Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 20, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | BROADSTONE NET LEASE, INC. | ||
Entity Central Index Key | 0001424182 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Shell Company | false | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Public Float | $ 2.9 | ||
Title of 12(b) Security | Common Stock, $0.00025 par value | ||
Trading Symbol | BNL | ||
Security Exchange Name | NYSE | ||
Entity Common Stock, Shares Outstanding | 187,707,247 | ||
Securities Act File Number | 001-39529 | ||
Entity Incorporation, State or Country Code | MD | ||
Entity Tax Identification Number | 26-1516177 | ||
Entity Address, Address Line One | 207 High Point Drive | ||
Entity Address, Address Line Two | Suite 300 | ||
Entity Address, City or Town | Victor | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 14564 | ||
City Area Code | 585 | ||
Local Phone Number | 287-6500 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Interactive Data Current | Yes | ||
Document Financial Statement Error Correction [Flag] | false | ||
ICFR Auditor Attestation Flag | true | ||
Documents Incorporated by Reference [Text Block] | Part III, Items 10, 11, 12, 13, and 14 of this annual report incorporate by reference certain specific portions of Broadstone Net Lease, Inc.’s definitive proxy statement for its 2023 Annual Meeting of Stockholders, which w ill be filed with the Securities and Exchange Commission no later than 120 days after the end of the registrant’s fiscal year. Only those portions of the proxy statement that are specifically incorporated by reference herein shall constitute a part of this Annual Report on Form 10-K. | ||
Auditor Name | Deloitte & Touche LLP | ||
Auditor Firm ID | 34 | ||
Auditor Location | Rochester, New York |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Assets | ||
Total accounted for using the operating method | $ 4,888,696 | $ 5,008,230 |
Less accumulated depreciation | (626,597) | (533,965) |
Accounted for using the operating method, net | 4,262,099 | 4,474,265 |
Accounted for using the direct financing method | 26,643 | 27,045 |
Accounted for using the sales-type method | 572 | 571 |
Property under development | 94,964 | |
Investment in rental property, net | 4,384,278 | 4,501,881 |
Cash and cash equivalents | 19,494 | 21,789 |
Accrued rental income | 152,724 | 135,666 |
Tenant and other receivables, net | 1,487 | 1,349 |
Prepaid expenses and other assets | 36,661 | 64,180 |
Interest rate swap, assets | 46,096 | 63,390 |
Goodwill | 339,769 | 339,769 |
Intangible lease assets, net | 288,226 | 329,585 |
Total assets | 5,268,735 | 5,457,609 |
Liabilities and equity | ||
Unsecured revolving credit facility | 90,434 | 197,322 |
Mortgages, net | 79,068 | 86,602 |
Unsecured term loans, net | 895,947 | 894,692 |
Senior unsecured notes, net | 845,309 | 844,555 |
Accounts payable and other liabilities | 47,534 | 47,547 |
Dividends payable | 56,869 | 54,460 |
Accrued interest payable | 5,702 | 7,071 |
Intangible lease liabilities, net | 53,531 | 62,855 |
Total liabilities | 2,074,394 | 2,195,104 |
Commitments and contingencies (See Note 19) | ||
Broadstone Net Lease, Inc. stockholders' equity: | ||
Preferred stock, $0.001 par value; 20,000 shares authorized, no shares issued or outstanding | 0 | 0 |
Common stock, $0.00025 par value; 500,000 shares authorized, 186,114 and 162,383 shares issued and outstanding at December 31, 2022 and 2021, respectively | 47 | 47 |
Additional paid-in capital | 3,440,639 | 3,419,395 |
Cumulative distributions in excess of retained earnings | (440,731) | (386,049) |
Accumulated other comprehensive loss | 49,286 | 59,525 |
Total Broadstone Net Lease, Inc. stockholders' equity | 3,049,241 | 3,092,918 |
Non-controlling interests | 145,100 | 169,587 |
Total equity | 3,194,341 | 3,262,505 |
Total liabilities and equity | 5,268,735 | 5,457,609 |
Land | ||
Assets | ||
Total accounted for using the operating method | 748,529 | 768,667 |
Land Improvements | ||
Assets | ||
Total accounted for using the operating method | 328,746 | 340,385 |
Buildings and Improvements | ||
Assets | ||
Total accounted for using the operating method | 3,803,156 | 3,888,756 |
Equipment | ||
Assets | ||
Total accounted for using the operating method | $ 8,265 | $ 10,422 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 20,000 | 20,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.00025 | $ 0.00025 |
Common stock, shares authorized | 500,000 | 500,000 |
Common stock, shares issued | 187,614 | |
Common stock, shares outstanding | 186,114 |
Consolidated Statements of Inco
Consolidated Statements of Income and Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues | |||
Lease revenues, net | $ 442,888 | $ 407,513 | $ 382,876 |
Operating expenses | |||
Depreciation and amortization | 158,626 | 154,807 | 132,096 |
Property and operating expense | 22,576 | 21,773 | 18,459 |
General and administrative | 39,425 | 37,375 | 36,366 |
Provision for impairment of investment in rental properties | 31,274 | 5,535 | 28,208 |
Total operating expenses | 251,901 | 219,490 | 215,129 |
Other income (expenses) | |||
Interest income | 512 | 44 | 17 |
Interest expense | (80,053) | (78,652) | (64,146) |
Gain on sale of real estate | 54,310 | 15,953 | 13,523 |
Income taxes | (763) | (1,275) | (1,644) |
Change in fair value of earnout liability | 0 | 0 | 5,539 |
Other income (expenses) | (1,681) | 5,382 | (430) |
Net income | 163,312 | 129,475 | 109,528 |
Net income attributable to non-controlling interests | (7,834) | (7,360) | (7,102) |
Net income attributable to Broadstone Net Lease, Inc. | $ 155,478 | $ 122,115 | $ 102,426 |
Weighted average number of common shares outstanding | |||
Basic | 186,617 | 169,840 | 153,057 |
Diluted | 196,315 | 180,201 | 163,970 |
Net earnings per share attributable to common stockholders | |||
Basic earnings per share | $ 0.83 | $ 0.72 | $ 0.67 |
Diluted earnings per share | $ 0.83 | $ 0.72 | $ 0.67 |
Comprehensive income | |||
Net income | $ 163,312 | $ 129,475 | $ 109,528 |
Other comprehensive income | |||
Change in fair value of interest rate swaps | (17,293) | 90,560 | 39,353 |
Realized loss (gain) on interest rate swaps | 1,883 | 2,514 | 698 |
Comprehensive income | 147,902 | 222,549 | 149,579 |
Comprehensive income attributable to non-controlling interests | (7,070) | (12,700) | (9,831) |
Comprehensive income attributable to Broadstone Net Lease, Inc. | $ 140,832 | $ 209,849 | $ 139,748 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity and Mezzanine Equity - USD ($) $ in Thousands | Total | Common Stock | Common Stock Class A Common Stock | Additional Paid-in Capital | Cumulative Distributions in Excess of Retained Earnings | Accumulated Other Comprehensive (Loss)/Income | Non-controlling Interests |
Beginning Balance at Dec. 31, 2020 | $ 2,479,081 | $ 27 | $ 9 | $ 2,624,997 | $ (259,673) | $ (66,255) | $ 179,976 |
Net income | 109,528 | 102,426 | 7,102 | ||||
Stock Issued During Period, Value, New Issues | 293,732 | 4 | 293,728 | ||||
Offering costs, discounts, and commissions | (12,290) | (12,290) | |||||
Stock-based compensation, net of seven shares of restricted stock forfeited | 4,668 | 4,668 | |||||
Retirement Shares Of Restricted Common Stock Value | (1,215) | (1,215) | |||||
Stock Issued During Period Value Conversion Of Common Stock | 9 | $ (9) | |||||
Conversion of OP Units to shares of common stock with a related party | 1 | 32,761 | (32,762) | ||||
Distributions declared | (172,417) | (161,229) | (11,188) | ||||
Change in fair value of interest rate swap agreements | 39,353 | 36,664 | 2,689 | ||||
Realized gain on interest rate swap agreements | (698) | (658) | (40) | ||||
Stock Issued During Period, Value, Conversion of Units | 46,968 | 14,206 | (14,206) | ||||
Adjustment to non-controlling interests | (32,687) | 492 | 32,195 | ||||
Ending Balance at Dec. 31, 2021 | 2,741,138 | 41 | 2,924,168 | (318,476) | (28,441) | 163,846 | |
Net income | 129,475 | 122,115 | 7,360 | ||||
Stock Issued During Period, Value, New Issues | 503,448 | 6 | 503,442 | ||||
Offering costs, discounts, and commissions | (7,575) | (7,575) | |||||
Stock-based compensation, net of seven shares of restricted stock forfeited | 5,316 | 5,316 | |||||
Retirement Shares Of Restricted Common Stock Value | (1,301) | (1,301) | |||||
Distributions declared | (201,070) | (189,688) | (11,382) | ||||
Change in fair value of interest rate swap agreements | 90,560 | 85,363 | 5,197 | ||||
Realized gain on interest rate swap agreements | (2,514) | (2,371) | (143) | ||||
Stock Issued During Period, Value, Conversion of Units | 1,926 | 1,926 | (1,926) | ||||
Adjustment to non-controlling interests | (6,581) | 232 | 6,349 | ||||
Ending Balance at Dec. 31, 2022 | 3,262,505 | 47 | 3,419,395 | (386,049) | 59,525 | 169,587 | |
Net income | 163,312 | 155,478 | 7,834 | ||||
Offering costs, discounts, and commissions | (237) | (237) | |||||
Stock-based compensation, net of seven shares of restricted stock forfeited | 6,359 | 6,359 | |||||
Retirement Shares Of Restricted Common Stock Value | (1,175) | (1,175) | |||||
Distributions declared | (221,013) | (210,160) | (10,853) | ||||
Change in fair value of interest rate swap agreements | (17,293) | (16,439) | (854) | ||||
Realized gain on interest rate swap agreements | (1,883) | (1,793) | (90) | ||||
Stock Issued During Period, Value, Conversion of Units | 21,235 | 21,235 | (21,235) | ||||
Adjustment to non-controlling interests | (4,938) | 4,407 | 531 | ||||
Ending Balance at Dec. 31, 2023 | $ 3,194,341 | $ 47 | $ 3,440,639 | $ (440,731) | $ 49,286 | $ 145,100 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity and Mezzanine Equity (Parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Issuance of Share of restricted stock forfeited | 23,000 | 10,000 | |
Retirement shares of restricted common stock, shares | 312,000 | 59,000 | 64,000 |
Number of OP units exchanged | 1,277,070 | 118,400 | 2,934,489 |
Common Stock | |||
Issuance of shares of common stock, shares | 23,682,000 | 13,910,000 | |
Stock Issued During Period, Shares, Conversion of Units | 1,277,000 | 2,049,000 | |
Number of OP units exchanged | 1,277,000 | 2,049,000 | |
Distribution declared per share | $ 1.12 | $ 1.08 | $ 1.025 |
Conversion of Class A Common Stock to Common stock | 37,000,000 | ||
Conversion of OP Units to Common Stock | 118,000 | 886,000 | |
Class A Common Stock | |||
Conversion of Class A Common Stock to Common stock | 37,000,000 | ||
OP units [Member] | |||
Partners' Capital Account, Units, Sale of Units | 1,859,000 | ||
Conversion of OP Units to Common Stock | 118,000 | 886,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating activities | |||
Net income | $ 163,312 | $ 129,475 | $ 109,528 |
Adjustments to reconcile net income including non-controlling interest to net cash provided by operating activities: | |||
Depreciation and amortization including intangibles associated with investment in rental property | 152,781 | 149,998 | 128,888 |
Provision for impairment of investment in rental properties | 31,274 | 5,535 | 28,208 |
Amortization of debt issuance costs and original issuance discounts charged to interest expense | 3,860 | 3,588 | 3,721 |
Stock-based compensation expense | 6,359 | 5,316 | 4,669 |
Straight-line rent, direct financing and sales-type lease adjustments | (22,278) | (20,494) | (18,362) |
Gain on sale of real estate | (54,310) | (15,953) | (13,523) |
Change in fair value of earnout liability | 0 | 0 | 5,539 |
Cash paid for earnout liability | 0 | 0 | (6,440) |
Settlement of interest rate swaps | 0 | 0 | (5,580) |
Other non-cash items | (757) | (1,858) | 1,822 |
Changes in assets and liabilities: | |||
Tenant and other receivables | 780 | 659 | 776 |
Prepaid expenses and other assets | (352) | 199 | 350 |
Accounts payable and other liabilities | (8,226) | (1,149) | 2,891 |
Accrued interest payable | (1,369) | 598 | 2,450 |
Net cash provided by operating activities | 271,074 | 255,914 | 244,937 |
Investing activities | |||
Acquisition of rental property | (27,738) | (884,770) | (665,030) |
Investment in property under development including capitalized interest of $1,469 in 2023 and $0 in 2022 and 2021 | (96,756) | 0 | 0 |
Capital expenditures and improvements | (46,252) | (31,374) | (1,598) |
Proceeds from disposition of rental property, net | 194,959 | 56,438 | 83,812 |
Change in deposits on investments in rental property | 125 | 63 | 512 |
Net cash provided by (used in) investing activities | 24,338 | (859,643) | (582,304) |
Financing activities | |||
Proceeds from issuance of common stock and Class A common stock, net of $7,492, $12,270 and $40,674 of offering costs, discounts, and commissions in 2022, 2021 and 2020, respectively | (180) | 495,566 | 280,356 |
Borrowings on mortgages, senior unsecured notes and unsecured term loans | 0 | 500,000 | 381,810 |
Principal payments on mortgages and unsecured term loans | (7,503) | (260,303) | (332,874) |
Borrowings on unsecured revolving credit facility | 215,500 | 900,283 | 356,600 |
Repayments on unsecured revolving credit facility | (324,000) | (800,000) | (254,600) |
Cash distributions paid to stockholders | (207,522) | (181,224) | (154,459) |
Cash distributions paid to non-controlling interests | (11,115) | (11,312) | (11,302) |
Cash paid for earnout liability | 0 | 0 | (6,608) |
Debt issuance and extinguishment costs paid | 0 | (7,010) | (4,515) |
Net cash provided by (used in) financing activities | (334,820) | 636,000 | 254,408 |
Net increase (decrease) in cash and cash equivalents and restricted cash | (39,408) | 32,271 | (82,959) |
Cash and cash equivalents and restricted cash at beginning of period | 60,040 | 27,769 | 110,728 |
Cash and cash equivalents and restricted cash at end of period | 20,632 | 60,040 | 27,769 |
Reconciliation of cash and cash equivalents and restricted cash | |||
Cash and cash equivalents at beginning of period | 21,789 | 21,669 | 100,486 |
Restricted cash at beginning of period | 38,251 | 6,100 | 10,242 |
Cash and cash equivalents and restricted cash at beginning of period | 20,632 | 60,040 | 27,769 |
Cash and cash equivalents at end of period | 19,494 | 21,789 | 21,669 |
Restricted cash at end of period | 1,138 | 38,251 | 6,100 |
Cash and cash equivalents and restricted cash at end of period | $ 20,632 | $ 60,040 | $ 27,769 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Interest Costs Capitalized | $ 1,469 | $ 0 | $ 0 |
Offering costs,discounts, and commissions | $ 180 | $ 7,492 | $ 12,270 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net Income (Loss) | $ 155,478 | $ 122,115 | $ 102,426 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Business Description
Business Description | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description | 1. Business Description Broadstone Net Lease, Inc. (the “Corporation”) is a Maryland corporation formed on October 18, 2007, that elected to be taxed as a real estate investment trust (“REIT”) commencing with the taxable year ended December 31, 2008. Broadstone Net Lease, LLC (the Corporation’s operating company, or the “OP”), is the entity through which the Corporation conducts its business and owns (either directly or through subsidiaries) all of the Corporation’s properties. The Corporation is the sole managing member of the OP. The membership units not owned by the Corporation are referred to as OP Units or non-controlling interests. As the Corporation conducts substantially all of its operations through the OP, it is structured as what is referred to as an umbrella partnership real estate investment trust (“UPREIT”). The Corporation’s common stock is listed on the New York Stock Exchange under the symbol “BNL.” The Corporation, the OP, and its consolidated subsidiaries are collectively referred to as the “Company.” The Company is an industrial-focused, diversified net lease REIT that focuses on investing in income-producing, single-tenant net leased commercial properties, primarily in the United States. The Company leases industrial, healthcare, restaurant, retail, and office commercial properties under long-term lease agreements. At December 31, 2023 , the Company owned a diversified portfolio of 796 individual commercial properties with 789 properties located in 44 U.S. states and seven properties located in four Canadian provinces. The following table summarizes the outstanding equity and economic ownership interest of the Company: December 31, 2023 December 31, 2022 December 31, 2021 (in thousands) Shares of OP Total Diluted Shares Shares of OP Total Diluted Shares Shares of OP Total Diluted Shares Ownership interest 187,614 8,928 196,542 186,114 10,205 196,319 162,383 10,323 172,706 Percent Ownership of OP 95.5 % 4.5 % 100.0 % 94.8 % 5.2 % 100.0 % 94.0 % 6.0 % 100.0 % Refer to Note 16 for further discussion regarding the calculation of weighted average shares outstanding. