

 

 

$

33,493

 

Stock issuance costs(1)

 

$

167

 

 

$

115

 

 

$

252

 

 

$

234

 

 

(1)

Stock issuance costs consist primarily of underwriters' and agents' fees and commissions and legal and accounting fees.

Dividend Reinvestment and Stock Purchase Plan. In February 2024, NNN filed a shelf registration statement for its Dividend Reinvestment and Stock Purchase Plan ("DRIP") with the Commission that was automatically effective and permits NNN to issue up to 4,000,000 shares of common stock. The following outlines the common stock issuances pursuant to NNN's DRIP (dollars in thousands):

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Shares of common stock

 

 

17,316

 

 

 

14,815

 

 

 

34,092

 

 

 

34,309

 

Net proceeds

 

$

707

 

 

$

604

 

 

$

1,363

 

 

$

1,313

 

Dividends. The following table outlines the dividends declared and paid for NNN's common stock (dollars in thousands, except per share data):

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Dividends

 

$

108,566

 

 

$

103,159

 

 

$

216,901

 

 

$

205,843

 

Per share

 

 

0.5800

 

 

 

0.5650

 

 

 

1.1600

 

 

 

1.1300

 

 

In July 2025, NNN declared a dividend of $0.6000 per share, which is payable in August 2025 to its common stockholders of record as of July 31, 2025.

Note 6 – Fair Value of Financial Instruments:

Line of Credit Payable. NNN believes the carrying value of its Credit Facility approximates fair value based upon its nature, terms and variable interest rate.

Notes Payable. At June 30, 2025 and December 31, 2024, the fair value of NNN's notes payable excluding unamortized discount and debt costs were $3,974,301,000 and $3,894,030,000, respectively, based upon quoted market prices as of the close of the period, which is a Level 1 valuation since NNN's notes payable are publicly traded.

 

19


 

Note 7 – Segment Information:

NNN's operations are reported within one reportable segment and constitute all of the consolidated entities which are reported in the unaudited condensed consolidated financial statements. NNN primarily derives its revenues from real estate leased to tenants under long-term net leases. NNN’s Properties are located in the United States.

NNN’s Chief Operating Decision Maker (“CODM”) is the Chief Executive Officer. The CODM assesses entity-wide operating results and performance and decides how to allocate resources based on net earnings which is reported on the Condensed Consolidated Statements of Income and Comprehensive Income. Additionally, the measure of segment assets is reported on the Condensed Consolidated Balance Sheets as total assets. Included in the total assets are long-lived real estate assets which include land, buildings, improvements and right-of-use assets subject to operating leases.

The CODM uses net earnings to evaluate income generated from assets (return on assets) in deciding whether to reinvest profits to grow the Property Portfolio or deploy into other aspects of the Company, such as to retire or repay debt or pay dividends. The CODM also uses net earnings to monitor the budget versus actual results, which is used in assessing NNN’s entity-wide operating results and performance.

Significant expense categories, including general and administrative, real estate, depreciation and amortization and interest, are included on NNN’s Condensed Consolidated Statements of Income and Comprehensive Income. Asset information is included in the Condensed Consolidated Balance Sheets and “Note 2 – AGÕæÈ˹ٷ½ Estate.”

Note 8 – Subsequent Events:

On July 1, 2025, NNN closed on its public offering of $500,000,000 principal amount of 4.600% senior unsecured notes due February 15, 2031 (“2031 Notes”). The public offering price was 99.182% of the principal amount for a yield to maturity of 4.766%. The 2031 Notes are senior unsecured obligations of the Company and are registered under the Company's existing shelf registration statement filed with the Commission.

 

 

20


 

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis should be read in conjunction with the consolidated financial statements and related notes included in the Annual Report on Form 10-K of NNN REIT, Inc. for the year ended December 31, 2024 ("2024 Annual Report"). The term “NNN” or the “Company” refers to NNN REIT, Inc. and all of its consolidated subsidiaries.

Forward-Looking Statements

The information herein contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934 (the “Exchange Act”). Also, when NNN uses any of the words “anticipate,” “assume,” “believe,” “estimate,” “expect,” “intend” or similar expressions, NNN is making forward-looking statements. Although management believes that the expectations reflected in such forward-looking statements are based upon present expectations and reasonable assumptions, NNN's actual results could differ materially from those set forth in the forward-looking statements. Further, forward-looking statements speak only as of the date they are made, and NNN undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless required by law. The following is a summary of the risks and uncertainties, although not all risks and uncertainties, that could cause NNN's actual results to differ materially from those presented in NNN's forward-looking statement:

Changes in financial and economic conditions, including inflation and tariffs impacting international trade, may have an adverse impact on NNN, its tenants and commercial real estate in general;
Loss of rent from tenants would reduce NNN's cash flow;
A significant portion of the source of the Property Portfolio annual base rent is concentrated in specific industry classifications, tenants and geographic locations;
NNN may not be able to successfully execute its acquisition or development strategies;
NNN may not be able to dispose of Properties consistent with its operating strategy;
Certain provisions of NNN's leases or loan agreements may be unenforceable;
Competition from numerous other real estate investment trusts (“REIT”), commercial developers, real estate limited partnerships and other investors or a lack of properties for sale may impede NNN's ability to grow;
A natural disaster or impacts of weather or other event resulting in uninsured loss may adversely affect the operations of NNN's tenants and therefore the ability of NNN's tenants to pay rent, NNN's operating results and asset values of NNN's Property Portfolio (as defined below);
NNN's ability to fully control the management of its net-leased Properties may be limited;
Bankrupt tenants or vacant Properties could adversely affect NNN's business or financial condition;
Cybersecurity risks and cyber incidents as well as other significant disruptions of NNN's information technology networks and related systems and resources, or those of NNN's vendors or other third-parties, could adversely affect NNN's business, disrupt operations and expose NNN to liabilities to tenants, associates, capital providers, governmental regulators and other third parties;
NNN relies upon cloud computing services to operate certain aspects of its business and any disruption could have an adverse effect on its financial condition and results of operations;
Future investment in international markets could subject NNN to additional risks;
NNN may suffer a loss in the event of a default or bankruptcy of a borrower;
Property ownership through joint ventures and partnerships could limit NNN's control of those investments;
NNN may be unable to obtain debt or equity capital on favorable terms, if at all;
The amount of debt NNN has and the restrictions imposed by that debt could adversely affect NNN's business and financial condition;
NNN is obligated to comply with financial and other covenants in its debt instruments that could restrict its operating activities, and the failure to comply with such covenants could result in defaults that accelerate the payment of such debt;
NNN's ability to pay dividends in the future is subject to many factors;
Future issuances of NNN's equity securities could dilute the interest of NNN's common stockholders;
Owning real estate and indirect interests in real estate carries inherent risks;
NNN's real estate investments are illiquid;
NNN may be subject to known or unknown environmental liabilities and risks, including but not limited to liabilities and risks resulting from the existence of hazardous materials on or under Properties owned by NNN;