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Consolidation The Consolidated Financial Statements include the accounts and operations of the Company. All intercompany balances and transactions have been eliminated in consolidation. To the extent the Corporation has a variable interest in entities that are not evaluated under the variable interest entity (“VIE”) model, the Corporation evaluates its interests using the voting interest entity model. The Corporation has complete responsibility for the day-to-day management of, authority to make decisions for, and control of the OP. Based on consolidation guidance, the Corporation has concluded that the OP is a VIE as the members in the OP do not possess kick-out rights or substantive participating rights. Accordingly, the Corporation consolidates its interest in the OP. However, because the Corporation holds the majority voting interest in the OP and certain other conditions are met, it qualifies for the exemption from providing certain disclosure requirements associated with investments in VIEs. The portion of the OP not owned by the Corporation is presented as non-controlling interests as of and during the periods presented. Basis of Accounting The Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). Use of Estimates The preparation of Consolidated Financial Statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates include, but are not limited to, the allocation of purchase price between tangible and intangible assets acquired and liabilities assumed, the fair value of long-lived assets and goodwill utilized in impairment assessments, the depreciable lives of rental property, the amortizable lives of intangible assets and liabilities, the probability of collecting outstanding and future lease payments, the fair value of the earnout liability, and the fair value of the Company’s interest rate swap agreements. Accordingly, actual results may differ from those estimates. Investment in Rental Property Rental property accounted for under operating leases is recorded at cost. Rental property accounted for under direct financing leases and sales-type leases are recorded at its net investment, which generally represents the cost of the property at the inception of the lease. The Company accounts for its acquisitions of real estate as asset acquisitions in accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations , as substantially all of the fair value of the assets acquired are concentrated in a single identifiable asset or group of similar identifiable assets. The Company allocates the purchase price of investments in rental property accounted for as asset acquisitions based on the relative fair value of the assets acquired and liabilities assumed. These generally include tangible assets, consisting of land and land improvements, buildings and other improvements, and equipment, and identifiable intangible assets and liabilities, including the value of in-place leases and acquired above-market and below-market leases. Acquisition costs incurred in connection with investments in real estate accounted for as asset acquisitions are capitalized and included with the allocated purchase price. The results of operations of acquired properties are included in the Consolidated Statements of Income and Comprehensive Income from the respective date of acquisition. Estimated fair value determinations are based on management’s judgment, which considers various factors including real estate market conditions, industry conditions that the tenant operates in, and characteristics of the real estate and/or real estate appraisals. The estimated fair value of the tangible assets of an acquired property is determined by valuing the property as if it were vacant. The as-if-vacant value is then allocated to land and land improvements, buildings, and equipment based on comparable sales and other relevant information with respect to the property as estimated by management. Specifically, the “if vacant” value of buildings and equipment is calculated using an income approach. Assumptions used in the income approach to value the buildings include: capitalization and discount rates, lease-up time, market rents, make ready costs, land value, and land improvement value. The estimated fair value of acquired in-place leases are the costs that the Company would have had to incur to lease the properties to the occupancy level of the properties at the date of acquisition. Such costs include the fair value of leasing commissions and other operating costs that would have been incurred to lease the properties, had they been vacant, to their acquired occupancy level. Acquired in-place leases as of the date of acquisition are amortized over the remaining non-cancellable lease terms of the respective leases to amortization expense. Acquired above-market and below-market lease values are recorded based on the present value (using an interest rate that reflects the risks associated with the lease acquired) of the differences between the contractual amounts to be paid pursuant to the in-place leases and management’s estimate of fair market value lease rates at the time of acquisition. The capitalized above-market and below-market lease values are amortized as adjustments to lease revenue over the remaining term of the respective leases. Should a tenant terminate its lease, the unamortized portion of the in-place lease value is charged to amortization expense and the unamortized portion of above-market or below-market lease value is charged to lease revenue. Management estimates the fair value of assumed mortgages payable based upon indications of then-current market pricing for similar types of debt with similar maturities. Assumed mortgages are initially recorded at their estimated fair value as of the assumption date, and the difference between such estimated fair value and the notes’ outstanding principal balance is amortized to interest expense over the remaining term of the debt. Expenditures for significant betterments and improvements are capitalized. Maintenance and repairs are charged to expense when incurred. Land acquired for development and construction and improvement costs incurred in connection with the development of new properties are capitalized and recorded as Property under development in the accompanying Consolidated Balance Sheets until construction has been completed. Such capitalized costs include all direct and indirect costs related to planning, development, and construction, including interest, real estate taxes, and other miscellaneous costs incurred during the construction period. Once completed, the property under development is placed in service and depreciation commences. For the year ended December 31, 2023, the Company funded $ 96.8 million of costs related to two properties under development, inclusive of $ 1.5 million of capitalized interest. Long-lived Asset Impairment The Company reviews long-lived assets to be held and used for possible impairment when events or changes in circumstances indicate that their carrying amounts may not be recoverable. If, and when, such events or changes in circumstances are present, an impairment exists to the extent the carrying value of the long-lived asset or asset group exceeds the sum of the undiscounted cash flows expected to result from the use of the long-lived asset or asset group and its eventual disposition. Such cash flows include expected future operating income, as adjusted for trends and prospects, as well as the effects of demand, competition, and other factors. An impairment loss is measured as the amount by which the carrying amount of the long-lived asset or asset group exceeds its fair value. Significant judgment is made to determine if and when impairment should be taken. The Company’s assessment of impairment as of December 31, 2023, 2022, and 2021 , was based on the most current information available to the Company. Certain of the Company’s properties may have fair values less than their carrying amounts. However, based on the Company’s plans with respect to each of those properties, the Company believes that their carrying amounts are recoverable and therefore, no impairment charges were recognized other than those described below. If the operating conditions mentioned above deteriorate or if the Company’s expected holding period for assets changes, subsequent tests for impairments could result in additional impairment charges in the future. Inputs used in establishing fair value for impaired real estate assets generally fall within Level 3 of the fair value hierarchy, which are characterized as requiring significant judgment as little or no current market activity may be available for validation. The main indicator used to establish the classification of the inputs is current market conditions, as derived through the use of published commercial real estate market information and information obtained from brokers and other third party sources. The Company determines the valuation of impaired assets using generally 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. Management may consider a single valuation technique or multiple valuation techniques, as appropriate, when estimating the fair value of its real estate. The following table summarizes the Company’s impairment charges, resulting primarily from changes in the Company's long-term hold strategy with respect to the individual properties: For the Year Ended December 31, (in thousands, except number of properties) 2023 2022 2021 Number of properties 4 3 7 Impairment charge $ 31,274 $ 5,535 $ 28,208 During the year ended December 31, 2023, we recognized an impairment charge of $ 26.4 million on a healthcare property with a remaining carrying value of $ 24.4 million, which declined due to changes in our tenant’s ability to perform under the lease agreement, leading to a change in management’s long-term hold strategy and desire to sell in the near term. The fair value measurement was determined using a range of significant unobservable inputs, including a third-party appraisal, broker market information, and recent comparable vacant sales transactions. Decreases in the sale price assumptions based on continued marketing of the property could result in additional impairment in the future. The remaining impairments recognized during the year ended December 31, 2023 were immaterial. Impairments recognized during the year ended December 31, 2022 were immaterial. During the year ended December 31, 2021, the Company executed an early lease termination with an office tenant on two properties in exchange for a fee of $ 35.0 million, and simultaneously sold the underlying properties to an unrelated third party for aggregate gross proceeds of $ 16.0 million. As the sale of the underlying properties was to an unrelated third party, the Company accounted for the lease termination income and sale of properties as separate transactions in accordance with GAAP. As a result, the $ 35.0 million cash receipt was not able to be factored into the properties’ future undiscounted cash flows, resulting in a $ 25.7 million impairment charge in the Consolidated Statements of Income and Comprehensive Income. The Company recognized termination fee income of $ 33.5 million as other income from real estate transactions, a component of Lease revenues, net, in the Consolidated Statements of Income and Comprehensive Income. The net impact of the lease termination and the sale of the underlying properties was a $ 4.0 million increase to net income after considering certain other adjustments. Remaining impairments recognized during the year ended December 31, 2021 were immaterial. Investments in Rental Property Held for Sale The Company classifies investments in rental property as held for sale when all of the following criteria are met: (i) management commits to a plan to sell the property, (ii) the property is available for immediate sale in its present condition, subject only to terms that are usual and customary for sales of investment properties, (iii) an active program to locate a buyer and conduct other actions required to complete the sale has been initiated, (iv) the sale of the property is probable in occurrence and is expected to qualify as a completed sale, (v) the property is actively marketed for sale at a sale price that is reasonable in relation to its fair value, and (vi) actions required to complete the sale indicate that it is unlikely that any significant changes will be made or that the plan to sell will be withdrawn. For properties classified as held for sale, the Company suspends depreciation and amortization of the related assets, including the acquired in-place lease and above- or below-market lease intangibles, as well as straight-line revenue recognition of the associated lease, and records the investment in rental property at the lower of cost or net realizable value. The assets and liabilities associated with the properties classified as held for sale are presented separately in the Consolidated Balance Sheets for the most recent reporting period. At December 31, 2023 and 2022, the Company did not have any properties that met the held for sale criteria. Sales of Real Estate Under ASC 610-20, Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets, the Company’s sales of real estate are generally considered to be sales to non-customers, requiring the Company to identify each distinct non-financial asset promised to the buyer. The Company determines whether the buyer obtains control of the non-financial assets, achieved through the transfer of the risks and rewards of ownership of the non-financial assets. If control is transferred to the buyer, the Company derecognizes the asset. If the Company determines that it did not transfer control of the non-financial assets to the buyer, the Company analyzes the contract for separate performance obligations and allocates a portion of the sales price to each performance obligation. As performance obligations are satisfied, the Company recognizes the respective income in the Consolidated Statements of Income and Comprehensive Income. The Company presents discontinued operations if disposals of properties represent a strategic shift in operations. Those strategic shifts would need to have a major effect on the Company’s operations and financial results in order to meet the definition. For the years ended December 31, 2023, 2022, and 2021 , the Company did not have property dispositions that qualified as discontinued operations. Depreciation Depreciation is computed using the straight-line method over the estimated useful lives of the related assets, which are as follows: Land improvements 15 years Buildings and improvements 15 to 39 years Equipment 7 years Leasing Fees Leasing fees represent costs incurred to lease properties to tenants and are capitalized as they are incremental costs of a lease that would not have been incurred if the lease had not been obtained. Leasing fees are amortized using the straight-line method over the term of the lease to which they relate, which range from 3 to 25 years. Cash Equivalents Cash equivalents consist of highly liquid investments with an original maturity at date of acquisition of three months or less, including money market funds. The Company estimates that the fair value of cash equivalents approximates the carrying value due to the relatively short maturity of these instruments. Restricted Cash Restricted cash generally includes escrow funds the Company maintains pursuant to the terms of certain mortgages, lease agreements, and undistributed proceeds from the sale of properties under Section 1031 of the Internal Revenue Code of 1986, as amended (the “Code”), and is reported within Prepaid expenses and other assets in the Consolidated Balance Sheets. Restricted cash consisted of the following: December 31, (in thousands) 2023 2022 Escrow funds and other $ 1,138 $ 4,812 1031 exchange proceeds — 33,439 $ 1,138 $ 38,251 Revenue Recognition The Company accounts for leases in accordance with ASC 842, Leases (“ASC 842”). The Company commences revenue recognition on its leases based on a number of factors, including the initial determination that the contract is or contains a lease. Generally, all of the Company’s property related contracts are or contain leases, and therefore revenue is recognized when the lessee takes possession of or controls the physical use of the leased assets. In most instances this occurs on the lease commencement date. At the time of lease assumption or at the inception of a new lease, including new leases that arise from amendments, the Company assesses the terms and conditions of the lease to determine the proper lease classification. Certain of the Company’s leases require tenants to pay rent based upon a percentage of the property’s net sales (“percentage rent”) or contain rent escalators indexed to future changes in the Consumer Price Index (“CPI”). Lease income associated with such provisions, absent the existence of a floor, are considered variable lease income and are not included in the initial measurement of the lease receivable, or in the calculation of straight-line rent revenue. Such amounts are recognized as income when the amounts are determinable. A lease is classified as an operating lease if none of the following criteria are met: (i) ownership transfers to the lessee at the end of the lease term, (ii) the lessee has a purchase option that is reasonably expected to be exercised, (iii) the lease term is for a major part of the economic life of the leased property, (iv) the present value of the future lease payments and any residual value guaranteed by the lessee that is not already reflected in the lease payments equals or exceeds substantially all of the fair value of the leased property, and (v) the leased property is of such a specialized nature that it is expected to have no future alternative use to the Company at the end of the lease term. If one or more of these criteria are met, the lease will generally be classified as a sales-type lease, unless the lease contains a residual value guarantee from a third party other than the lessee, in which case it would be classified as a direct financing lease under certain circumstances. Prior to the adoption of ASC 842, a lease that was not an operating lease would be accounted for as a direct financing lease. The Company accounts for the right to use land as a separate lease component, unless the accounting effect of doing so would be insignificant. Determination of significance requires management judgment. In determining whether the accounting effect of separately reporting the land component from other components for its real estate leases is significant, the Company assesses: (i) whether separating the land component impacts the classification of any lease component, (ii) the value of the land component in the context of the overall contract, and (iii) whether the right to use the land is coterminous with the rights to use the other assets. Revenue recognition methods for operating leases, direct financing leases, and sales-type leases are described below: Rental property accounted for under operating leases – Revenue is recognized as rents are earned on a straight-line basis over the non-cancelable terms of the related leases. For leases that have fixed and measurable rent escalations and collectability of the lease payments is probable, the difference between such rental income earned and the cash rent due under the provisions of the lease is recorded as Accrued rental income in the Consolidated Balance Sheets. If the Company determines that collectability of the lease payments is not probable, the Company records an adjustment to Lease revenues, net to reduce cumulative income recognized since lease commencement to the amount of cash collected from the lessee (i.e., write off of accrued rental income). Future revenue recognition is limited to amounts paid by the lessee. Rental property accounted for under direct financing leases – The Company utilizes the direct finance method of accounting to record direct financing lease income. The net investment in the direct financing lease represents receivables for the sum of future lease payments to be received and the estimated residual value of the leased property, less unamortized unearned income (which represents the difference between undiscounted cash flows and discounted cash flows). Unearned income is deferred and amortized into income over the lease terms so as to produce a constant periodic rate of return on the Company’s net investment in the leases. Rental property accounted for under sales-type leases – For leases accounted for as sales-type leases, the Company records selling profit arising from the lease at inception, along with the net investment in the lease. The Company leases assets through the assumption of existing leases or through sale-leaseback transactions, and records such assets at their fair value at the time of acquisition, which in most cases coincides with lease inception. As a result, the Company does not generally recognize selling profit on sales-type leases. The net investment in the sales-type lease represents receivables for the sum of future lease payments and the estimated unguaranteed residual value of the leased property, each measured at net present value. Interest income is recorded over the lease terms so as to produce a constant periodic rate of return on the Company’s net investment in the