 

21


 

NNN's failure to qualify as a REIT for federal income tax purposes could result in significant tax liability;
Compliance with REIT requirements, including distribution requirements, may limit NNN's flexibility and may negatively affect NNN's operating decisions;
The share ownership restrictions of the Internal Revenue Code of 1986, as amended (the "Code"), for REITs and the 9.8% share ownership limit in NNN's charter may inhibit market activity in NNN's shares of stock and restrict NNN's business combination opportunities;
Costs of complying with changes in governmental laws and regulations may adversely affect NNN's results of operations;
Non-compliance with Title III of the Americans with Disabilities Act of 1990 and similar state and local laws could have an adverse effect on NNN's business and operating results;
NNN's loss of key management personnel could adversely affect performance and the value of its securities;
NNN's failure to maintain effective internal control over financial reporting could have a material adverse effect on its business, operating results and the market value of NNN's securities;
An epidemic or pandemic and/or the measures that international, federal, state and local governments, agencies, law enforcement and/or health authorities implement to address it, may precipitate or materially exacerbate one or more of the other risks and may significantly disrupt NNN's tenants' ability to operate their businesses and/or pay rent to NNN or prevent NNN from operating its business in the ordinary course for an extended period;
Acts of violence, terrorist attacks or war may affect NNN's Properties, the markets in which NNN operates and NNN's results of operations;
Changes in accounting pronouncements could adversely impact NNN's or NNN's tenants' reported financial performance;
The market value of NNN's equity and debt securities is subject to various factors that may cause significant fluctuations or volatility;
Even if NNN remains qualified as a REIT, NNN faces other tax liabilities that reduce operating results and cash flow; and
Adverse legislative or regulatory tax changes could reduce NNN's earnings and cash flow and the market value of NNN's securities.

Additional information related to these risks and uncertainties are included in "Item 1A. Risk Factors" of NNN's 2024 Annual Report.

These risks and uncertainties may cause NNN's actual future results to differ materially from expected results. Readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date of this Quarterly Report on Form 10-Q. NNN undertakes no obligation to update or revise such forward-looking statements, whether as a result of new information, future events or otherwise.

Overview

NNN, a Maryland corporation, is a fully integrated REIT formed in 1984. NNN's assets primarily include real estate assets. NNN acquires, owns, invests in and develops high-quality properties that are leased primarily to tenants under long-term, net leases and are primarily held for investment ("Properties" or "Property Portfolio", or individually a "Property").

As of June 30, 2025, NNN owned 3,663 Properties in 50 states, with an aggregate gross leasable area of approximately 38,322,000 square feet, and a weighted average remaining lease term of 10 years. Approximately 98 percent of the Properties were leased as of June 30, 2025.

NNN's management team focuses on certain key indicators to evaluate the financial condition and operating performance of NNN. Key indicators include items such as: the composition of the Property Portfolio (such as tenant, line of trade and geographic diversification), the occupancy rate of the Property Portfolio, certain financial performance metrics and profitability measures, industry trends and industry performance compared to that of NNN.

NNN evaluates the creditworthiness of its significant current and prospective tenants. This evaluation may include reviewing available financial statements, store level financial performance, press releases, public credit ratings from major credit rating agencies, industry news publications and financial market data (debt and equity pricing). NNN may also evaluate the business and operations of its significant tenants, including past payment history and periodically meeting with senior management of certain tenants.

 

22


 

NNN continues to maintain its diversification by tenant, line of trade and geography. NNN's top five line of trade concentrations are the automotive service (18.2%), convenience store (16.5%), restaurant (including full and limited service) (15.2%) and entertainment (7.3%) sectors. NNN's management believes these sectors present attractive investment opportunities. The Property Portfolio is geographically concentrated in the southeast (25.0%) and south (24.7%) United States, which are regions of historically above-average population growth. Given these concentrations, any financial hardship within these sectors or geographic regions could have a material adverse effect on the financial condition and operating performance of NNN.

As of June 30, 2025 and 2024, the Property Portfolio remained leased at approximately 98 percent or higher and had a weighted average remaining lease term of approximately 10 years. High occupancy levels coupled with a triple-net lease structure provides enhanced probability of achieving consistent operating results.

Additional information related to NNN and the Property Portfolio is included in NNN's 2024 Annual Report.

Results of Operations

Property Analysis

General. The following table summarizes the Property Portfolio:

 

 

June 30,
2025

 

 

December 31, 2024

 

 

June 30,
2024

 

Properties Owned:

 

 

 

 

 

 

 

 

 

Number

 

 

3,663

 

 

 

3,568

 

 

 

3,548

 

Total gross leasable area (square feet)

 

 

38,322,000

 

 

 

36,557,000

 

 

 

36,095,000

 

States

 

 

50

 

 

 

49

 

 

 

49

 

Properties:

 

 

 

 

 

 

 

 

 

Leased and unimproved land

 

 

3,590

 

 

 

3,514

 

 

 

3,522

 

Percent of Properties – leased and unimproved land

 

 

98

%

 

 

98

%

 

 

99

%

Weighted average remaining lease term (years)

 

 

10

 

 

 

10

 

 

 

10

 

Total gross leasable area (square feet) – leased

 

 

37,476,000

 

 

 

35,826,000

 

 

 

35,747,000

 

Total Annualized Base Rent ("ABR")(1)

 

$

893,782,000

 

 

$

860,562,000

 

 

$

837,568,000

 

 

(1)

ABR represents the monthly cash base rent for all leases in place as of the end of the period multiplied by 12.

 

 

23


 

The following table summarizes the diversification of the Property Portfolio for the top 20 lines of trade as a percentage of ABR:

 

 

Lines of Trade

 

June 30,
2025

 

 

December 31,
2024

 

 

June 30,
2024

 

1.

 

Automotive service

 

18.2%

 

 

17.1%

 

 

16.9%

 

2.

 

Convenience stores

 

16.5%

 

 

17.0%

 

 

16.2%

 

3.

 

Restaurants – limited service

 

8.2%

 

 

8.4%

 

 

8.5%

 

4.

 

Entertainment

 

7.3%

 

 

7.2%

 

 

6.6%

 

5.

 

Restaurants – full service

 

7.0%

 

 

7.8%

 

 

8.4%

 

6.

 

Dealerships

 

6.7%

 

 

5.8%

 

 

5.4%

 

7.

 

Health and fitness

 

4.1%

 

 

3.9%

 

 

4.0%

 

8.

 

Theaters

 

3.8%

 

 

4.0%

 

 

4.1%

 

9.

 

Equipment rental

 

3.1%

 

 

3.2%

 

 

3.3%

 

10.

 

Automotive parts

 

2.4%

 

 

2.4%

 

 

2.4%

 

11.

 

Wholesale clubs

 

2.3%

 

 

2.4%

 

 

2.4%

 

12.

 

Drug stores

 

2.1%

 

 

2.2%

 

 

2.3%

 

13.

 

Home improvement

 

2.0%

 

 

2.1%

 

 

2.2%

 

14.

 

Medical service providers

 

1.9%

 

 

1.8%

 

 

1.8%

 

15.

 

Pet supplies and services

 

1.6%

 

 

1.3%

 

 

1.2%

 

16.

 

Discount retail

 

1.4%

 

 

1.6%

 

 

1.6%

 

17.

 

Furniture

 

1.3%

 

 

1.3%

 

 

2.0%

 

18.

 

Travel plazas

 

1.2%

 

 

1.2%

 

 

1.3%

 

19.

 

Consumer electronics

 

1.2%

 

 

1.3%

 

 

1.3%

 

20.

 

Home furnishings

 

1.1%

 

 

1.1%

 

 

1.3%

 

 

Other

 

6.6%

 

 

6.9%

 

 

6.8%

 

 

 

 

 

100.0%

 

 

100.0%

 

 

100.0%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ABR

 

$

893,782,000

 

 

$

860,562,000

 

 

$

837,568,000

 

Property Acquisitions. The following table summarizes the Property acquisitions (dollars in thousands):

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Acquisitions:

 

 

 

 

 

 

 

 

 

 

 

 

Number of Properties

 

 

45

 

 

 

16

 

 

 

127

 

 

 

36

 

Gross leasable area (square feet)(1)

 

 

1,399,000

 

 

 

272,000

 

 

 

2,230,000

 

 

 

555,000

 

Weighted average cap rate(2)

 

 

7.4

%

 

 

7.9

%

 

 

7.4

%

 

 

8.0

%

Total dollars invested(3)

 

$

232,536

 

 

$

110,542

 

 

$

464,929

 

 

$

235,034

 

 

(1)

Includes additional square footage from completed construction on existing Properties.

(2)

Calculated as the initial cash annual base rent divided by the total purchase price of the Properties.

(3)

Includes dollars invested in projects under construction or tenant improvements for each respective period.

NNN typically funds Property acquisitions either through borrowings under NNN's Credit Facility (as defined in "Capital Structure – Line of Credit Payable"), by issuing its debt or equity securities in the capital markets, with undistributed funds from operations, or with proceeds from the sale of Properties.

 

24


 

Property Dispositions. The following table summarizes the properties sold by NNN (dollars in thousands):

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Number of properties

 

 

23

 

 

 

14

 

 

 

33

 

 

 

20

 

Gross leasable area (square feet)

 

 

358,000

 

 

 

303,000

 

 

 

430,000

 

 

 

417,000

 

Net sales proceeds

 

$

51,248

 

 

$

67,274

 

 

$

67,087

 

 

$

85,805

 

Net gain on disposition of real estate

 

$

16,198

 

 

$

17,621

 

 

$

20,011

 

 

$

22,442

 

Weighted average cap rate(1)

 

 

6.2

%

 

 

7.7

%

 

 

5.7

%

 

 

7.4

%

 

(1)

Calculated as the cash annual base rent divided by the total gross proceeds received for the properties.

NNN typically uses the disposition proceeds to either pay down the Credit Facility or reinvest in real estate.

Analysis of Revenues

The following table summarizes NNN's revenues (dollars in thousands):

 

 

Quarter Ended
June 30,

 

 

Percent
Increase

 

 

Six Months Ended
June 30,

 

 

Percent
Increase

 

 

 

2025

 

 

2024

 

 

(Decrease)

 

 

2025

 

 

2024

 

 

(Decrease)

 

Rental Revenues(1)

 

$

222,110

 

 

$

211,934

 

 

 

4.8

%

 

$

447,166

 

 

$

422,025

 

 

 

6.0

%

AGÕæÈ˹ٷ½ estate expenses reimbursed
      from tenants
(2)

 

 

4,388

 

 

 

4,206

 

 

 

4.3

%

 

 

9,906

 

 

 

8,940

 

 

 

10.8

%

Rental income

 

 

226,498

 

 

 

216,140

 

 

 

4.8

%

 

 

457,072

 

 

 

430,965

 

 

 

6.1

%

Interest and other income from
      real estate transactions

 

 

304

 

 

 

673

 

 

 

(54.8

)%

 

 

584

 

 

 

1,255

 

 

 

(53.5

)%

Total revenues

 

$

226,802

 

 

$

216,813

 

 

 

4.6

%

 

$

457,656

 

 

$

432,220

 

 

 

5.9

%

 

(1)

Includes rental income from operating leases, earned income from direct financing leases and percentage rent ("Rental Revenues").

(2)

See "Results of Operations – Analysis of Expenses – AGÕæÈ˹ٷ½ Estate" for additional information.

Rental Income. Rental income increased for the quarter and six months ended June 30, 2025, as compared to the same periods in 2024. The increase is primarily due to the Rental Revenues from NNN's recent Property acquisitions (see "Results of Operations – Property Analysis – Property Acquisitions").