leases. Certain of the Company’s lease contracts contain nonlease components ( e.g. , charges for management fees, common area maintenance, and reimbursement of third-party maintenance expenses) in addition to lease components (e .g. , monthly rental charges). Services related to nonlease components are provided over the same period of time as, and billed in the same manner as, monthly rental charges. The Company elected to apply the practical expedient available under ASC 842, for all classes of assets, not to separate the lease components from the nonlease components when accounting for operating leases. Since the lease component is the predominant component under each of these leases, combined revenues from both the lease and nonlease components are reported as Lease revenues, net in the accompanying Consolidated Statements of Income and Comprehensive Income. In accordance with ASC 842, provisions for uncollectible rent are recorded as an offset to Lease revenues, net in the accompanying Consolidated Statements of Income and Comprehensive Income. Lease Termination Fee Income The Company recognizes lease termination fee income as other income from real estate transactions, a component of Lease revenues, net, when all conditions of the termination agreement have been met, and collection of the lease termination fee is probable. If the tenant immediately vacates the property upon satisfying the conditions of the termination agreement, the Company recognizes the lease termination fee income net of the write off of accrued rental income associated with the lease immediately. If the tenant continues to occupy the property, the Company treats the termination as a lease modification, and recognizes the lease termination fee income on a straight-line basis over the new lease term. Lease termination fee income is recorded as other income from real estate transactions, a component of Lease revenues, net, in the Consolidated Statements of Income and Comprehensive Income. Goodwill Goodwill represents the excess of the amount paid over the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed in a business combination and is assigned to one or more reporting units. The Company evaluates goodwill for impairment when an event occurs or circumstances change that indicate the carrying value may not be recoverable, or at least annually. The Company’s annual testing date is November 30. The goodwill impairment evaluation is completed using either a qualitative or quantitative approach. Under a qualitative approach, the impairment review for goodwill consists of an assessment of whether it is more-likely-than-not that the reporting unit’s fair value is less than its carrying value, including goodwill. If a qualitative approach indicates it is more likely-than-not that the estimated carrying value of a reporting unit (including goodwill) exceeds its fair value, or if we choose to bypass the qualitative approach, we perform the quantitative approach described below. When the Company performs a quantitative test of goodwill for impairment, it compares the carrying value of its reporting unit with its fair value. If the fair value of the reporting unit exceeds its carrying amount, the Company does not consider goodwill to be impaired and no further analysis would be required. If the fair value is determined to be less than its carrying value, the amount of goodwill impairment equals the amount by which the reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The Company determined that it has one reporting unit, consistent with its segment reporting analysis, which includes the acquisition, leasing, and ownership of net leased properties (i.e., the consolidated entity). When necessary to perform the quantitative test for goodwill impairment, the Company’s estimate of fair value is determined using a market approach, leveraging assumptions such as the fair value of our equity inclusive of our consideration of a control premium, if necessary, which includes an analysis of similar market transactions and other quantitative and qualitative factors. While the Company believes the assumptions used to estimate the fair value of its reporting unit are reasonable, changes in these assumptions may have a material impact on the Company’s financial results. Based on the results of its annual goodwill impairment test on November 30, 2023 and 2022, the Company concluded that goodwill was not impaired, and that the fair value of its reporting unit was substantially in excess of carrying value. Rent Received in Advance Rent received in advance represents tenant rent payments received prior to the contractual due date, and is included in Accounts payable and other liabilities in the Consolidated Balance Sheets. Rent received in advance consisted of the following: December 31, (in thousands) 2023 2022 Rent received in advance $ 14,776 $ 18,783 Debt Issuance Costs In accordance with ASC 835, Interest, debt issuance costs related to mortgages, unsecured term loans and senior unsecured notes are reported as a direct deduction from the carrying amount of the related liability, consistent with debt discounts, in the Consolidated Balance Sheets. Debt issuance costs associated with the unsecured revolving credit facility are reported as an asset in the Consolidated Balance Sheets. Debt issuance costs incurred in connection with the Company’s unsecured revolving credit facility, mortgages, unsecured term loans and senior unsecured notes have been deferred and are being amortized over the term of the respective loan commitment using the straight-line method, which approximates the effective interest method. Offering Costs In connection with equity offerings, the Company incurs and capitalizes certain direct, incremental legal, professional, accounting and other third-party costs. Such costs are offset against the gross proceeds of each equity offering, and recorded as a component of Additional paid-in capital in the Consolidated Balance Sheets upon the consummation of the offering. See Note 14 for further discussion of net proceeds associated with equity offerings. Forward Sale Agreements The Company occasionally sells shares of common stock through forward sale agreements to enable the Company to set the price of such shares upon pricing the offering (subject to certain adjustments) while delaying the issuance of such shares and the receipt of the net proceeds by the Company. To account for the forward sale agreements, the Company considers the accounting guidance governing financial instruments and derivatives. To date, the Company has concluded that its forward sale agreements are not liabilities as they do not embody obligations to repurchase its shares nor do they embody obligations to issue a variable number of shares for which the monetary value is predominantly fixed, varying with something other than the fair value of the shares, or varying inversely in relation to its shares. The Company then evaluates whether the agreements meet the derivatives and hedging guidance scope exception to be accounted for as equity instruments. The Company has concluded that the agreements are classifiable as equity contracts based on the following assessments: (i) none of the agreements’ exercise contingencies are based on observable markets or indices besides those related to the market for the Company’s own stock price and operations; and (ii) none of the settlement provisions preclude the agreements from being indexed to its own stock. The Company also considers the potential dilution resulting from the forward sale agreements on the earnings per share calculations. The Company uses the treasury stock method to determine the dilution resulting from the forward sale agreements during the period of time prior to settlement. Earnout Liability The Company’s earnout liability was payable in four tranches, in a combination of cash, common shares, and OP Units, in the same proportion as the initial consideration paid in the Company’s internalization (see Note 4). During the year ended December 31, 2021, the portion of the earnout to be paid in cash was classified as a liability in the Consolidated Balance Sheets. The fair value of the earnout liability was remeasured each reporting period, with changes recorded as Change in fair value of earnout liability in the Consolidated Statements of Income and Comprehensive Income. The Company achieved all four milestones applicable to the earnout thereby triggering the payout of all earnout tranches during the year ended December 31, 2021, and therefore no remaining earnout liability existed on, or after, December 31, 2021. Non-controlling Interests Non-controlling interests represents the membership interests held in the OP of 4.5 %, 5.2 %, and 6.0 % at December 31, 2023, 2022, and 2021, respectively, by third parties which are accounted for as a separate component of equity. The Company adjusts the carrying value of non-controlling interests to reflect their share of the book value of the OP. Such adjustments are recorded to Additional paid-in capital as a reallocation of Non-controlling interests in the Consolidated Statements of Equity. Derivative Instruments The Company uses interest rate swap agreements to manage risks related to interest rate movements. The interest rate swap agreements, designated and qualifying as cash flow hedges, are reported at fair value. ASC 815, Derivatives and Hedging (“ASC 815”) , requires a company to present the earnings effect of the hedging instrument in the same income statement line item in which the earnings effect of the hedged item is reported. In accordance with ASC 815, the gain or loss on the qualifying hedges is initially included as a component of other comprehensive income or loss and is subsequently reclassified into earnings when interest payments (the forecasted transactions) on the related debt are incurred and as the swap net settlements occur. When an existing cash flow hedge is terminated, the Company determines the accounting treatment for the accumulated gain or loss recognized in Accumulated other comprehensive income based on the probability of the hedged forecasted transaction occurring within the period the cash flow hedge was anticipated to affect earnings. If the Company determines that the hedged forecasted transaction is probable of occurring during the original period, the accumulated gain or loss is recla |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 3. Related-Party Transactions Prior to the Company’s internalization on February 7, 2020, the former asset manager, a related party in which certain directors of the Corporation had either a direct or indirect ownership interest, and its wholly-owned subsidiary were considered to be related parties. Earnout Consideration In connection with the Company’s internalization, the Company incurred a contingent obligation that would be payable to certain members of the Company’s Board of Directors and employees who had previously been owners and/or employees of the former asset manager, upon the occurrence of certain events (see Note 4). During the year ended December 31, 2021, the Company achieved all four VWAP milestones applicable to the earnout. As a result, the Company issued 1,088,977 shares of common stock, 1,859,257 OP Units and made cash payments of $ 13.0 million to these related parties (see Note 4). Conversion of OP Units to Common Stock During the year ended December 31, 2021, in non-cash transactions (see Note 18), the Company converted 2,049,439 OP Units held by an affiliated third party to 2,049,439 shares of common stock, respectively, at a total conversion value of $ 32.8 million. There were no conversions of OP Units held by a related party during the years ended December 31, 2023, and 2022. See further discussion in Notes 12 and 14. |
Internalization
Internalization | 12 Months Ended |
Dec. 31, 2023 | |
Internalization [Abstract] | |
Internalization | . Internalization In accordance with the Company’s internalization, the Company was required to pay additional earnout consideration of up to $ 75.0 million payable in four tranches of $ 10.0 million, $ 15.0 million, $ 25.0 million, and $ 25.0 million if certain milestones related to the 40 -day VWAP per REIT Share were achieved. The consideration consisted of a combination of cash, shares of the Company’s common stock, and OP Units, based on the same proportions paid in the base consideration. As of December 31, 2021, the Company achieved all four VWAP milestones, thereby triggering the payout of all earnout tranches. Below is a summary of the shares of common stock and OP Units issued, and cash paid for each earnout tranche: (in thousands, except per share amounts) Shares of 40-Day Common Stock OP Units VWAP of a Tranche Issued Issued Cash Paid REIT Share Achievement Date 1 145 248 $ 1,926 (a) $ 22.50 June 16, 2021 2 218 371 2,888 (a) 23.75 July 14, 2021 3 363 620 4,117 24.375 September 21, 2021 4 363 620 4,117 25.00 September 21, 2021 (a) Cash payments include amounts earned for dividends. |
Acquisitions of Rental Property
Acquisitions of Rental Property | 12 Months Ended |
Dec. 31, 2023 | |
Business Combinations [Abstract] | |
Acquisitions of Rental Property | 5. Acquisitions of Rental Property The Company closed on the following acquisitions during the year ended December 31, 2023: (in thousands, except number of properties) Number of Real Estate Date Property Type Properties Acquisition Price March 14, 2023 Retail 1 $ 5,221 May 16, 2023 Industrial 2 10,432 May 22, 2023 Industrial 1 17,300 (a) May 25, 2023 Industrial 1 9,952 July 11, 2023 Restaurant 1 460 (b) November 14, 2023 Restaurant 1 1,963 (c) 7 $ 45,328 (d) (a) Acquisition of land to be developed in connection with a $ 204.8 million build-to-suit transaction expected to fund in multiple draws through October 2024 (see Note 2). (b) Acquisition of land developed in connection with a $ 1.7 million build-to-suit transaction completed in October 2023 (see Note 2). (c) Acquisition price includes consideration payable of $ 0.3 million. (d) Acquisition price excludes capitalized acquisition costs of $ 3.1 million. The Company closed on the following acquisitions during the year ended December 31, 2022: (in thousands, except number of properties) Number of Real Estate Date Property Type Properties Acquisition Price January 7, 2022 Retail 2 $ 2,573 February 10, 2022 Industrial 1 21,733 February 15, 2022 Retail 1 1,341 February 28, 2022 Industrial 1 5,678 March 4, 2022 Retail 6 79,061 March 31, 2022 Restaurant 16 99,587 April 12, 2022 Retail 1 1,680 April 12, 2022 Industrial 1 7,522 April 13, 2022 Industrial 1 16,250 April 19, 2022 Retail 1 1,780 May 16, 2022 Retail 1 2,264 June 7, 2022 Retail 1 11,510 June 13, 2022 Retail 1 1,638 June 15, 2022 Retail 1 1,884 June 21, 2022 Industrial 5 78,500 June 29, 2022 Healthcare 1 12,467 June 30, 2022 Industrial 1 29,500 July 1, 2022 Retail 2 3,052 July 7, 2022 Retail 1 2,171 July 8, 2022 Industrial 11 75,000 August 25, 2022 Healthcare 1 9,219 August 26, 2022 Industrial 4 44,000 September 6, 2022 Retail 1 1,411 September 28, 2022 Industrial 4 56,250 September 29, 2022 Restaurant 3 12,823 October 12, 2022 Industrial / Office 7 235,000 October 12, 2022 Retail 1 1,743 October 17, 2022 Retail 2 6,000 October 19, 2022 Retail 1 1,743 November 2, 2022 Industrial 4 38,650 November 4, 2022 Retail 1 5,645 November 10, 2022 Industrial 1 10,758 86 $ 878,433 (e) (e) Acquisition price excludes capitalized acquisition costs of $ 6.4 million . The Company allocated the purchase price of these properties to the fair value of the assets acquired and liabilities assumed. The following table summarizes the purchase price allocation for completed real estate acquisitions: For the Year Ended December 31, (in thousands) 2023 2022 2021 Land $ 2,975 $ 126,865 $ 114,296 Land improvements 2,817 47,513 29,298 Buildings and improvements 19,913 649,195 469,113 Property under development 20,315 — — Acquired in-place leases (f) 2,561 69,609 51,956 Acquired above-market leases (g) — — 211 Acquired below-market leases (h) ( 166 ) ( 279 ) — Right-of-use asset — — 663 Lease liability — — ( 481 ) Non-real estate liabilities assumed — ( 8,051 ) — $ 48,415 $ 884,852 $ 665,056 (f) The weighted average amortization period for acquired in-place leases is 16 years, 20 years, and 16 years for acquisitions completed during the years ended December 31, 2023, 2022, and 2021 , respectively. (g) The weighted average amortization period for acquired above-market leases is 10 years for acquisitions completed during the year ended December 31, 2021. There were no above-market leases acquired during the years ended December 31, 2023 and 2022. (h) The weighted average amortization period for acquired below-market leases is 20 years and 14 years for acquisitions completed during the years ended December 31, 2023 and 2022, respectively. There were no below-market leases acquired during the year ended December 31, 2021. The above acquisitions were funded using a combination of available cash on hand and unsecured revolving credit facility borrowings. All real estate acquisitions closed during the years ended December 31, 2023, 2022, and 2021 , qualified as asset acquisitions and, as such, acquisition costs have been capitalized. |
Sale of Real Estate
Sale of Real Estate | 12 Months Ended |
Dec. 31, 2023 | |
Real Estate [Abstract] | |
Sale of Real Estate | 6. Sale of Real Estate The Company closed on the following sales of real estate, none of which qualified as discontinued operations: For the Year Ended December 31, (in thousands, except number of properties) 2023 2022 2021 Number of properties disposed 14 8 31 Aggregate sale price $ 200,072 $ 58,024 $ 87,730 Aggregate carrying value ( 140,649 ) ( 40,485 ) ( 70,289 ) Additional sales expenses ( 5,113 ) ( 1,586 ) ( 3,918 ) Gain on sale of real estate $ 54,310 $ 15,953 $ 13,523 |
Investment in Rental Property a