 

25


 

Analysis of Expenses

The following table summarizes NNN's expenses (dollars in thousands):

 

 

 

Quarter Ended
June 30,

 

 

Percent Increase

 

 

Six Months Ended
June 30,

 

 

Percent Increase

 

 

 

2025

 

 

2024

 

 

(Decrease)

 

 

2025

 

 

2024

 

 

(Decrease)

 

General and administrative

 

$

11,217

 

 

$

11,789

 

 

 

(4.9

)%

 

$

24,225

 

 

$

24,373

 

 

 

(0.6

)%

AGÕæÈ˹ٷ½ estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reimbursed from tenants

 

 

4,388

 

 

 

4,206

 

 

 

4.3

%

 

 

9,906

 

 

 

8,940

 

 

 

10.8

%

Non-reimbursed

 

 

4,450

 

 

 

2,552

 

 

 

74.4

%

 

 

8,307

 

 

 

4,972

 

 

 

67.1

%

Total real estate

 

 

8,838

 

 

 

6,758

 

 

 

30.8

%

 

 

18,213

 

 

 

13,912

 

 

 

30.9

%

Depreciation and amortization

 

 

68,349

 

 

 

62,503

 

 

 

9.4

%

 

 

132,966

 

 

 

123,118

 

 

 

8.0

%

Leasing transaction costs

 

 

74

 

 

 

20

 

 

 

270.0

%

 

 

204

 

 

 

53

 

 

 

284.9

%

Impairment losses – real estate, net of
      recoveries

 

 

4,535

 

 

 

944

 

 

 

380.4

%

 

 

6,047

 

 

 

2,148

 

 

 

181.5

%

Retirement and severance costs

 

 

191

 

 

 

153

 

 

 

24.8

%

 

 

2,364

 

 

 

470

 

 

 

403.0

%

Total operating expenses

 

$

93,204

 

 

$

82,167

 

 

 

13.4

%

 

$

184,019

 

 

$

164,074

 

 

 

12.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

$

(15

)

 

$

(976

)

 

 

(98.5

)%

 

$

(344

)

 

$

(1,095

)

 

 

(68.6

)%

Interest expense

 

 

49,282

 

 

 

46,577

 

 

 

5.8

%

 

 

97,005

 

 

 

90,646

 

 

 

7.0

%

Total other expenses

 

$

49,267

 

 

$

45,601

 

 

 

8.0

%

 

$

96,661

 

 

$

89,551

 

 

 

7.9

%

 

As a percentage of total revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

 

4.9

%

 

 

5.4

%

 

 

 

 

5.3

%

 

 

5.6

%

 

 

Non-reimbursed real estate

 

 

2.0

%

 

 

1.2

%

 

 

 

 

1.8

%

 

 

1.2

%

 

 

AGÕæÈ˹ٷ½ Estate. Total real estate expenses increased for the quarter and six months ended June 30, 2025, as compared to the same periods in 2024. NNN focuses on non-reimbursed real estate expenses (total real estate expenses, net of reimbursements from tenants). These expenses are typically attributable to (i) Properties for which the lease terms do not obligate the tenant to pay certain operating expenses, or (ii) vacant Properties. Non-reimbursed real estate expenses increased in amount and as a percentage of total revenues for the quarter and six months ended June 30, 2025, as compared to the same periods in 2024 primarily due to an increase in the number of vacant properties.

Depreciation and Amortization. Depreciation and amortization expenses increased for the quarter and six months ended June 30, 2025, as compared to the same periods in 2024. The increase was primarily attributable to the increase in NNN's Property Portfolio from recent acquisitions (see "Results of Operations – Property Analysis – Property Acquisitions") and was partially offset by recent dispositions (see "Results of Operations – Property Analysis – Property Dispositions").

Impairment Losses – AGÕæÈ˹ٷ½ Estate, Net of Recoveries. As a result of NNN's review of long-lived real estate assets, including identifiable intangible assets, NNN recognized real estate impairments, net of recoveries for the quarters and six months ended June 30, 2025 and 2024, which were less than one percent of NNN's total assets for the respective periods as reported on the Condensed Consolidated Balance Sheets. Due to NNN's core business of investing in real estate leased primarily to tenants under long-term net leases, the inherent risks of owning commercial real estate and unknown potential changes in financial and economic conditions that may impact NNN's tenants, NNN believes it is reasonably possible to incur real estate impairment charges in the future.

Retirement and Severance Costs. Retirement and severance costs increased for the six months ended June 30, 2025, as compared to the same period in 2024, primarily due to costs in connection with the retirement and transition agreement of the former Executive Vice President and Chief Financial Officer.

 

26


 

Interest Expense. Interest expense increased for the quarter and six months ended June 30, 2025, as compared to the same periods in 2024. The following represents the primary changes in fixed rate long-term debt that impacted interest expense (dollars in thousands):

Transaction

 

Effective Date

 

Principal

 

 

Stated
Rate

 

Original Maturity

Issuance 2034 Notes

 

May 2024

 

$

500,000

 

 

5.500%

 

June 2034

Redemption 2024 Notes

 

June 2024

 

 

(350,000

)

 

3.900%

 

June 2024

 

 

The increase in interest expense was partially offset by the Credit Facility having a weighted average outstanding balance of $113,919,000 with a weighted average interest rate of 5.22% for the six months ended June 30, 2025, compared to a weighted average outstanding balance of $111,966,000 with a weighted average interest rate of 6.26% for the six months ended June 30, 2024.

Liquidity and Capital Resources

NNN's demand for funds has been and will continue to be primarily for (i) payment of operating expenses and dividends, (ii) property acquisitions and construction commitments, (iii) capital expenditures, (iv) payment of principal and interest on its outstanding debt, and (v) other investments.

Financing Strategy. NNN's financing objective is to manage its capital structure effectively in order to provide sufficient capital to execute its operating and investing strategies while servicing its debt requirements, maintaining its investment grade credit rating, staggering debt maturities and providing value to NNN's stockholders. NNN's capital resources have and will continue to include, if available (i) proceeds from issuing debt or equity in the capital markets; (ii) secured or unsecured borrowings from banks or other lenders; (iii) proceeds from the sale of Properties; and (iv) to a lesser extent, by internally generated funds as well as undistributed funds from operations. However, there can be no assurance that additional financing or capital will be available, or that the terms will be acceptable or advantageous to NNN.

NNN typically expects to fund both its short-term and long-term liquidity requirements, including investments in additional properties, with cash and cash equivalents, cash provided from operations, borrowings from NNN's Credit Facility or proceeds from the sale of Properties. As of June 30, 2025, NNN had $6,748,000 of cash, cash equivalents and restricted cash or cash held in escrow and $932,300,000 was available for future borrowings under the Credit Facility. NNN may also fund liquidity requirements with new debt or equity issuances, although newly issued debt may be at higher interest rates than the rates on NNN's existing outstanding debt. NNN also has the ability to limit future property acquisitions and strategically increase property dispositions. NNN expects these sources of liquidity and the discretionary nature of its property acquisition funding needs will allow NNN to meet its financial obligations over the long term.