Investment in Rental Property and Lease Arrangements | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Investment in Rental Property and Lease Arrangements | 7. Investment in Rental Property and Lease Arrangements The Company generally leases its investment rental property to established tenants in the industrial, healthcare, restaurant, retail, and office property types. At December 31, 2023 , the Company had 796 real estate properties, 784 of which were leased under leases that have been classified as operating leases , nine that have been classified as direct financing leases, one that has been classified as a sales-type lease, and two that were vacant. Of the nine leases classified as direct financing leases , three include land portions which are accounted for as operating leases. The sales-type lease includes a land portion which is accounted for as an operating lease (see Revenue Recognition within Note 2). Most leases have initial terms of 10 to 20 years. The Company’s leases generally provide for limited increases in rent as a result of fixed increases, increases in the CPI, or increases in the tenant’s sales volume. Generally, tenants are also required to pay all property taxes and assessments, substantially maintain the interior and exterior of the building, and maintain property and liability insurance coverage. The leases also typically provide for one or more multiple year renewal options, at the election of the tenant, and are subject to generally the same terms and conditions as the initial lease. Investment in Rental Property – Accounted for Using the Operating Method Depreciation expense on investment in rental property was as follows: For the Year Ended December 31, (in thousands) 2023 2022 2021 Depreciation $ 123,859 $ 114,583 $ 99,143 Estimated lease payments to be received under non-cancelable operating leases with tenants at December 31, 2023 are as follows: (in thousands) 2024 $ 394,031 2025 406,874 2026 402,291 2027 385,379 2028 369,418 Thereafter 2,982,604 $ 4,940,597 Since lease renewal periods are exercisable at the option of the tenant, the above amounts only include future lease payments due during the initial lease terms. Such amounts exclude any potential variable rent increases that are based on changes in the CPI or future variable rents which may be received under the leases based on a percentage of the tenant’s gross sales. Additionally, certain of our leases provide tenants with the option to terminate their leases in exchange for termination penalties, or that are contingent upon the occurrence of a future event. Future lease payments within the table above have not been adjusted for these termination rights. Investment in Rental Property – Direct Financing Leases The Company’s net investment in direct financing leases was comprised of the following: December 31, (in thousands) 2023 2022 Undiscounted estimated lease payments to be received $ 35,155 $ 38,268 Estimated unguaranteed residual values 14,547 14,547 Unearned revenue ( 22,944 ) ( 25,645 ) Reserve for credit losses ( 115 ) ( 125 ) Net investment in direct financing leases $ 26,643 $ 27,045 Undiscounted estimated lease payments to be received under non-cancelable direct financing leases with tenants at December 31, 2023 are as follows: (in thousands) 2024 $ 3,171 2025 3,285 2026 3,357 2027 3,426 2028 3,496 Thereafter 18,420 $ 35,155 The above rental receipts do not include future lease payments for renewal periods, potential variable CPI rent increases, or variable percentage rent payments that may become due in future periods. The following table summarizes amounts reported as Lease revenues, net in the Consolidated Statements of Income and Comprehensive Income: For the Year Ended December 31, (in thousands) 2023 2022 2021 Contractual rental amounts billed for operating leases $ 388,073 $ 359,317 $ 308,624 Adjustment to recognize contractual operating lease billings on a 27,154 22,353 19,847 Net write-offs of accrued rental income ( 4,266 ) ( 1,326 ) ( 442 ) Variable rental amounts earned 2,277 1,507 768 Earned income from direct financing leases 2,752 2,856 2,909 Interest income from sales-type leases 58 58 58 Operating expenses billed to tenants 20,363 19,779 17,462 Other income from real estate transactions (a) 7,414 3,069 33,549 Adjustment to revenue recognized for uncollectible rental amounts billed, net ( 937 ) ( 100 ) 101 Total lease revenues, net $ 442,888 $ 407,513 $ 382,876 (a) Other income from real estate transactions includes $ 7.5 million, $ 2.5 million, and $ 33.5 million of lease termination fee income for the years ended December 31, 2023, 2022, and 2021, respectively. |
Intangible Assets And Liabiliti
Intangible Assets And Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Liabilities | 8. Intangible Assets and Liabilities, and Leasing Fees The following is a summary of intangible assets and liabilities, and leasing fees, and related accumulated amortization: December 31, (in thousands) 2023 2022 Lease intangibles: Acquired above-market leases $ 44,711 $ 45,740 Less accumulated amortization ( 20,312 ) ( 18,436 ) Acquired above-market leases, net 24,399 27,304 Acquired in-place leases 416,206 436,401 Less accumulated amortization ( 152,379 ) ( 134,120 ) Acquired in-place leases, net 263,827 302,281 Total intangible lease assets, net $ 288,226 $ 329,585 Acquired below-market leases $ 98,535 $ 105,059 Less accumulated amortization ( 45,004 ) ( 42,204 ) Intangible lease liabilities, net $ 53,531 $ 62,855 Leasing fees $ 18,117 $ 14,430 Less accumulated amortization ( 6,426 ) ( 5,924 ) Leasing fees, net $ 11,691 $ 8,506 Amortization of intangible lease assets and liabilities, and leasing fees was as follows: (in thousands) For the Year Ended December 31, Intangible Financial Statement Presentation 2023 2022 2021 Acquired in-place leases and leasing fees Depreciation and amortization $ 34,487 $ 40,090 $ 32,857 Above-market and below-market leases Lease revenues, net 5,859 4,822 3,264 For the years ended December 31, 2023, 2022 and 2021, amortization of all intangible assets and liabilities includes $ 0.9 million, $ 8.5 million, and $ 3.8 million, respectively, of accelerated amortization resulting from early lease terminations. Estimated future amortization of intangible assets and liabilities, and leasing fees at December 31, 2023 is as follows: (in thousands) 2024 $ 26,502 2025 25,458 2026 24,296 2027 22,574 2028 20,695 Thereafter 126,861 $ 246,386 |
Unsecured Credit Agreements
Unsecured Credit Agreements | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Unsecured Credit Agreements | 9. Unsecured Credit Agreements Unsecured Revolving Credit Agreements Unsecured Revolving Credit Facility On September 4, 2020, the Company entered into a $ 900.0 million unsecured revolving credit facility (the “Revolving Credit Facility”), with JPMorgan Chase Bank, N.A., as administrative agent. The Company closed the Revolving Credit Facility on September 21, 2020. The Revolving Credit Facility includes an accordion feature to increase the aggregate facility size from $ 900.0 million to $ 2.0 billion, subject to the willingness of existing or new lenders to fund such increase and other customary conditions. The Company has the option to extend the term of the Revolving Credit Facility twice for six months per extension , subject to certain conditions, including payment of an extension fee equal to 0.0625 % of the revolving commitments. On January 28, 2022, the Company amended and restated the Revolving Credit Facility to increase the available borrowings to $ 1.0 billion and extend the maturity date to March 31, 2026 . In addition to United States Dollars (“USD”), borrowings under the Revolving Credit Facility can be made in Pound Sterling, Euros or Canadian Dollars (“CAD”) up to an aggregate amount of $ 500.0 million. Prior to the amendment, borrowings under the Revolving Credit Facility were subject to interest at variable rates based on LIBOR plus a margin based on the Company’s current credit rating ranging between 0.825 % to 1.550 % per annum. Borr owings under the amended Revolving Credit Facility are subject to interest only payments at variable rates equal to the applicable reference rate plus a margin based on the Company’s credit rating, ranging between 0.725 % and 1.400 %. All other terms and conditions of the Revolving Credit Facility remained materially the same as those in effect prior to this amendment. The amended Revolving Credit Facility is subject to a facility fee on the amount of the revolving commitments, based on the Company’s credit rating, ranging between 0.125 % and 0.300 %. The applicable facility fee is 0.200 % per annum. Unsecured Term Loan Agreements 2022 Unsecured Term Loan On February 7, 2020, the Company entered into a $ 60.0 million term loan (the “2022 Unsecured Term Loan”) with JP Morgan Chase, N.A. as administrative agent. The 2022 Unsecured Term Loan was fully funded at closing and used to repay a portion of the debt assumed by the Company as part of the Company’s internalization. Borrowings under the 2022 Unsecured Term Loan were subject to interest only payments at variable rates equal to LIBOR plus a margin based upon the Company’s credit rating, ranging between 0.85 % and 1.65 % per annum. The 2022 Unsecured Term Loan was paid in full in February 2022 with borrowings from the Revolving Credit Facility. 2024 Unsecured Term Loan Borrowings under the 2024 unsecured term loan of $190.0 million bore interest at variable rates based on LIBOR plus a margin based on the Company’s credit rating ranging between 0.85 % and 1.65 % per annum. The loan was paid in full in August 2022 with borrowings from the 2027 Unsecured Term Loan and 2029 Unsecured Term Loan (defined below). 2026 Unsecured Term Loan On February 27, 2019, the Company entered into a $ 450.0 million seven-year unsecured term loan agreement (the “2026 Unsecured Term Loan”) with Capital One, National Association as administrative agent. The 2026 Unsecured Term Loan provides an accordion feature for up to a total of $ 550.0 million borrowing capacity. The 2026 Unsecured Term Loan has an initial maturity date of February 27, 2026 . Borrowings under the 2026 Unsecured Term Loan were subject to interest only payments at variable rates equal to LIBOR plus a margin between 1.45 % and 2.40 % per annum based on the Company’s credit rating through March 12, 2021. On March 12, 2021, the Company amended the 2026 Unsecured Term Loan and made a $ 50.0 million paydown on the loan. The amendment reduced the margin on variable interest rate borrowings to a range between 0.85 % and 1.65 % per annum based on the Company’s credit rating. All other terms and conditions of the 2026 Unsecured Term Loan remained materially the same as those in effect prior to this amendment. Effective July 1, 2023, the Company amended the 2026 Unsecured Term Loan to transition to SOFR upon the cessation of LIBOR. Interest on borrowings bear interest at one-month SOFR plus a margin between 0.85 % and 1.65 % per annum based on the Company’s credit rating. The 2026 Unsecured Term Loan is subject to a fee of 0.25 % per annum on the amount of the commitment, reduced by the amount of term loans outstanding. 2027 and 2029 Unsecured Term Loans On August 1, 2022, the Company entered into two unsecured term loans, including a $ 200.0 million, five-year unsecured term loan (the “2027 Unsecured Term Loan”), and a $ 300.0 million, seven-year unsecured term loan (the “2029 Unsecured Term Loan”) both with Regions Bank as administrative agent. Borrowings on the term loans bear interest at variable rates based on adjusted SOFR, plus a margin based on the Company’s credit rating, ranging between 0.80 % and 1.60 % per annum for the 2027 Unsecured Term Loan, and 1.15 % and 2.20 % per annum for the 2029 Unsecured Term Loan. Senior Unsecured Notes 2027 Senior Unsecured Notes - Series A On April 18, 2017, the Company issued $ 150.0 million of unsecured, fixed-rate, interest-only guaranteed senior promissory notes (the “2027 Senior Unsecured Notes - Series A”). The 2027 Senior Unsecured Notes - Series A were issued at par, and bear interest at a rate of 4.84 %. 2028 Senior Unsecured Notes - Series B and 2030 Senior Unsecured Notes - Series C On July 2, 2018, the Company entered into a Note and Guaranty Agreement (the “NGA Agreement”) with each of the purchasers of unsecured, fixed-rate, interest-only, guaranteed senior promissory notes. Under the NGA Agreement, the OP issued and sold senior promissory notes in two series, series B guaranteed senior notes (the “2028 Senior Unsecured Notes - Series B”) and series C guaranteed senior notes (the “2030 Unsecured Notes - Series C”), for an aggregate principal amount of $ 325.0 million. The 2028 Senior Unsecured Notes - Series B provide for an aggregate principal amount of $ 225.0 million with a fixed-rate of 5.09 %. The 2030 Senior Unsecured Notes - Series C provide for an aggregate principal amount of $ 100.0 million with a fixed-rate of 5.19 %. 2031 Senior Unsecured Public Notes On September 15, 2021, the Company completed a public offering of $ 375.0 million in aggregate principal amount of 2.60 % senior unsecured notes due in 2031 (the “2031 Senior Unsecured Public Notes”), issued at 99.816 % of the principal amount. The 2031 Senior Unsecured Public Notes require semi-annual interest payments through the maturity date of September 15, 2031 , unless earlier redeemed. The 2031 Senior Unsecured Public Notes were issued by the OP and are fully and unconditionally guaranteed by the Company. Covenants on Unsecured Credit Agreements The Company is subject to various financial and operational covenants and financial reporting requirements pursuant to its unsecured credit agreements. These covenants require the Company to maintain certain financial ratios. As of December 31, 2023, and for all periods presented, the Company believes it was in compliance with all of its loan covenants. Failure to comply with the covenants would result in a default which, if the Company were unable to cure or obtain a waiver from the lenders, could accelerate the repayment of the obligations. Further, in the event of default, the Company may be restricted from paying dividends to its stockholders in excess of dividends required to maintain its REIT qualification. Accordingly, an event of default could have a material effect on the Company. The following table summarizes the Company’s unsecured credit agreements: December 31, 2023 2022 Interest Maturity (in thousands, except interest rates) Outstanding Balance Rate Date Revolving Credit Facility $ 90,434 $ 197,322 Applicable reference rate + 0.85 % (a) Mar. 2026 (d) Unsecured term loans: 2026 Unsecured Term Loan 400,000 400,000 one-month adjusted SOFR + 1.00 % (b)(c) Feb. 2026 2027 Unsecured Term Loan 200,000 200,000 one-month adjusted SOFR + 0.95 % (c) Aug. 2027 2029 Unsecured Term Loan 300,000 300,000 one-month adjusted SOFR + 1.25 % (c) Aug. 2029 Total unsecured term loans 900,000 900,000 Unamortized debt issuance costs, net ( 4,053 ) ( 5,308 ) Total unsecured term loans, net 895,947 894,692 Senior unsecured notes: 2027 Senior Unsecured Notes - Series A 150,000 150,000 4.84 % Apr. 2027 2028 Senior Unsecured Notes - Series B 225,000 225,000 5.09 % Jul. 2028 2030 Senior Unsecured Notes - Series C 100,000 100,000 5.19 % Jul. 2030 2031 Senior Unsecured Public Notes 375,000 375,000 2.60 % Sep. 2031 Total senior unsecured notes 850,000 850,000 Unamortized debt issuance costs and ( 4,691 ) ( 5,445 ) Total senior unsecured notes, net 845,309 844,555 Total unsecured debt, net $ 1,831,690 $ 1,936,569 (a) At December 31, 2023 and 2022, a balance of $ 15.0 million and $ 123.5 million was subject to the one-month SOFR of 5.35 % and 4.36 %, respectively. The remaining balances of $ 100 million CAD borrowings were remeasured to $ 75.4 million USD and $ 73.8 million USD at December 31, 2023 and 2022, respectively, and were subject to the one-month CDOR of 5.46 % and 4.74 %, respectively. (b) At December 31, 2023, one-month SOFR was 5.35 %. At December 31, 2022, the applicable interest rate was one-month LIBOR of 4.39 % plus 1.00 %. (c) At December 31, 2023 and 2022, one-month SOFR was 5.35 % and 4.36 %, respectively. (d) The Company’s Revolving Credit Facility contains two six-month extension options subject to certain conditions, including the payment of an extension fee equal to 0.0625 % of the revolving commitments . At December 31, 2023 , the weighted average interest rate on all outstanding borrowings, exclusive of interest rate swap agreements was 5.33 %. At December 31, 2023, the weighted average interest rate on all outstanding borrowings, inclusive of interest rate swap agreements was 3.73 %. For the years ended December 31, 2022, and 2021, the Company incurred debt issuance costs of $ 7.0 million, and $ 5.0 million, respectively, associated with financing activities. The Company did no t incur any debt issuance costs for the year ended December 31, 2023. Debt issuance costs and original issuance discounts are amortized as a component of Interest expense in the accompanying Consolidated Statements of Income and Comprehensive Income. The following table summarizes debt issuance cost and original issuance discount amortization: For the Year Ended December 31, (in thousands) 2023 2022 2021 Debt issuance costs and original issuance discount amortization $ 3,938 $ 3,692 $ 3,854 |
Mortgages
Mortgages | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Mortgages | 10. Mortgages The Company’s mortgages consist of the following: Origination Maturity (in thousands, except interest rates) Date Date Interest December 31, Lender (Month/Year) (Month/Year) Rate 2023 2022 Wilmington Trust National Association Apr-19 Feb-28 4.92 % $ 44,207 $ 45,516 (a) (b) (c) (d) Wilmington Trust National Association Jun-18 Aug-25 4.36 % 18,725 19,150 (a) (b) (c) (d) PNC Bank Oct-16 Nov-26 3.62 % 16,241 16,675 (b) (c) Aegon Apr-12 Oct-23 6.38 % — 5,413 (b) (d) Total mortgages 79,173 86,754 Debt issuance costs, net ( 105 ) ( 152 ) Mortgages, net $ 79,068 $ 86,602 (a) Non-recourse debt includes the indemnification/guaranty of the Company pertaining to fraud, environmental claims, insolvency, and other matters. (b) Debt secured by related rental property and lease rents. (c) Debt secured by guaranty of the OP. (d) Mortgage was assumed as part of the acquisition of the related property. The debt was recorded at fair value at the time of assumption. At December 31, 2023 , investment in rental property of $ 120.5 million was pledged as collateral against the Company’s mortgages. Estimated future principal payments to be made under the above mortgages and the Company’s unsecured credit agreements ( see Note 9) at December 31, 2023, are as follows: (in thousands) 2024 $ 2,260 2025 20,195 2026 507,277 2027 351,596 2028 263,277 Thereafter 775,002 $ 1,919,607 Certain of the Company’s mortgages provide for prepayment fees and can be terminated under certain events of default as defined under the related agreements. These prepayment fees are not reflected as part of the table above. |
Interest Rate Swaps