Cash Flows. NNN had $6,748,000 of cash, cash equivalents and restricted cash, of which $775,000 was restricted cash or cash held in escrow at June 30, 2025. The table below summarizes NNN's cash flows (dollars in thousands):

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

Cash, cash equivalents and restricted cash:

 

 

 

 

 

 

Provided by operating activities

 

$

322,702

 

 

$

311,194

 

Used in investing activities

 

 

(386,969

)

 

 

(139,348

)

Provided by (used in) financing activities

 

 

61,953

 

 

 

(160,199

)

Increase (decrease)

 

 

(2,314

)

 

 

11,647

 

Net cash at beginning of period

 

 

9,062

 

 

 

5,155

 

Net cash at end of period

 

$

6,748

 

 

$

16,802

 

 

 

27


 

Cash flow activities include:

Operating Activities. Cash provided by operating activities represents cash received primarily from rental income less cash used for general and administrative and interest expenses. NNN's cash flow from operating activities has been sufficient to pay the distributions for each period presented. The change in cash provided by operations for the six months ended June 30, 2025 and 2024, is primarily the result of changes in revenues and expenses as discussed in “Results of Operations.” Cash generated from operations is expected to fluctuate in the future.

Investing Activities. Changes in cash for investing activities are primarily attributable to the acquisitions and dispositions of Properties as discussed in "Results of Operations – Property Analysis." NNN typically uses cash on hand, borrowings from its Credit Facility or proceeds from the sale of Properties to fund the acquisition of its Properties.

Financing Activities. NNN's financing activities for the six months ended June 30, 2025, included the following significant transactions:

$267,700,000 in net borrowings of NNN's Credit Facility,
$9,978,000 from the issuance of 236,906 shares of common stock in connection with the at-the-market equity program ("ATM"),
$1,363,000 from the issuance of 34,092 shares of common stock in connection with the Dividend Reinvestment and Stock Purchase Plan ("DRIP"), and
$216,901,000 in dividends paid to common stockholders.

Material Cash Requirements

NNN's material cash requirements include (i) long-term debt maturities; (ii) interest on long-term debt; (iii) common stock dividends (although all future distributions will be declared and paid at the discretion of the Board of Directors); and (iv) to a lesser extent, Property construction and other Property related costs that may arise.

The table below presents material cash requirements related to NNN's long-term obligations outstanding as of June 30, 2025 (see "Capital Structure") (dollars in thousands):

 

 

Date of Obligation

 

 

 

Total

 

 

2025

 

 

2026

 

 

2027

 

 

2028

 

 

2029

 

 

Thereafter

 

Long-term debt(1)(2)

 

$

4,450,000

 

 

$

400,000

 

 

$

350,000

 

 

$

400,000

 

 

$

400,000

 

 

$

 

 

$

2,900,000

 

Long-term debt – interest(2)(3)

 

 

1,973,381

 

 

 

87,125

 

 

 

161,725

 

 

 

146,733

 

 

 

132,067

 

 

 

118,450

 

 

 

1,327,281

 

Credit Facility

 

 

267,700

 

 

 

 

 

 

 

 

 

 

 

 

267,700

 

 

 

 

 

 

 

Total contractual cash obligations

 

$

6,691,081

 

 

$

487,125

 

 

$

511,725

 

 

$

546,733

 

 

$

799,767

 

 

$

118,450

 

 

$

4,227,281

 

 

(1)

Includes only principal amounts outstanding under notes payable and excludes unamortized note discounts and debt costs.

(2)

Excludes $500,000 aggregate principal amount of 4.600% notes due February 2031 issued in July 2025 (see "Capital Structure – Debt Securities – Notes Payable").

(3)

Interest calculation on notes payable based on stated rate of the principal amount.

Property Construction. NNN has committed to fund construction on 20 Properties. The improvements of such Properties are estimated to be completed within 12 to 18 months. These construction commitments, at June 30, 2025, are outlined in the table below (dollars in thousands):

 

Total commitment(1)

 

$

103,177

 

Less amount funded

 

 

(64,352

)

Remaining commitment

 

$

38,825

 

 

(1)

Includes land, construction costs, tenant improvements, lease costs, capitalized interest and third-party costs.

Management anticipates satisfying these obligations with a combination of NNN's cash provided from operations, current capital resources on hand, its Credit Facility, debt or equity financings and property dispositions.

 

28


 

Properties. Typically, the Property leases provide for initial terms of 10 to 20 years and a triple-net lease structure, pursuant to which the tenant bears responsibility for operating expenses of the Property, including utilities, real estate taxes and assessments, property and liability insurance, maintenance, repairs and capital expenditures. Therefore, management anticipates that capital demands to meet obligations with respect to these Properties will be modest for the foreseeable future and can be met with funds from operations and working capital. Certain Properties are subject to leases under which NNN retains responsibility for specific costs and expenses associated with the Property. Management anticipates the costs associated with these Properties, NNN's vacant Properties or those Properties that become vacant will also be met with funds from operations and working capital. NNN may be required to borrow under its Credit Facility or use other sources of capital in the event of significant capital expenditures or major repairs.

The lost revenues and increased property expenses resulting from vacant Properties or the inability to collect lease payments could have a material adverse effect on the liquidity and results of operations if NNN is unable to re-lease the Properties at comparable rental rates and in a timely manner.

As of June 30, 2025, NNN owned 73 vacant, un-leased Properties which accounted for two percent of total Properties and approximately two percent of aggregate gross leasable area held in the Property Portfolio.

Additionally, as of July 31, 2025, approximately one percent of total annualized base rent, less than one percent of total Properties and less than four percent of aggregate gross leasable area held in the Property Portfolio was leased to two tenants currently in bankruptcy under Chapter 11 of the U.S. Bankruptcy Code. As a result, these tenants have the right to reject or affirm their leases with NNN.

NNN generally monitors the financial performance of its significant tenants on an ongoing basis.

Dividends. One of NNN's primary objectives is to distribute a substantial portion of its funds available from operations to its stockholders in the form of dividends, while retaining sufficient cash for reserves and working capital purposes and maintaining its status as a REIT.