Interest Rate Swaps | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Interest Rate Swaps | 11. Interest Rate Swaps Interest rate swaps were entered into with certain financial institutions in order to mitigate the impact of interest rate variability over the term of the related debt agreements. The interest rate swaps are considered cash flow hedges. Under these agreements, the Company receives monthly payments from the counterparties equal to the related variable interest rates multiplied by the outstanding notional amounts. In turn, the Company pays the counterparties each month an amount equal to a fixed rate multiplied by the related outstanding notional amounts. The intended net impact of these transactions is that the Company pays a fixed interest rate on its variable-rate borrowings. In order to reduce counterparty concentration risk, the Company diversifies the institutions that serve as swap counterparties. The Company is exposed to credit risk in the event of non-performance by the counterparties of the swaps. The Company minimizes the risk exposure by limiting counterparties to only major banks who meet established credit and capital guidelines. In connection with the issuance of the 2031 Senior Unsecured Public Notes in September 2021 and repayment of outstanding borrowings of variable rate debt indexed to the one-month LIBOR rate (see Note 9), the Company terminated interest rate swap agreements with an aggregate termination value of $ 5.6 million. The Company determined that it was not probable the hedge forecasted transactions would not occur during the original periods, and therefore, the $ 5.6 million of accumulated losses held in Other comprehensive income is being reclassified to interest expense on a straight-line basis over the original lives of the terminated swaps. There were no swap terminations for the years ended December 31, 2023 and 2022. The following is a summary of the Company’s outstanding interest rate swap agreements: (in thousands, except interest rates) December 31, 2023 December 31, 2022 Counterparty Maturity Date Fixed Variable Rate Index (a) Notional Fair Notional Fair Wells Fargo Bank, N.A. October 2024 2.72 % daily compounded SOFR $ 15,000 $ 255 $ 15,000 $ 477 Capital One, National Association December 2024 1.58 % daily compounded SOFR 15,000 445 15,000 815 Bank of Montreal January 2025 1.91 % daily compounded SOFR 25,000 713 25,000 1,239 Truist Financial Corporation April 2025 2.20 % daily compounded SOFR 25,000 734 25,000 1,169 Bank of Montreal July 2025 2.32 % daily compounded SOFR 25,000 768 25,000 1,162 Truist Financial Corporation July 2025 1.99 % daily compounded SOFR 25,000 888 25,000 1,358 Truist Financial Corporation December 2025 2.30 % daily compounded SOFR 25,000 887 25,000 1,279 Bank of Montreal January 2026 1.92 % daily compounded SOFR 25,000 1,071 25,000 1,547 Bank of Montreal January 2026 2.05 % daily compounded SOFR 40,000 1,615 40,000 2,332 Capital One, National Association January 2026 2.08 % daily compounded SOFR 35,000 1,389 35,000 2,007 Truist Financial Corporation January 2026 1.93 % daily compounded SOFR 25,000 1,067 25,000 1,542 Capital One, National Association April 2026 2.68 % daily compounded SOFR 15,000 439 15,000 625 Capital One, National Association July 2026 1.32 % daily compounded SOFR 35,000 2,186 35,000 3,042 Bank of Montreal December 2026 2.33 % daily compounded SOFR 10,000 423 10,000 584 Bank of Montreal December 2026 1.99 % daily compounded SOFR 25,000 1,299 25,000 1,773 Toronto-Dominion Bank March 2027 2.46 % one-month CDOR 15,087 (b) 572 14,764 (b) 765 Wells Fargo Bank, N.A. April 2027 2.72 % daily compounded SOFR 25,000 806 25,000 1,129 Bank of Montreal December 2027 2.37 % daily compounded SOFR 25,000 1,215 25,000 1,628 Capital One, National Association December 2027 2.37 % daily compounded SOFR 25,000 1,197 25,000 1,605 Wells Fargo Bank, N.A. January 2028 2.37 % daily compounded SOFR 75,000 3,632 75,000 4,854 Bank of Montreal May 2029 2.09 % daily compounded SOFR 25,000 1,835 25,000 2,295 Regions Bank May 2029 2.11 % daily compounded SOFR 25,000 1,801 25,000 2,244 Regions Bank June 2029 2.03 % daily compounded SOFR 25,000 1,900 25,000 2,357 U.S. Bank National Association June 2029 2.03 % daily compounded SOFR 25,000 1,908 25,000 2,377 Regions Bank August 2029 2.58 % one-month SOFR 100,000 4,392 100,000 5,782 Toronto-Dominion Bank August 2029 2.58 % one-month SOFR 45,000 2,021 45,000 2,674 U.S. Bank National Association August 2029 2.65 % one-month SOFR 15,000 618 15,000 826 U.S. Bank National Association August 2029 2.58 % one-month SOFR 100,000 4,427 100,000 5,861 U.S. Bank National Association August 2029 1.35 % daily compounded SOFR 25,000 2,828 25,000 3,419 Regions Bank March 2032 2.69 % one-month CDOR 15,087 (b) 677 14,764 (b) 1,092 U.S. Bank National Association March 2032 2.70 % one-month CDOR 15,087 (b) 678 14,764 (b) 1,107 Bank of Montreal March 2034 2.81 % one-month CDOR 30,174 (c) 1,410 29,530 (c) 2,424 $ 975,435 $ 46,096 $ 973,822 $ 63,390 (a) Prior to the cessation of LIBOR on July 1, 2023, the variable rate index for daily compounded SOFR based swaps was one-month LIBOR. (b) The contractual notional amount is $ 20.0 million CAD. (c) The contractual notional amount is $ 40.0 million CAD. At December 31, 2023, the weighted average fixed rate on all outstanding interest rate swaps was 2.28 %. At December 31, 2023, the weighted average interest rate on all outstanding borrowings, inclusive of unsecured credit agreements was 3.73 %. The total amounts recognized, and the location in the accompanying Consolidated Statements of Income and Comprehensive Income, from converting from variable rates to fixed rates under these agreements were as follows: Total Interest Expense Amount of (Loss) Gain Presented in the Recognized in Reclassification from Accumulated Consolidated Statements Accumulated Other Other Comprehensive Income of Income and (in thousands) Comprehensive Amount of Comprehensive For the year ended December 31, Income Location Gain (Loss) Income 2023 $ ( 17,293 ) Interest expense $ 25,679 $ 80,053 2022 90,560 Interest expense ( 4,453 ) 78,652 2021 39,353 Interest expense ( 16,136 ) 64,146 Amounts related to the interest rate swaps expected to be reclassified out of Accumulated other comprehensive income to Interest expense during the next twelve months are estimated to be a gain of $ 23.6 million. |
Non-Controlling Interests
Non-Controlling Interests | 12 Months Ended |
Dec. 31, 2023 | |
Noncontrolling Interest [Abstract] | |
Non-Controlling Interests | 12. Non-Controlling Interests Under the Company’s UPREIT structure, entities and individuals can contribute their properties in exchange for OP Units. There were no UPREIT transactions during the years ended December 31, 2023, 2022, and 2021 . The cumulative amount of UPREIT properties contributed, less assumed debt, amounted to $ 128.7 million as of December 31, 2023 and 2022 . In exchange for the properties contributed and as part of the Company’s internalization, 5,868,654 and 3,059,082 non-controlling OP Units were issued and outstanding, respectively, as of December 31, 2023, representing a 4.5 % interest in the OP at December 31, 2023. In exchange for the properties contributed and as part of the Company’s internalization, 5,939,680 and 4,265,126 non-controlling OP Units were issued and outstanding, respectively, as of December 31, 2022, representing a 5.2 % interest in the OP at December 31, 2022. In exchange for the properties contributed and as part of the Company’s internalization, 6,058,080 and 4,265,126 non-controlling OP Units were issued and outstanding, respectively, as of December 31, 2021, representing a 6.0 % interest in the OP at December 31, 2021. The OP Units are economically equivalent to the Corporation’s common stock and, subject to certain restrictions, are convertible into the Company’s common stock at the option of the respective unit holders on a one-to-one basis. The OP Units are redeemable for cash at the option of the holder, however, the Company may issue shares in lieu of cash. Therefore, the OP Units are considered to be permanent equity. Exchanges of OP Units held by non-controlling interest holders are recorded by reducing non-controlling interest on a historical cost basis with a corresponding increase in common stock and additional paid-in capital. The following table summarizes OP Units exchanged for shares of common stock: For the Year Ended December 31, (in thousands) 2023 2022 2021 OP Units exchanged for shares of common stock 1,277 118 2,935 Value of units exchanged $ 21,235 $ 1,926 $ 46,968 During the year ended December 31, 2021, the Company achieved all four VWAP milestones applicable to the earnout and issued 1,859,257 OP Units (see Note 4). Holders of the OP Units do not have voting rights at the Corporation level. |
Credit Risk Concentrations
Credit Risk Concentrations | 12 Months Ended |
Dec. 31, 2023 | |
Risks and Uncertainties [Abstract] | |
Credit Risk Concentrations | 13. Credit Risk Concentrations The Company maintained bank balances that, at times, exceeded the federally insured limit during the years ended December 31, 2023, 2022, and 2021. The Company has not experienced losses relating to these deposits and management does not believe that the Company is exposed to any significant credit risk with respect to these amounts based on the financial position and capitalization of the banks holding such balances. For the years ended December 31, 2023, 2022, and 2021 , the Company had no individual tenants or common franchises that accounted for more than 10 % of Lease revenues, net, excluding lease termination fees. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Equity | 14. Equity General On September 21, 2020, the Corporation completed its IPO and issued 37,000,000 shares of Class A Common Stock inclusive of the underwriters’ partial exercise of their over-allotment option on October 20, 2020. Aside from the conversion discussed below, the terms of the Class A Common Stock were identical to the terms of the common stock. Each share of Class A Common Stock automatically converted into one share of common stock on March 20, 2021, and effective March 22, 2021, all shares of common stock were listed and freely tradeable on the NYSE under the ticker “BNL.” The common stock and Class A Common Stock are collectively referred to as the Corporation’s “common stock.” On June 28, 2021, the Corporation completed its first public follow-on equity offering and issued 11,500,000 shares of common stock, inclusive of the underwriters’ full exercise of their over-allotment option, at $ 23.00 per share. The net proceeds, after deducting underwriting discounts and commissions of $ 10.6 million and $ 0.4 million of other expenses, were $ 253.5 million. The Company used the net proceeds to repay the Company’s Revolving Credit Facility in full, and used the remaining net proceeds for general business purposes, including acquisitions. During the year ended December 31, 2021, the Company achieved all four VWAP milestones applicable to the earnout. As a result, the Company issued 1,088,977 shares of common stock (see Note 4). At-the-Market Program The Company has an at-the-market common equity offering program (“ATM Program”), through which it may, from time to time, publicly offer and sell shares of common stock having an aggregate gross sales price of up to $ 400.0 million through June 2024. The ATM Program provides for forward sale agreements, enabling the Company to set the price of shares upon pricing the offering, while delaying the issuance of shares and the receipt of the net proceeds. As of December 31, 2023, the Company has $ 145.4 million of available capacity under the ATM Program. The following table presents information about the Company’s ATM Program activity: For the Year Ended December 31, (in thousands, except per share amounts) 2023 2022 Number of common shares issued — 10,471 Weighted average sale price per share $ — $ 21.66 Net proceeds $ — $ 222,893 Gross proceeds — 226,483 In August 2022, the Company completed a public offering to sell an aggregate of 13,000,000 shares of common stock at a price of $ 21.35 per share, subject to certain adjustments, in connection with a forward sale agreement. On December 28, 2022, the Company settled the forward sale agreement and issued 13,000,000 shares of common stock. The net proceeds, after deducting underwriting discounts and commissions of $ 3.4 million and $ 0.6 million of other expenses, were $ 272.6 million. The Company used the net proceeds to pay down the Revolving Credit Facility. Common Stock The shares of the Corporation’s common stock entitle the holders to one vote per share on all matters upon which stockholders are entitled to vote, to receive dividends and other distributions as authorized by the Board of Directors in accordance with the Maryland General Corporation Law, and to all rights of a stockholder pursuant to the Maryland General Corporation Law. The common stock has no preferences or preemptive conversion or exchange rights. Pursuant to the limited liability company agreement between the Corporation and the OP, each outstanding OP Unit is convertible into one share of the Corporation’s common stock, subject to the terms and conditions set forth in the OP’s operating agreement. Preferred Stock The Charter also provides the Board of Directors with the authority to issue one or more classes or series of preferred stock, and prior to the issuance of such shares of preferred stock, the Board of Directors shall have the power from time to time to classify or reclassify, in one or more series, any unissued shares and designate the preferences, rights and privileges of such shares of preferred stock. At December 31, 2023 and 2022 , no shares of the Corporation’s preferred stock were issued and outstanding. Share Repurchase Program On March 14, 2023, the Company’s Board of Directors approved a stock repurchase program (the “Repurchase Program”), which authorized the Company to repurchase up to $ 150.0 million of the Company’s common stock. These purchases can be made in the open market or through private transactions from time to time over the 12-month time period following authorization, depending on prevailing market conditions and applicable legal and regulatory requirements. The timing, manner, price and amount of any repurchases of common stock under the Repurchase Program will be determined at the Company’s discretion, using available cash resources. During the year ended December 31, 2023, no shares of the Company’s common stock were repurchased under the program. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 15. Stock-Based Compensation Restricted Stock Awards The Company awarded 311,583 , 181,244 , and 199,430 shares of RSAs, during the years ended December 31, 2023, 2022, and 2021 , respectively, to officers, employees and non-employee directors under the Equity Incentive Plan. The holder of RSAs is generally entitled at all times on and after the date of issuance of the restricted common shares to exercise the rights of a stockholder of the Company, including the right to vote the shares and the right to receive dividends on the shares. The RSAs vest over a one , three , or four year period from the date of the grant and are subject to the holder’s continued service through the applicable vesting dates and in accordance with the terms of the individual award agreements. The weighted average value of awards granted during the years ended December 31, 2023, 2022, and 2021 were $ 17.50 , $ 21.43 , and $ 18.66 , respectively, which were based on the market price per share of the Company’s common stock on the grant dates. The following table presents information about the Company’s RSAs: For the year ended December 31, (in thousands) 2023 2022 2021 Compensation cost $ 4,437 $ 3,469 $ 3,926 Dividends declared on unvested RSAs 560 419 394 Fair value of shares vested during the period 3,384 3,209 3,296 As of December 31, 2023 , there was $ 5.0 million of unrecognized compensation costs related to the unvested restricted shares, which is expected to be recognized over a weighted average period of 2.4 years. The following table presents information about the Company’s restricted stock activity: For the year ended December 31, 2023 2022 2021 (in thousands, except per share amounts) Number of Shares Weighted Average Grant Date Fair Value per Share Number of Shares Weighted Average Grant Date Fair Value per Share Number of Shares Weighted Average Grant Date Fair Value per Share Unvested at beginning of period 396 $ 20.36 372 $ 19.62 341 $ 20.50 Granted 312 17.50 181 21.43 202 18.70 Vested ( 193 ) 20.33 ( 147 ) 19.80 ( 164 ) 20.15 Forfeited ( 23 ) 18.79 ( 10 ) 20.24 ( 7 ) 19.40 Unvested at end of period 492 18.63 396 20.36 372 19.62 Performance-based Restricted Stock Units During the years ended December 31, 2023, 2022 and 2021, the Company issued target grants of 186,481 , 124,024 , and 132,189 PRSUs under the Equity Incentive Plan to the officers of the Company, respectively. The awards are non-vested restricted stock units where the vesting percentages and the ultimate number of units vesting will be measured 50 % based on the relative total shareholder return (“rTSR”) of the Company’s common stock as compared to the rTSR of peer companies, as identified in the grant agreements, over a three-year period, and 50% based on the rTSR of the Company’s common stock as compared to the rTSR of the MSCI US REIT Index over a three year measurement period. Vesting percentages range from 0 % to 200 %, with a target of 100 %. rTSR means the percentage appreciation in the fair market value of one share over the three year measurement period beginning on the date of grant, assuming the reinvestment of dividen ds on the ex-dividend date. The target number of units is based on achieving a rTSR equal to the 55 th percentile of the peer companies and MSCI US REIT Index. Dividends accrue during the measurement period and will be paid on the PRSUs ultimately earned at the end of the measurement period in either cash or common stock, at the direction of the Compensation Committee of the Board of Directors. The grant date fair value of the PRSUs was measured using a Monte Carlo simulation model based on assumptions including share price volatility. The following table presents compensation cost recognized on the Company’s performance-based restricted stock unit: For the Year Ended December 31, (in thousands) 2023 2022 2021 Compensation cost $ 1,922 $ 1,847 $ 743 As of December 31, 2023 , there was $ 3.8 million of unrecognized compensation costs related to the unvested PRSUs, which is expected to be recognized over a weighted average period of 2.0 years. The following table presents information about the Company’s performance-based restricted stock unit activity: For the Year Ended December 31, 2023 2022 2021 (in thousands, except per share amounts) Number of Shares Weighted Average Number of Shares Weighted Average Number of Shares Weighted Average Unvested at beginning of period 233 $ 26.27 110 $ 24.40 — $ — Granted 186 23.78 124 27.93 132 24.40 Vested — — — — — — Forfeited ( 68 ) 26.48 ( 1 ) 27.93 ( 22 ) 24.40 Unvested at end of period 351 24.90 233 26.27 110 24.40 |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 16. Earnings per Share The following table summarizes the components used in the calculation of basic and diluted earnings per share (“EPS”): For the Year Ended December 31, (in thousands, except per share amounts) 2023 2022 2021 Basic earnings: Net earnings attributable to Broadstone Net Lease, Inc. common $ 155,478 $ 122,115 $ 102,426 Less: earnings allocated to unvested restricted shares ( 560 ) ( 419 ) ( 394 ) Net earnings used to compute basic earnings per common share $ 154,918 $ 121,696 $ 102,032 Diluted earnings: Net earnings used to compute basic earnings per common share $ 154,918 $ 121,696 $ 102,032 Add: net earnings attributable to non-controlling interests 7,834 7,360 7,102 Net earnings used to compute diluted earnings per common share $ 162,752 $ 129,056 $ 109,134 Weighted average number of common shares outstanding 187,101 170,225 153,425 Less: weighted average unvested restricted shares (a) ( 484 ) ( 385 ) ( 368 ) Weighted average number of common shares outstanding used in 186,617 169,840 153,057 Add: effects of restricted stock units (b) 291 96 172 Add: effects of convertible membership units (c) 9,407 10,265 10,741 Weighted average number of common shares outstanding used in 196,315 180,201 163,970 Basic and Diluted earnings per share $ 0.83 $ 0.72 $ 0.67 (a) Represents the weighted average effects of 492,046 , 396,383, and 372,150 unvested restricted shares of common stock as of December 31, 2023, 2022, and 2021 , respectively, which will be excluded from the computation of earnings per share until they vest . (b) R epresents the weighted average effects of shares of common stock to be issued as though the end of the period were the end of the performance period (see Note 15). (c) Represents the weighted average effects of 8,927,736 , 10,204,806 , and 10,323,206 OP Units outstanding at December 31, 2023, 2022, and 2021 , respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 17. Income Taxes For federal income tax purposes, distributions to stockholders are characterized as ordinary dividends, capital gain distributions, or return of capital distributions. Return of capital distributions will reduce stockholders’ basis in their shares, but not below zero. The portion of the distribution that exceeds the adjusted basis of the stock will be treated as gain from the sale or exchange of property. The following table shows the character of the distributions the Company paid on a percentage basis: For the Year Ended December 31, Character of Distributions 2023 2022 2021 Ordinary dividends 70 % 68 % 61 % Capital gain distributions 21 % 2 % 0 % Return of capital distributions 9 % 30 % 39 % 100 % 100 % 100 % |
Supplemental Cash Flow Disclosu
Supplemental Cash Flow Disclosures | 12 Months Ended |
Dec. 31, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Disclosures | 18. Supplemental Cash Flow Disclosures Cash paid for interest was $ 77.1 million, $ 72.0 million, and $ 57.3 million for the years ended December 31, 2023, 2022, and 2021 , respectively. Cash paid for income taxes was $ 0.3 million, $ 0.4 million, and $ 0.6 million for the years ended December 31, 2023, 2022, and 2021, respectively. The following are non-cash transactions and have been excluded from the accompanying Consolidated Statements of Cash Flows: • During the year ended December 31, 2023, the Company converted 1,277,070 OP Units valued at $ 21.2 million to 1,277,070 shares of common stock. During the year ended December 31, 2022, the Company converted 118,400 OP Units valued at $ 1.9 million to 118,400 shares of common stock. During the year ended December 31, 2021, the Company converted 2,934,489 OP Units valued at $ 47.0 million to 2,934,489 shares of common stock. (See Note 12). • At December 31, 2023, 2022, and 2021 , dividend amounts declared and accrued but not yet paid amounted to $ 56.9 million, $ 54.5 million, and $ 45.9 million, respectively. • At December 31, 2023, 2022, and 2021 , the Company adjusted the carrying value of Non-controlling interests to reflect their share of the book value of the OP by $ 0.5 million, $ 6.3 million, and $ 32.2 million, respectively, with the reallocation recorded as an offset to Additional paid-in capital (see Note 2). |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 19. Commitments and Contingencies Litigation From time to time, the Company is a party to various litigation matters incidental to the conduct of the Company’s business. While the resolution of such matters cannot be predicted with certainty, based on currently available information, the Company does not believe that the final outcome of any of these matters will have a material effect on its consolidated financial position, results of operations, or liquidity. Property and Acquisition Related In connection with ownership and operation of real estate, the Company may potentially be liable for cost and damages related to environmental matters. The Company is not aware of any non-compliance, liability, claim, or other environmental condition that would have a material effect on its consolidated financial position, results of operations, or liquidity. As of December 31, 2023, the Company has a commitment to fund a build-to-suit transaction with a remaining obligation of $ 111.0 million expected to fund in multiple draws through October 2024, using a combination of available cash on hand and Revolving Credit Facility borrowings. Rent is contractually scheduled to commence at the earlier of construction completion or October 2024. The Company is a party to two separate tax protection agreements with the contributing members of two distinct UPREIT transactions and a third tax protection agreement entered into in connection with the Company’s internalization. The tax protection agreements require the Company to indemnify the beneficiaries in the event of a sale, exchange, transfer, or other disposal of the contributed property, and in the case of the tax protection agreement entered into in connection with the Company’s internalization, the entire Company, in a taxable transaction that would cause such beneficiaries to recognize a gain that is protected under the agreements, subject to certain exceptions. The Company is required to allocate an amount of nonrecourse liabilities to each beneficiary that is at least equal to the minimum liability amount, as contained in the agreements. The minimum liability amount and the associated allocation of nonrecourse liabilities are calculated in accordance with applicable tax regulations, are completed at the OP level, and do not represent GAAP accounting. Therefore, there is no impact to the Consolidated Financial Statements. Based on values as of December 31, 2023 , taxable sales of the applicable properties would trigger liability under the agreements of approximately $ 20.4 million. Based on information available, the Company does not believe that the events resulting in damages as detailed above have occurred or are likely to occur in the foreseeable future. In the normal course of business, the Company enters into various types of commitments to purchase real estate properties. These commitments are generally subject to the Company’s customary due diligence process and, accordingly, a number of specific conditions must be met before the Company is obligated to purchase the properties. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | 20. Subsequent Events On January 12, 2024, the Company paid distributions totaling $ 56.0 million. On February 16, 2024 , the Board of Directors declared a quarterly distribution of $ 0.285 per share on the Company’s common stock and OP Units for the first quarter of 2024, which will be payable on or before April 15, 2024 to stockholders and unit holders of record as of March 29, 2024 . Subsequent to December 31, 2023, the Company paid down $ 18.5 million, and borrowed $ 32.5 million on the Revolving Credit Facility, the proceeds of which were used for general corporate purposes. |
Schedule III - Real Estate Asse
Schedule III - Real Estate Assets and Accumulated Depreciation | 12 Months Ended |
Dec. 31, 2023 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
Schedule III - Real Estate Assets and Accumulated Depreciation | Broadstone Net Lease, Inc. and Subsidiaries Schedule III – Real Estate Assets an d Accumulated Depreciation As of December 31, 2023 (in thousands) Costs Capitalized Life on Initial Costs to Subsequent Gross Amount at Which Carried at Which Company(a) to Acquisition Close of Period Depreciation Buildings and Buildings and Accumulated Date of Date is Computed Property Type Encumbrance Land Improvements Land Improvements Land Improvements Total(b) Depreciation Construction Acquired (Years) Industrial Manufacturing $ — $ 131,548 $ 647,751 $ — $ 14,020 $ 131,548 $ 661,771 $ 793,319 $ 92,248 1932-2021 2011-2023 15 - 39 Distribution & Warehouse — 89,157 573,064 4,511 19,859 93,668 592,923 686,591 76,225 1929-2021 2012-2022 15 - 39 Food Processing — 49,322 529,669 — 51,842 49,322 581,511 630,833 51,899 1907-2022 2012-2022 15 - 39 Flex and R&D 44,206 53,961 138,299 — 4 53,961 138,303 192,264 24,183 1973-2018 2013-2019 15 - 39 Cold Storage 18,725 10,610 118,474 — 42 10,610 118,516 129,126 20,638 1933-2017 2017-2023 7 - 39 Services — 58,731 74,062 — 3,680 58,731 77,742 136,473 9,504 1960-2022 2013-2023 15 - 39 Untenanted — 1,048 7,545 — 1 1,048 7,546 8,594 1,492 2008 2017 15 - 39 Healthcare Clinical — 32,857 279,802 557 10,566 33,414 290,368 323,782 62,853 1970-2022 2010-2022 7 - 39 Healthcare Services — 17,995 119,986 ( 145 ) 832 17,850 120,818 138,668 14,927 1965-2020 2009-2022 15 - 39 Animal Health Services — 15,943 111,107 — ( 144 ) 15,943 110,963 126,906 17,634 1954-2017 2015-2021 15 - 39 Surgical — 9,942 117,006 290 135 10,232 117,141 127,373 22,823 1984-2011 2014-2021 15 - 39 Life Science — 10,306 78,056 — 1,327 10,306 79,383 89,689 17,246 1965-2016 2011-2018 15 - 39 Restaurant Quick Service Restaurants — 50,424 238,984 197 3,167 50,621 242,151 292,772 55,126 1965-2020 2009-2023 15 - 39 Casual Dining — 75,431 269,079 — 12 75,431 269,091 344,522 46,392 1972-2014 2011-2022 15 - 39 Retail General Merchandise 16,241 80,669 294,923 — 156 80,669 295,079 375,748 28,352 1996-2022 2016-2022 15 - 39 Automotive — 31,813 117,973 — 73 31,813 118,046 149,859 23,047 1909-2021 2014-2022 7 - 39 Home Furnishings — 3,625 90,644 — 981 3,625 91,625 95,250 16,820 1974-2014 2017-2018 15 - 39 Child Care — 1,263 8,804 — — 1,263 8,804 10,067 249 2022 2022-2023 15 - 39 Office Corporate Headquarters — 7,554 70,395 — 2,222 7,554 72,617 80,171 13,356 1975-2008 2012-2022 15 - 39 Strategic Operations — 7,864 92,282 — 9,092 7,864 101,374 109,238 21,162 1984-2012 2016-2018 7 - 39 Call Center — 2,870 30,855 — 10,228 2,870 41,083 43,953 10,166 1979-1998 2014-2019 15 - 39 Untenanted — 188 3,147 — — 188 3,147 3,335 255 2001 2010 15 - 39 Acquisitions in Process (c) — — 163 — — — 163 163 — Property Under Development — 17,300 77,664 — — 17,300 77,664 94,964 — Total (d) $ 79,172 $ 760,421 $ 4,089,734 $ 5,410 $ 128,095 $ 765,831 $ 4,217,829 $ 4,983,660 $ 626,597 (a) The initial cost to the Company represents the original purchase price of the property (see Note 5). (b) The aggregate cost of real estate owned as of December 31, 2023 for U.S. federal income tax purposes was approximately $ 5.1 billion. (c) Acquisition costs in progress represents costs incurred during the year ended December 31, 2023 related to asset acquisitions expected to close during the year ended December 31, 2024. (d) This schedule excludes properties subject to leases that are classified as direct financing leases, sales-type leases, as well as the value of right-of-use assets recorded on certain of the properties where the Company is lessee under a ground lease. For the Year Ended December 31, Change in Total Real Estate Assets 2023 2022 2021 Balance, beginning of period $ 5,008,230 $ 4,205,191 $ 3,704,488 Acquisitions, developments, and improvements 167,089 929,972 613,646 Dispositions ( 154,907 ) ( 118,028 ) ( 109,761 ) Impairment ( 36,752 ) ( 8,905 ) ( 3,182 ) Balance, end of period $ 4,983,660 $ 5,008,230 $ 4,205,191 For the Year Ended December 31, Change in Accumulated Depreciation 2023 2022 2021 Balance, beginning of period $ 533,965 $ 430,141 $ 349,977 Acquisitions and building improvements 122,778 115,892 100,878 Dispositions ( 24,547 ) ( 8,165 ) ( 19,543 ) Impairment ( 5,599 ) ( 3,903 ) ( 1,171 ) Balance, end of period $ 626,597 $ 533,965 $ 430,141 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The Consolidated Financial Statements include the accounts and operations of the Company. All intercompany balances and transactions have been eliminated in consolidation. To the extent the Corporation has a variable interest in entities that are not evaluated under the variable interest entity (“VIE”) model, the Corporation evaluates its interests using the voting interest entity model. The Corporation has complete responsibility for the day-to-day management of, authority to make decisions for, and control of the OP. Based on consolidation guidance, the Corporation has concluded that the OP is a VIE as the members in the OP do not possess kick-out rights or substantive participating rights. Accordingly, the Corporation consolidates its interest in the OP. However, because the Corporation holds the majority voting interest in the OP and certain other conditions are met, it qualifies for the exemption from providing certain disclosure requirements associated with investments in VIEs. The portion of the OP not owned by the Corporation is presented as non-controlling interests as of and during the periods presented. |
Basis of Accounting | Basis of Accounting The Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). |
Use of Estimates | Use of Estimates The preparation of Consolidated Financial Statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates include, but are not limited to, the allocation of purchase price between tangible and intangible assets acquired and liabilities assumed, the fair value of long-lived assets and goodwill utilized in impairment assessments, the depreciable lives of rental property, the amortizable lives of intangible assets and liabilities, the probability of collecting outstanding and future lease payments, the fair value of the earnout liability, and the fair value of the Company’s interest rate swap agreements. Accordingly, actual results may differ from those estimates. |
Investment in Rental Property | Investment in Rental Property Rental property accounted for under operating leases is recorded at cost. Rental property accounted for under direct financing leases and sales-type leases are recorded at its net investment, which generally represents the cost of the property at the inception of the lease. The Company accounts for its acquisitions of real estate as asset acquisitions in accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations , as substantially all of the fair value of the assets acquired are concentrated in a single identifiable asset or group of similar identifiable assets. The Company allocates the purchase price of investments in rental property accounted for as asset acquisitions based on the relative fair value of the assets acquired and liabilities assumed. These generally include tangible assets, consisting of land and land improvements, buildings and other improvements, and equipment, and identifiable intangible assets and liabilities, including the value of in-place leases and acquired above-market and below-market leases. Acquisition costs incurred in connection with investments in real estate accounted for as asset acquisitions are capitalized and included with the allocated purchase price. The results of operations of acquired properties are included in the Consolidated Statements of Income and Comprehensive Income from the respective date of acquisition. Estimated fair value determinations are based on management’s judgment, which considers various factors including real estate market conditions, industry conditions that the tenant operates in, and characteristics of the real estate and/or real estate appraisals. The estimated fair value of the tangible assets of an acquired property is determined by valuing the property as if it were vacant. The as-if-vacant value is then allocated to land and land improvements, buildings, and equipment based on comparable sales and other relevant information with respect to the property as estimated by management. Specifically, the “if vacant” value of buildings and equipment is calculated using an income approach. Assumptions used in the income approach to value the buildings include: capitalization and discount rates, lease-up time, market rents, make ready costs, land value, and land improvement value. The estimated fair value of acquired in-place leases are the costs that the Company would have had to incur to lease the properties to the occupancy level of the properties at the date of acquisition. Such costs include the fair value of leasing commissions and other operating costs that would have been incurred to lease the properties, had they been vacant, to their acquired occupancy level. Acquired in-place leases as of the date of acquisition are amortized over the remaining non-cancellable lease terms of the respective leases to amortization expense. Acquired above-market and below-market lease values are recorded based on the present value (using an interest rate that reflects the risks associated with the lease acquired) of the differences between the contractual amounts to be paid pursuant to the in-place leases and management’s estimate of fair market value lease rates at the time of acquisition. The capitalized above-market and below-market lease values are amortized as adjustments to lease revenue over the remaining term of the respective leases. Should a tenant terminate its lease, the unamortized portion of the in-place lease value is charged to amortization expense and the unamortized portion of above-market or below-market lease value is charged to lease revenue. Management estimates the fair value of assumed mortgages payable based upon indications of then-current market pricing for similar types of debt with similar maturities. Assumed mortgages are initially recorded at their estimated fair value as of the assumption date, and the difference between such estimated fair value and the notes’ outstanding principal balance is amortized to interest expense over the remaining term of the debt. Expenditures for significant betterments and improvements are capitalized. Maintenance and repairs are charged to expense when incurred. Land acquired for development and construction and improvement costs incurred in connection with the development of new properties are capitalized and recorded as Property under development in the accompanying Consolidated Balance Sheets until construction has been completed. Such capitalized costs include all direct and indirect costs related to planning, development, and construction, including interest, real estate taxes, and other miscellaneous costs incurred during the construction period. Once completed, the property under development is placed in service and depreciation commences. For the year ended December 31, 2023, the Company funded $ 96.8 million of costs related to two properties under development, inclusive of $ 1.5 million of capitalized interest. |