The following table outlines the dividends declared and paid for NNN's common stock (dollars in thousands, except per share data):

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Dividends

 

$

108,566

 

 

$

103,159

 

 

$

216,901

 

 

$

205,843

 

Per share

 

 

0.5800

 

 

 

0.5650

 

 

 

1.1600

 

 

 

1.1300

 

 

In July 2025, NNN declared a dividend of $0.6000 per share which is payable in August 2025 to its common stockholders of record as of July 31, 2025.

Capital Structure

NNN has used, and expects to use in the future, various forms of debt and equity securities primarily to fund property acquisitions and construction on its Properties and to pay down or refinance its outstanding debt.

The following is a summary of NNN's total debt outstanding as of (dollars in thousands):

 

 

June 30,
2025

 

 

Percentage
of Total

 

 

December 31, 2024

 

 

Percentage
of Total

 

Line of credit payable

 

$

267,700

 

 

 

5.8

%

 

$

 

 

 

 

Notes payable

 

 

4,376,893

 

 

 

94.2

%

 

 

4,373,803

 

 

 

100.0

%

Total debt outstanding

 

$

4,644,593

 

 

 

100.0

%

 

$

4,373,803

 

 

 

100.0

%

 

 

29


 

Line of Credit Payable. In April 2024, NNN amended certain terms of its credit agreement to, among other things, increase borrowing capacity under its unsecured revolving credit facility from $1,100,000,000 to $1,200,000,000 (the "Credit Facility"). The Credit Facility had a weighted average outstanding balance of $113,919,000 and a weighted average interest rate of 5.22% during the six months ended June 30, 2025. The Credit Facility has a base interest rate of the Secured Overnight Financing Rate ("SOFR") plus a SOFR adjustment of 10 basis points ("Adjusted SOFR"). The Credit Facility bears interest at Adjusted SOFR plus 77.5 basis points; however, such interest rate may change pursuant to a tiered interest rate structure based on NNN's debt rating. Additionally, as part of NNN's environmental, social and governance ("ESG") initiative, pricing may be reduced if specified ESG metrics are achieved. The Credit Facility matures in April 2028, unless the Company exercises its options to extend maturity to April 2029. The Credit Facility also includes an accordion feature which permits NNN to increase the facility size up to $2,000,000,000, subject to lender approval. In connection with the Credit Facility, loan costs are classified as debt costs on the Condensed Consolidated Balance Sheets. As of June 30, 2025, there was $267,700,000 outstanding and $932,300,000 available for future borrowings under the Credit Facility, and NNN was in compliance with each of the Credit Facility financial covenants.

Universal Shelf Registration Statement. In August 2023, NNN filed a shelf registration statement with the Securities and Exchange Commission (the "Commission") which became automatically effective ("Universal Shelf"). The Universal Shelf permits the issuance by NNN of an indeterminate amount of debt and equity securities, including preferred stock, depositary shares, common stock, stock purchase contracts, rights, warrants and units.

Debt Securities – Notes Payable. Each of NNN's outstanding series of unsecured notes is summarized in the table below (dollars in thousands):

Notes(1)

 

Issue Date

 

Principal

 

 

Discount(2)

 

 

Net
Price

 

 

Stated
Rate

 

Effective
Rate
(3)

 

Maturity Date

2025(4)

 

October 2015

 

$

400,000

 

 

$

964

 

 

$

399,036

 

 

4.000%

 

4.029%

 

November 2025(5)(6)

2026(4)

 

December 2016

 

 

350,000

 

 

 

3,860

 

 

 

346,140

 

 

3.600%

 

3.733%

 

December 2026(5)

2027(4)

 

September 2017

 

 

400,000

 

 

 

1,628

 

 

 

398,372

 

 

3.500%

 

3.548%

 

October 2027(5)

2028(4)

 

September 2018

 

 

400,000

 

 

 

2,848

 

 

 

397,152

 

 

4.300%

 

4.388%

 

October 2028(5)

2030(4)

 

March 2020

 

 

400,000

 

 

 

1,288

 

 

 

398,712

 

 

2.500%

 

2.536%

 

April 2030(5)

2033

 

August 2023

 

 

500,000

 

 

 

11,620

 

 

 

488,380

 

 

5.600%

 

5.905%

 

October 2033

2034

 

May 2024

 

 

500,000

 

 

 

6,160

 

 

 

493,840

 

 

5.500%

 

5.662%

 

June 2034

2048

 

September 2018

 

 

300,000

 

 

 

4,239

 

 

 

295,761

 

 

4.800%

 

4.890%

 

October 2048

2050

 

March 2020

 

 

300,000

 

 

 

6,066

 

 

 

293,934

 

 

3.100%

 

3.205%

 

April 2050

2051

 

March 2021

 

 

450,000

 

 

 

8,406

 

 

 

441,594

 

 

3.500%

 

3.602%

 

April 2051

2052(4)

 

September 2021

 

 

450,000

 

 

 

10,422

 

 

 

439,578

 

 

3.000%

 

3.118%

 

April 2052

 

(1)

The proceeds from each note issuance were used to (i) pay down the outstanding balance on NNN's Credit Facility, (ii) redeem notes payable prior to maturity, (iii) redeem outstanding preferred stock, (iv) fund future property acquisitions, and/or (v) for general corporate purposes.

(2)

The note discounts are amortized to interest expense over the respective term of each debt obligation using the effective interest method.

(3)

Includes the effects of the discount at issuance.

(4)

NNN entered into forward starting swaps which hedged the risk of changes in forecasted interest payments on forecasted issuance of long-term debt. Upon the issuance of a series of unsecured notes, NNN terminated such derivatives, and the resulting fair value was deferred in other comprehensive income. The deferred liability (asset) is being amortized over the term of the hedged forecasted transaction using the effective interest method.

(5)

The aggregate principal balance of the unsecured note maturities for the next five years is $1,950,000.

(6)

NNN may use proceeds from the Credit Facility and/or potential debt or equity offerings to repay the outstanding debt.

Each series of the notes represents senior, unsecured obligations of NNN and is subordinated to all secured debt of NNN. NNN may redeem each series of notes, in whole or in part, at any time prior to the par call date for the notes at the redemption price as set forth in the applicable supplemental indenture relating to the notes; provided, however, that if NNN redeems the notes on or after the par call date, the redemption price will equal 100 percent of the principal amount of the notes to be redeemed, plus accrued and unpaid interest thereon to, but not including, the redemption date.