Long-lived Asset Impairment | Long-lived Asset Impairment The Company reviews long-lived assets to be held and used for possible impairment when events or changes in circumstances indicate that their carrying amounts may not be recoverable. If, and when, such events or changes in circumstances are present, an impairment exists to the extent the carrying value of the long-lived asset or asset group exceeds the sum of the undiscounted cash flows expected to result from the use of the long-lived asset or asset group and its eventual disposition. Such cash flows include expected future operating income, as adjusted for trends and prospects, as well as the effects of demand, competition, and other factors. An impairment loss is measured as the amount by which the carrying amount of the long-lived asset or asset group exceeds its fair value. Significant judgment is made to determine if and when impairment should be taken. The Company’s assessment of impairment as of December 31, 2023, 2022, and 2021 , was based on the most current information available to the Company. Certain of the Company’s properties may have fair values less than their carrying amounts. However, based on the Company’s plans with respect to each of those properties, the Company believes that their carrying amounts are recoverable and therefore, no impairment charges were recognized other than those described below. If the operating conditions mentioned above deteriorate or if the Company’s expected holding period for assets changes, subsequent tests for impairments could result in additional impairment charges in the future. Inputs used in establishing fair value for impaired real estate assets generally fall within Level 3 of the fair value hierarchy, which are characterized as requiring significant judgment as little or no current market activity may be available for validation. The main indicator used to establish the classification of the inputs is current market conditions, as derived through the use of published commercial real estate market information and information obtained from brokers and other third party sources. The Company determines the valuation of impaired assets using generally 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. Management may consider a single valuation technique or multiple valuation techniques, as appropriate, when estimating the fair value of its real estate. The following table summarizes the Company’s impairment charges, resulting primarily from changes in the Company's long-term hold strategy with respect to the individual properties: For the Year Ended December 31, (in thousands, except number of properties) 2023 2022 2021 Number of properties 4 3 7 Impairment charge $ 31,274 $ 5,535 $ 28,208 During the year ended December 31, 2023, we recognized an impairment charge of $ 26.4 million on a healthcare property with a remaining carrying value of $ 24.4 million, which declined due to changes in our tenant’s ability to perform under the lease agreement, leading to a change in management’s long-term hold strategy and desire to sell in the near term. The fair value measurement was determined using a range of significant unobservable inputs, including a third-party appraisal, broker market information, and recent comparable vacant sales transactions. Decreases in the sale price assumptions based on continued marketing of the property could result in additional impairment in the future. The remaining impairments recognized during the year ended December 31, 2023 were immaterial. Impairments recognized during the year ended December 31, 2022 were immaterial. During the year ended December 31, 2021, the Company executed an early lease termination with an office tenant on two properties in exchange for a fee of $ 35.0 million, and simultaneously sold the underlying properties to an unrelated third party for aggregate gross proceeds of $ 16.0 million. As the sale of the underlying properties was to an unrelated third party, the Company accounted for the lease termination income and sale of properties as separate transactions in accordance with GAAP. As a result, the $ 35.0 million cash receipt was not able to be factored into the properties’ future undiscounted cash flows, resulting in a $ 25.7 million impairment charge in the Consolidated Statements of Income and Comprehensive Income. The Company recognized termination fee income of $ 33.5 million as other income from real estate transactions, a component of Lease revenues, net, in the Consolidated Statements of Income and Comprehensive Income. The net impact of the lease termination and the sale of the underlying properties was a $ 4.0 million increase to net income after considering certain other adjustments. Remaining impairments recognized during the year ended December 31, 2021 were immaterial. |
Investment In Rental Property Held For Sale | Investments in Rental Property Held for Sale The Company classifies investments in rental property as held for sale when all of the following criteria are met: (i) management commits to a plan to sell the property, (ii) the property is available for immediate sale in its present condition, subject only to terms that are usual and customary for sales of investment properties, (iii) an active program to locate a buyer and conduct other actions required to complete the sale has been initiated, (iv) the sale of the property is probable in occurrence and is expected to qualify as a completed sale, (v) the property is actively marketed for sale at a sale price that is reasonable in relation to its fair value, and (vi) actions required to complete the sale indicate that it is unlikely that any significant changes will be made or that the plan to sell will be withdrawn. For properties classified as held for sale, the Company suspends depreciation and amortization of the related assets, including the acquired in-place lease and above- or below-market lease intangibles, as well as straight-line revenue recognition of the associated lease, and records the investment in rental property at the lower of cost or net realizable value. The assets and liabilities associated with the properties classified as held for sale are presented separately in the Consolidated Balance Sheets for the most recent reporting period. At December 31, 2023 and 2022, the Company did not have any properties that met the held for sale criteria. |
Sales of Real Estate | Sales of Real Estate Under ASC 610-20, Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets, the Company’s sales of real estate are generally considered to be sales to non-customers, requiring the Company to identify each distinct non-financial asset promised to the buyer. The Company determines whether the buyer obtains control of the non-financial assets, achieved through the transfer of the risks and rewards of ownership of the non-financial assets. If control is transferred to the buyer, the Company derecognizes the asset. If the Company determines that it did not transfer control of the non-financial assets to the buyer, the Company analyzes the contract for separate performance obligations and allocates a portion of the sales price to each performance obligation. As performance obligations are satisfied, the Company recognizes the respective income in the Consolidated Statements of Income and Comprehensive Income. The Company presents discontinued operations if disposals of properties represent a strategic shift in operations. Those strategic shifts would need to have a major effect on the Company’s operations and financial results in order to meet the definition. For the years ended December 31, 2023, 2022, and 2021 , the Company did not have property dispositions that qualified as discontinued operations. |
Depreciation | Depreciation Depreciation is computed using the straight-line method over the estimated useful lives of the related assets, which are as follows: Land improvements 15 years Buildings and improvements 15 to 39 years Equipment 7 years |
Leasing Fees | Leasing Fees Leasing fees represent costs incurred to lease properties to tenants and are capitalized as they are incremental costs of a lease that would not have been incurred if the lease had not been obtained. Leasing fees are amortized using the straight-line method over the term of the lease to which they relate, which range from 3 to 25 years. |
Cash Equivalents | Cash Equivalents Cash equivalents consist of highly liquid investments with an original maturity at date of acquisition of three months or less, including money market funds. The Company estimates that the fair value of cash equivalents approximates the carrying value due to the relatively short maturity of these instruments. |
Restricted Cash | Restricted Cash Restricted cash generally includes escrow funds the Company maintains pursuant to the terms of certain mortgages, lease agreements, and undistributed proceeds from the sale of properties under Section 1031 of the Internal Revenue Code of 1986, as amended (the “Code”), and is reported within Prepaid expenses and other assets in the Consolidated Balance Sheets. Restricted cash consisted of the following: December 31, (in thousands) 2023 2022 Escrow funds and other $ 1,138 $ 4,812 1031 exchange proceeds — 33,439 $ 1,138 $ 38,251 |
Revenue Recognition | Revenue Recognition The Company accounts for leases in accordance with ASC 842, Leases (“ASC 842”). The Company commences revenue recognition on its leases based on a number of factors, including the initial determination that the contract is or contains a lease. Generally, all of the Company’s property related contracts are or contain leases, and therefore revenue is recognized when the lessee takes possession of or controls the physical use of the leased assets. In most instances this occurs on the lease commencement date. At the time of lease assumption or at the inception of a new lease, including new leases that arise from amendments, the Company assesses the terms and conditions of the lease to determine the proper lease classification. Certain of the Company’s leases require tenants to pay rent based upon a percentage of the property’s net sales (“percentage rent”) or contain rent escalators indexed to future changes in the Consumer Price Index (“CPI”). Lease income associated with such provisions, absent the existence of a floor, are considered variable lease income and are not included in the initial measurement of the lease receivable, or in the calculation of straight-line rent revenue. Such amounts are recognized as income when the amounts are determinable. A lease is classified as an operating lease if none of the following criteria are met: (i) ownership transfers to the lessee at the end of the lease term, (ii) the lessee has a purchase option that is reasonably expected to be exercised, (iii) the lease term is for a major part of the economic life of the leased property, (iv) the present value of the future lease payments and any residual value guaranteed by the lessee that is not already reflected in the lease payments equals or exceeds substantially all of the fair value of the leased property, and (v) the leased property is of such a specialized nature that it is expected to have no future alternative use to the Company at the end of the lease term. If one or more of these criteria are met, the lease will generally be classified as a sales-type lease, unless the lease contains a residual value guarantee from a third party other than the lessee, in which case it would be classified as a direct financing lease under certain circumstances. Prior to the adoption of ASC 842, a lease that was not an operating lease would be accounted for as a direct financing lease. The Company accounts for the right to use land as a separate lease component, unless the accounting effect of doing so would be insignificant. Determination of significance requires management judgment. In determining whether the accounting effect of separately reporting the land component from other components for its real estate leases is significant, the Company assesses: (i) whether separating the land component impacts the classification of any lease component, (ii) the value of the land component in the context of the overall contract, and (iii) whether the right to use the land is coterminous with the rights to use the other assets. Revenue recognition methods for operating leases, direct financing leases, and sales-type leases are described below: Rental property accounted for under operating leases – Revenue is recognized as rents are earned on a straight-line basis over the non-cancelable terms of the related leases. For leases that have fixed and measurable rent escalations and collectability of the lease payments is probable, the difference between such rental income earned and the cash rent due under the provisions of the lease is recorded as Accrued rental income in the Consolidated Balance Sheets. If the Company determines that collectability of the lease payments is not probable, the Company records an adjustment to Lease revenues, net to reduce cumulative income recognized since lease commencement to the amount of cash collected from the lessee (i.e., write off of accrued rental income). Future revenue recognition is limited to amounts paid by the lessee. Rental property accounted for under direct financing leases – The Company utilizes the direct finance method of accounting to record direct financing lease income. The net investment in the direct financing lease represents receivables for the sum of future lease payments to be received and the estimated residual value of the leased property, less unamortized unearned income (which represents the difference between undiscounted cash flows and discounted cash flows). Unearned income is deferred and amortized into income over the lease terms so as to produce a constant periodic rate of return on the Company’s net investment in the leases. Rental property accounted for under sales-type leases – For leases accounted for as sales-type leases, the Company records selling profit arising from the lease at inception, along with the net investment in the lease. The Company leases assets through the assumption of existing leases or through sale-leaseback transactions, and records such assets at their fair value at the time of acquisition, which in most cases coincides with lease inception. As a result, the Company does not generally recognize selling profit on sales-type leases. The net investment in the sales-type lease represents receivables for the sum of future lease payments and the estimated unguaranteed residual value of the leased property, each measured at net present value. Interest income is recorded over the lease terms so as to produce a constant periodic rate of return on the Company’s net investment in the leases. Certain of the Company’s lease contracts contain nonlease components ( e.g. , charges for management fees, common area maintenance, and reimbursement of third-party maintenance expenses) in addition to lease components (e .g. , monthly rental charges). Services related to nonlease components are provided over the same period of time as, and billed in the same manner as, monthly rental charges. The Company elected to apply the practical expedient available under ASC 842, for all classes of assets, not to separate the lease components from the nonlease components when accounting for operating leases. Since the lease component is the predominant component under each of these leases, combined revenues from both the lease and nonlease components are reported as Lease revenues, net in the accompanying Consolidated Statements of Income and Comprehensive Income. In accordance with ASC 842, provisions for uncollectible rent are recorded as an offset to Lease revenues, net in the accompanying Consolidated Statements of Income and Comprehensive Income. |
Lease Termination Fee Income | Lease Termination Fee Income The Company recognizes lease termination fee income as other income from real estate transactions, a component of Lease revenues, net, when all conditions of the termination agreement have been met, and collection of the lease termination fee is probable. If the tenant immediately vacates the property upon satisfying the conditions of the termination agreement, the Company recognizes the lease termination fee income net of the write off of accrued rental income associated with the lease immediately. If the tenant continues to occupy the property, the Company treats the termination as a lease modification, and recognizes the lease termination fee income on a straight-line basis over the new lease term. Lease termination fee income is recorded as other income from real estate transactions, a component of Lease revenues, net, in the Consolidated Statements of Income and Comprehensive Income. |
Goodwill | Goodwill Goodwill represents the excess of the amount paid over the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed in a business combination and is assigned to one or more reporting units. The Company evaluates goodwill for impairment when an event occurs or circumstances change that indicate the carrying value may not be recoverable, or at least annually. The Company’s annual testing date is November 30. The goodwill impairment evaluation is completed using either a qualitative or quantitative approach. Under a qualitative approach, the impairment review for goodwill consists of an assessment of whether it is more-likely-than-not that the reporting unit’s fair value is less than its carrying value, including goodwill. If a qualitative approach indicates it is more likely-than-not that the estimated carrying value of a reporting unit (including goodwill) exceeds its fair value, or if we choose to bypass the qualitative approach, we perform the quantitative approach described below. When the Company performs a quantitative test of goodwill for impairment, it compares the carrying value of its reporting unit with its fair value. If the fair value of the reporting unit exceeds its carrying amount, the Company does not consider goodwill to be impaired and no further analysis would be required. If the fair value is determined to be less than its carrying value, the amount of goodwill impairment equals the amount by which the reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The Company determined that it has one reporting unit, consistent with its segment reporting analysis, which includes the acquisition, leasing, and ownership of net leased properties (i.e., the consolidated entity). When necessary to perform the quantitative test for goodwill impairment, the Company’s estimate of fair value is determined using a market approach, leveraging assumptions such as the fair value of our equity inclusive of our consideration of a control premium, if necessary, which includes an analysis of similar market transactions and other quantitative and qualitative factors. While the Company believes the assumptions used to estimate the fair value of its reporting unit are reasonable, changes in these assumptions may have a material impact on the Company’s financial results. Based on the results of its annual goodwill impairment test on November 30, 2023 and 2022, the Company concluded that goodwill was not impaired, and that the fair value of its reporting unit was substantially in excess of carrying value. |
Rent Received in Advance | Rent Received in Advance Rent received in advance represents tenant rent payments received prior to the contractual due date, and is included in Accounts payable and other liabilities in the Consolidated Balance Sheets. Rent received in advance consisted of the following: December 31, (in thousands) 2023 2022 Rent received in advance $ 14,776 $ 18,783 |
Debt Issuance Costs | Debt Issuance Costs In accordance with ASC 835, Interest, debt issuance costs related to mortgages, unsecured term loans and senior unsecured notes are reported as a direct deduction from the carrying amount of the related liability, consistent with debt discounts, in the Consolidated Balance Sheets. Debt issuance costs associated with the unsecured revolving credit facility are reported as an asset in the Consolidated Balance Sheets. Debt issuance costs incurred in connection with the Company’s unsecured revolving credit facility, mortgages, unsecured term loans and senior unsecured notes have been deferred and are being amortized over the term of the respective loan commitment using the straight-line method, which approximates the effective interest method. |