 

30


 

In connection with the outstanding note offerings, NNN incurred debt issuance costs totaling $43,820,000 consisting primarily of underwriting discounts and commissions, legal and accounting fees, rating agency fees and printing expenses. Debt issuance costs for all note issuances have been deferred and presented as a reduction to notes payable and are being amortized over the term of the respective notes using the effective interest method.

In accordance with the terms of the indentures, pursuant to which NNN's notes have been issued, NNN is required to meet certain restrictive financial covenants, which, among other things, require NNN to maintain (i) certain leverage ratios and (ii) certain interest coverage. At June 30, 2025, NNN was in compliance with those covenants.

In June 2025, NNN filed a prospectus supplement to the prospectus contained in its August 2023 shelf registration
statement and, in July 2025, issued $500,000,000 aggregate principal amount of 4.600% notes due February 2031 (the “2031 Notes”).

The 2031 Notes were sold at a discount with an aggregate net price of $495,910,000 with interest payable semi-annually on February 15 and August 15, commencing on February 15, 2026. The discount of $4,090,000 is being amortized to interest expense over the term of the notes using the effective interest method. The effective interest rate for the 2031 Notes after accounting for the note discount is 4.766%.

NNN received approximately $491,710,000 of net proceeds in connection with the issuance of the 2031 Notes, after incurring debt issuance costs consisting primarily of underwriting discounts and commissions, legal and accounting fees, rating agency fees and printing expenses, totaling $4,200,000 for the 2031 Notes. NNN intends to use the net proceeds to repay NNN's outstanding indebtedness under its Credit Facility, to fund future property acquisitions and for general corporate purposes.

The 2031 Notes are senior, unsecured obligations of NNN and are subordinated to all secured debt of NNN. NNN may redeem the 2031 Notes, in whole or in part, at any time prior to the par call date at the redemption price as set forth in the supplemental indenture dated July 1, 2025, relating to the 2031 Notes; provided, however, that if NNN redeems the notes on or after the par call date, the redemption price will equal 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest thereon to, but not including, the redemption date.

NNN previously entered into two forward starting swaps with an aggregate notional amount of $200,000,000. Upon pricing of the 2031 Notes, NNN terminated the forward starting swaps resulting in a net liability of $409,000, which was deferred in accumulated other comprehensive income and will be amortized as an increase in interest expense over 10 years.

Equity Securities

At-The-Market Offerings. NNN has established an ATM which allows NNN to sell shares of common stock from time to time. The following table outlines NNN's ATM:

 

 

2023 ATM

Shelf registration statement:

 

 

Effective date

 

August 2023

Termination date

 

August 2026

Total allowable shares

 

17,500,000

Total shares issued as of June 30, 2025

 

4,889,006

 

 

31


 

The following table outlines the common stock issuances pursuant to NNN's ATM (dollars in thousands, except per share data):

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Shares of common stock

 

 

236,906

 

 

 

303,443

 

 

 

236,906

 

 

 

803,443

 

Average price per share (net)

 

$

42.48

 

 

$

41.81

 

 

$

42.12

 

 

$

41.69

 

Net proceeds

 

$

10,063

 

 

$

12,687

 

 

$

9,978

 

 

$

33,493

 

Stock issuance costs(1)

 

$

167

 

 

$

115

 

 

$

252

 

 

$

234

 

 

(1)

Stock issuance costs consist primarily of underwriters' and agent's fees and commissions and legal and accounting fees.

Dividend Reinvestment and Stock Purchase Plan. In February 2024, NNN filed a shelf registration statement for its DRIP with the Commission that was automatically effective and permits NNN to issue up to 4,000,000 shares of common stock. NNN's DRIP provides an economical and convenient way for current stockholders and other interested new investors to invest in NNN's common stock. The following outlines the common stock issuances pursuant to NNN's DRIP (dollars in thousands):

 

 

Quarter Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Shares of common stock

 

 

17,316

 

 

 

14,815

 

 

 

34,092

 

 

 

34,309

 

Net proceeds

 

$

707

 

 

$

604

 

 

$

1,363

 

 

$

1,313

 

 

Critical Accounting Estimates

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by U.S. generally accepted accounting principles. The unaudited condensed consolidated financial statements reflect all adjustments (including normal recurring accruals) which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. The preparation of NNN's unaudited condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses as well as other disclosures in the unaudited condensed consolidated financial statements. Estimates are sensitive to evaluations by management about current and future expectations of market and economic conditions. On an ongoing basis, management evaluates its estimates and assumptions; however, actual results may differ from these estimates and assumptions, which in turn could have a material impact on NNN's consolidated financial statements. A summary of NNN's critical accounting estimates is included in NNN's 2024 Annual Report. NNN has not made any material changes to these policies during the periods covered by this Quarterly Report on Form 10-Q.

 

32


 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

NNN is exposed to interest rate risk primarily as a result of its variable rate Credit Facility and its fixed rate long-term debt which is used to finance NNN's Property acquisitions and construction commitments, as well as for general corporate purposes. NNN's interest rate risk management objective is to limit the impact of interest rate changes on earnings and cash flows and to reduce overall borrowing costs. To achieve its objectives, NNN borrows at both fixed and variable rates on its long-term debt and periodically uses derivatives to hedge the interest rate risk of future borrowings. As of June 30, 2025, NNN had no outstanding derivatives.

As of June 30, 2025, NNN's variable rate Credit Facility had $267,700,000 outstanding and a weighted average outstanding balance of $113,919,000 with a weighted average interest rate of 5.22% for the six months ended June 30, 2025 compared to a weighted average outstanding balance of $111,966,000 with a weighted average interest rate of 6.26% for the same period in 2024.

The information in the table below summarizes NNN's market risks associated with its debt obligations outstanding. The table presents, by year of expected maturity, principal payments and related interest rates for debt obligations outstanding as of June 30, 2025. The table incorporates only those debt obligations that existed as of June 30, 2025, and it does not consider those debt obligations or positions which could arise after this date and therefore has limited predictive value. As a result, NNN's ultimate realized gain or loss with respect to interest rate fluctuations will depend on the exposures that arise during the period, NNN's hedging strategies at that time and interest rates. If interest rates on NNN's variable rate debt increased by one percent, NNN's interest expense would have increased by less than one percent for the six months ended June 30, 2025.

 

Debt Obligations(1) (dollars in thousands)

 

 

 

 

Variable Rate Debt

 

 

Fixed Rate Debt

 

 

 

 

Credit Facility

 

 

Unsecured Debt(2)

 

 

 

 

Debt
Obligation

 

 

Weighted
Average
Interest Rate

 

 

Principal
Debt
Obligation

 

 

Effective
Interest
Rate

 

 

2025

 

$

 

 

 

 

 

$

400,000

 

 

 

4.03

%

 

2026

 

 

 

 

 

 

 

 

350,000

 

 

 

3.73

%

 

2027

 

 

 

 

 

 

 

 

400,000

 

 

 

3.55

%

 

2028

 

 

267,700

 

 

 

5.22

%

 

 

400,000

 

 

 

4.39

%

 

2029

 

 

 

 

 

 

 

 

 

 

 

 

 

Thereafter(3)

 

 

 

 

 

 

 

 

2,900,000

 

 

 

4.22

%

(4)

Total

 

$

267,700

 

 

 

5.22

%

 

$

4,450,000

 

 

 

4.12

%

 

Fair Value:

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2025

 

$

267,700

 

 

 

 

 

$

3,974,301

 

 

 

 

 

December 31, 2024

 

$

 

 

 

 

 

$

3,894,030

 

 

 

 

 

 

(1)

NNN's unsecured debt obligations have a weighted average interest rate of 4.2% and a weighted average maturity of 11.1 years.

(2)

Includes NNN's notes payable, each exclude unamortized discounts and debt costs. The fair value is based upon quoted market prices as of the close of the period, which is a Level 1 valuation since NNN's notes payable are publicly traded on the over-the-counter market.

(3)

Excludes $500,000 aggregate principal amount of 4.600% notes due February 2031 issued in July 2025 (see "Capital Structure – Debt Securities – Notes Payable").

(4)

Weighted average effective interest rate for years after 2029.

 

 

33


 

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures. An evaluation was performed under the supervision and with the participation of NNN's management, including NNN's Chief Executive Officer, Chief Financial Officer and Chief Accounting and Technology Officer ("NNN's Chief Officers"), of the effectiveness as of June 30, 2025, of the design and operation of NNN's disclosure controls and procedures as defined in Rule 13a-15(e) under the Exchange Act. Based on that evaluation, NNN's Chief Officers concluded that the design and operation of these disclosure controls and procedures were effective as of the end of the period covered by this report.

Changes in Internal Control over Financial Reporting. There has been no change in NNN's internal control over financial reporting that occurred during the most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, NNN's internal control over financial reporting.

 

 

34


 

PART II. OTHER INFORMATION

 

Item 1A. Risk Factors.

There were no material changes in NNN's risk factors disclosed in Item 1A. Risk Factors in NNN's Annual Report on Form 10-K for the year ended December 31, 2024.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. Not applicable.

Item 3. Defaults Upon Senior Securities. Not applicable.

Item 4. Mine Safety Disclosures. Not applicable.

Item 5. Other Information. Not applicable.

Item 6. Exhibits

The following exhibits are filed with the Securities and Exchange Commission ("Commission") as a part of this report, unless otherwise noted, each exhibit was previously filed with the Commission and is incorporated by reference below.

 

4.

Instruments Defining the Rights of Security Holders, Including Indentures

 

 

 

 

 

 

4.1

The Twenty-third Supplemental Indenture between the Registrant and U.S. Bank Trust
Company, National Association, relating to 4.600% Notes due 2031 (filed on July 1, 2025, as
Exhibit 4.1 to Registrant's Current Report on Form 8-K).

 

 

 

 

 

 

4.2

Form of 4.600% Notes due 2031 (filed on July 1, 2025, as Exhibit 4.2 to Registrant's Current
Report on Form 8-K).

 

 

 

 

10.

Material Contracts

 

 

 

 

 

 

10.1

Employment Letter, dated August 1, 2025, between the Registrant and Joshua P. Lewis (filed on August 1, 2025, as Exhibit 10.1 to Registrant's Current Report on Form 8-K).

 

 

 

 

31.

Section 302 Certifications(1)

 

 

 

 

 

 

 

 

31.1

Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

 

 

 

 

 

 

 

 

31.2

Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

 

 

 

 

 

 

32.

Section 906 Certifications(1)

 

 

 

 

 

 

 

 

32.1

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).

 

 

 

 

 

 

 

 

32.2

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).

 

 

101.

Interactive Data File

 

 

 

 

 

 

 

 

101.1

The following materials from the Registrant's Quarterly Report on Form 10-Q for the period ended June 30, 2025, are formatted in Inline Extensible Business Reporting Language ("Inline XBRL"): (i) condensed consolidated balance sheets, (ii) condensed consolidated statements of income and comprehensive income, (iii) condensed consolidated statements of equity, (iv) condensed consolidated statements of cash flows, and (v) notes to condensed consolidated financial statements.

 

 

 

 

 

 

 

35


 

 

104.

Cover Page Interactive Data File

 

 

 

 

 

 

104.1

The cover page XBRL tags are embedded within the Inline XBRL document and included in Exhibit 101.

 

(1)

In accordance with Item 601(b)(32) of Regulation S-K, this exhibit is not deemed "filed" for purposes of section 18 of the Exchange Act or otherwise subject to the liabilities of that section. Such certifications will not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference.

 

 

 

36


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

DATED this 5th day of August, 2025.

NNN REIT, INC.

 

 

By:

/s/ Stephen A. Horn, Jr.

 

Stephen A. Horn, Jr.

 

 

President, Chief Executive Officer and Director

 

 

 

 

By:

/s/ Vincent H. Chao

 

Vincent H. Chao

 

 

Executive Vice President and Chief Financial Officer

 

 

 

 

37


FAQ

How did AMAL's earnings per share change in Q2 2025?

Diluted EPS declined to $0.84 from $0.87 in Q2 2024.

What happened to Amalgamated Financial’s deposit base?

Deposits grew 7.7% year-to-date to $7.73 billion, strengthening liquidity.

How much did Amalgamated reduce its borrowings?

Borrowings dropped from $314 m at 12/31/24 to $75 m at 6/30/25.

What was the provision for credit losses in Q2 2025?

The company recorded a $4.9 million provision, up from $3.2 m a year ago.

Did AMAL buy back any shares during the first half of 2025?

Yes, it repurchased 432,396 shares for roughly $13.2 million.

What dividends were paid in 1H 2025?

Common dividends totaled $0.28 per share (�$8.8 million).
NNN REIT Inc

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