Offering Costs | Offering Costs In connection with equity offerings, the Company incurs and capitalizes certain direct, incremental legal, professional, accounting and other third-party costs. Such costs are offset against the gross proceeds of each equity offering, and recorded as a component of Additional paid-in capital in the Consolidated Balance Sheets upon the consummation of the offering. See Note 14 for further discussion of net proceeds associated with equity offerings. |
Forward Sale Agreements | Forward Sale Agreements The Company occasionally sells shares of common stock through forward sale agreements to enable the Company to set the price of such shares upon pricing the offering (subject to certain adjustments) while delaying the issuance of such shares and the receipt of the net proceeds by the Company. To account for the forward sale agreements, the Company considers the accounting guidance governing financial instruments and derivatives. To date, the Company has concluded that its forward sale agreements are not liabilities as they do not embody obligations to repurchase its shares nor do they embody obligations to issue a variable number of shares for which the monetary value is predominantly fixed, varying with something other than the fair value of the shares, or varying inversely in relation to its shares. The Company then evaluates whether the agreements meet the derivatives and hedging guidance scope exception to be accounted for as equity instruments. The Company has concluded that the agreements are classifiable as equity contracts based on the following assessments: (i) none of the agreements’ exercise contingencies are based on observable markets or indices besides those related to the market for the Company’s own stock price and operations; and (ii) none of the settlement provisions preclude the agreements from being indexed to its own stock. The Company also considers the potential dilution resulting from the forward sale agreements on the earnings per share calculations. The Company uses the treasury stock method to determine the dilution resulting from the forward sale agreements during the period of time prior to settlement. |
Earnout Liability | Earnout Liability The Company’s earnout liability was payable in four tranches, in a combination of cash, common shares, and OP Units, in the same proportion as the initial consideration paid in the Company’s internalization (see Note 4). During the year ended December 31, 2021, the portion of the earnout to be paid in cash was classified as a liability in the Consolidated Balance Sheets. The fair value of the earnout liability was remeasured each reporting period, with changes recorded as Change in fair value of earnout liability in the Consolidated Statements of Income and Comprehensive Income. The Company achieved all four milestones applicable to the earnout thereby triggering the payout of all earnout tranches during the year ended December 31, 2021, and therefore no remaining earnout liability existed on, or after, December 31, 2021. |
Non-controlling Interests | Non-controlling Interests Non-controlling interests represents the membership interests held in the OP of 4.5 %, 5.2 %, and 6.0 % at December 31, 2023, 2022, and 2021, respectively, by third parties which are accounted for as a separate component of equity. The Company adjusts the carrying value of non-controlling interests to reflect their share of the book value of the OP. Such adjustments are recorded to Additional paid-in capital as a reallocation of Non-controlling interests in the Consolidated Statements of Equity. |
Derivative Instruments | Derivative Instruments The Company uses interest rate swap agreements to manage risks related to interest rate movements. The interest rate swap agreements, designated and qualifying as cash flow hedges, are reported at fair value. ASC 815, Derivatives and Hedging (“ASC 815”) , requires a company to present the earnings effect of the hedging instrument in the same income statement line item in which the earnings effect of the hedged item is reported. In accordance with ASC 815, the gain or loss on the qualifying hedges is initially included as a component of other comprehensive income or loss and is subsequently reclassified into earnings when interest payments (the forecasted transactions) on the related debt are incurred and as the swap net settlements occur. When an existing cash flow hedge is terminated, the Company determines the accounting treatment for the accumulated gain or loss recognized in Accumulated other comprehensive income based on the probability of the hedged forecasted transaction occurring within the period the cash flow hedge was anticipated to affect earnings. If the Company determines that the hedged forecasted transaction is probable of occurring during the original period, the accumulated gain or loss is reclassified into earnings over the remaining life of the cash flow hedge using a straight-line method. If the Company determines that the hedged forecasted transaction is not probable of occurring during the original period, the entire amount of accumulated gain or loss is reclassified into earnings at such time. The Company documents its risk management strategy and hedge effectiveness at the inception of, and during the term of, each hedge. The Company’s interest rate risk management strategy is intended to stabilize cash flow requirements by maintaining interest rate swap agreements to convert certain variable-rate debt to a fixed rate. |
Property Loss and Insurance Recoveries | Property Loss and Insurance Recoveries Property losses, whether full or partial, are accounted for using a combination of impairment, insurance, and revenue recognition guidance prescribed by GAAP. Upon incurring a loss event, the Company evaluates for asset impairment under ASC 350, Intangibles – Goodwill and Other, and ASC 360, Property, Plant, and Equipment. Under the terms of the Company’s lease agreements with tenants, a majority of which are net leases (whereby the tenants are responsible for insurance, taxes, and maintenance, among other property costs), the tenants are responsible for repairs and maintenance to the properties. The terms of the leases generally also require the tenants to continue making their monthly rental payments despite the property loss. To the extent that the assets are recoverable, determined utilizing undiscounted cash flows expected to result from the use of the asset or asset group and its eventual disposition, the Company accounts for a full or partial property loss as an acceleration of depreciation and evaluates whether all or a portion of the property loss can be offset by the recognition of insurance recoveries. Under the terms of the lease agreements with tenants, in the case of full or partial loss to a property, the tenant has an obligation to restore/rebuild the premises as nearly as possible to its value, condition and character immediately prior to such event. To mitigate the risk of loss, the Company requires tenants to maintain general liability insurance policies on the replacement value of the properties. Based on these considerations, the Company follows the guidance in ASC 610-30, Other Income – Gains and Losses on Involuntary Conversions (“ASC 610-30”) , for the conversion of nonmonetary assets ( i.e. , the properties) to monetary assets ( i.e. , insurance recoveries or tenant recoveries). Under ASC 610-30, once probable of receipt, the Company recognizes an insurance/tenant recovery receivable in Tenant and other receivables, net, in the Consolidated Balance Sheets, with a corresponding offset to the accelerated depreciation recognized in the Consolidated Statements of Income and Comprehensive Income. If the insurance/tenant recovery is less than the amount of accelerated depreciation recognized, the Company will recognize a net loss in the Consolidated Statements of Income and Comprehensive Income. If the insurance/tenant recovery is greater than the amount of accelerated depreciation recognized, the Company will only recognize a recovery up to the amount of the accelerated depreciation, and will account for the excess as a gain contingency in accordance with ASC 450-30, Gain Contingencies. Gain contingencies are recognized when earned and realized, which typically will occur at the time of final settlement or when non-refundable cash advances are received. |
Segment Reporting | Segment Reporting The Company currently operates in a single reportable segment, which includes the acquisition, leasing, and ownership of net leased properties. The Company’s chief operating decision maker assesses, measures, and reviews the operating and financial results at the consolidated level for the entire portfolio, and therefore, each property or property type is not considered an individual operating segment. The Company does not evaluate the results of operations based on geography, size, or property type. |
Fair Value Measurements | Fair Value Measurements ASC 820, Fair Value Measurement (“ASC 820”) , defines fair value as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: Level 1 – Quoted prices that are available in active markets for identical assets or liabilities. The types of financial instruments included in Level 1 are marketable, available-for-sale equity securities that are traded in an active exchange market. Level 2 – Pricing inputs other than quoted prices in active markets, 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. Instruments included in this category are derivative contracts whose value is determined using a pricing model with inputs (such as yield curves and credit spreads) that are observable in the market or can be derived principally from or corroborated by observable market data. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 includes assets and liabilities whose values are determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. The Company has estimated that the carrying amount reported in the Consolidated Balance Sheets for Cash and cash equivalents, Prepaid expenses and other assets, Tenant and other receivables, net, Accrued interest payable, Accounts payable and other liabilities, and Dividends payable approximates their fair values due to their short-term nature. Recurring Fair Value Measurements Interest Rate Swap Assets and Liabilities – The Company measures and records its interest rate swap instruments (see Note 11) and earnout liability at fair value, and discloses the fair value of its long-term debt, on a recurring basis. Interest rate swaps are derivative instruments that have no quoted readily available Level 1 inputs, and therefore are measured at fair value using inputs that are directly observable in active markets and are classified within Level 2 of the valuation hierarchy, using an income approach. Specifically, the fair value of the interest rate swaps is determined using a discounted cash flow analysis on the expected future cash flows of each instrument. This analysis utilizes observable market data including yield curves and implied volatilities to determine the market’s expectation of the future cash flows of the variable component. The fixed and variable components of the interest rate swaps are then discounted using calculated discount factors developed based on the overnight indexed swap (“OIS”) curve and are aggregated to arrive at a single valuation for the period. The Company also incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. Although the Company has determined that the majority of the inputs used to value its interest rate swaps fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its interest rate swaps utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. At December 31, 2023 and 2022, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation. As a result, the Company has determined that its interest rate swap valuations in their entirety are appropriately classified within Level 2 of the fair value hierarchy. Earnout Liability – In connection with the Company’s internalization, the Company recognized an earnout liability that was due and payable to the former owners of the Company’s former asset manager if certain milestones were achieved during specified periods of time following the closing (the “Earnout Periods”). Under the terms of the agreement, the milestones related to either (a) the 40-day dollar volume-weighted average price of a share of the Company’s common stock (“VWAP per REIT Share”), following the completion of an IPO of the Company’s common stock, or (b) the Company’s AFFO per share, prior to the completion of an IPO. The Company utilized third-party valuation experts to assist in estimating the fair value of the earnout liability, and developed estimates by considering weighted-average probabilities of likely outcomes, and using a Monte Carlo simulation and discounted cash flow analysis. The change in fair value of the earnout liability recognized during the year ended December 31, 2021 related to the Company achieving all four VWAP milestones thereby triggering the payout of all earnout tranches during the year ended December 31, 2021. The following table presents a reconciliation of the change in the earnout liability: (in thousands) For the Year Ended December 31, 2021 Beginning balance $ 7,509 Change in fair value subsequent to internalization 5,539 Payout of tranches earned ( 13,048 ) Ending balance $ — The balances of financial instruments measured at fair value on a recurring basis are as follows (see Note 11): December 31, 2023 (in thousands) Total Level 1 Level 2 Level 3 Interest rate swap, assets $ 46,096 $ — $ 46,096 $ — December 31, 2022 Total Level 1 Level 2 Level 3 Interest rate swap, assets $ 63,390 $ — $ 63,390 $ — Long-term Debt – The fair value of the Company’s debt was estimated using Level 1, Level 2, and Level 3 inputs based on recent secondary market trades of the Company’s 2031 Senior Unsecured Public Notes (see Note 9), recent comparable financing transactions, recent market risk premiums for loans of comparable quality, applicable London Interbank Offered Rate (“LIBOR”), Secured Overnight Financing Rate (“SOFR”), Canadian Dollar Offered Rate (“CDOR”), U.S. Treasury obligation interest rates, and discounted estimated future cash payments to be made on such debt. The discount rates estimated reflect the Company’s judgment as to the approximate current lending rates for loans or groups of loans with similar maturities and assumes that the debt is outstanding through maturity. Market information, as available, or present value techniques were utilized to estimate the amounts required to be disclosed. Since such amounts are estimates that are based on limited available market information for similar transactions and do not acknowledge transfer or other repayment restrictions that may exist on specific loans, it is unlikely that the estimated fair value of any such debt could be realized by immediate settlement of the obligation. The following table summarizes the carrying amount reported in the Consolidated Balance Sheets and the Company’s estimate of the fair value of the unsecured revolving credit facility, mortgages, unsecured term loans, and senior unsecured notes which reflects the fair value of interest rate swaps: December 31, (in thousands) 2023 2022 Carrying amount $ 1,919,607 $ 2,034,076 Fair value 1,761,177 1,841,381 Non-recurring Fair Value Measurements The Company’s non-recurring fair value measurements at December 31, 2023 and 2022 , consisted of the fair value of impaired real estate assets that were determined using Level 3 inputs. |
Income Taxes | Income Taxes The Company has made an election to be taxed as a REIT under Sections 856 through 860 of the Code, commencing with its taxable year ended December 31, 2008. The Company believes it is organized and operates in such a manner as to qualify for treatment as a REIT, and intends to operate in the foreseeable future in such a manner so that it will remain qualified as a REIT for U.S. federal income tax purposes. Accordingly, the Company is not subject to U.S. federal corporate income tax to the extent its dividends paid deduction exceeds its taxable income, as defined in the Code. Accordingly, no provision has been made for U.S. federal income taxes in the accompanying Consolidated Financial Statements. The Company has a wholly-owned subsidiary that elected to be treated as a taxable REIT subsidiary (“TRS”) and is subject to U.S. federal, state and local income taxes at regular corporate tax rates when due. The Company is subject to state and local income or franchise taxes and foreign taxes in certain jurisdictions in which some of its properties are located and records these within Income taxes in the accompanying Consolidated Statements of Income and Comprehensive Income when due. The Company is required to file income tax returns with federal, state, and Canadian taxing authorities. At December 31, 2023, the Company’s U.S. federal and state income tax returns remain subject to examination by the respective taxing authorities for the 2020 through 2022 tax years. The Company recognizes and measures uncertain tax positions using a two-step approach. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more-likely-than-not that the position will be sustained upon examination, including resolution of related appeals or litigation processes, if any. In making this assessment, the Company must assume that the taxing authority will examine the income tax position and have full knowledge of all relevant information. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating tax positions and tax benefits, which may require periodic adjustments and which may or may not accurately forecast actual outcomes. The Company has determined that it has no uncertain tax positions as of December 31, 2023 and 2022. Interest and penalties related to income taxes are charged to tax expense during the year in which they are incurred. |
Taxes Collected From Tenants and Remitted to Governmental Authorities | Taxes Collected From Tenants and Remitted to Governmental Authorities A majority of the Company’s properties are leased on a net basis, which provides that the tenants are responsible for the payment of property operating expenses, including, but not limited to, property taxes, maintenance, insurance, repairs, and capital costs, during the lease term. The Company records such expenses on a net basis. In other situations, the Company may collect property taxes from its tenants and remit those taxes to governmental authorities. Taxes collected from tenants and remitted to governmental authorities are presented on a gross basis, where amounts billed to tenants are included in Lease revenues, net and the corresponding expense is included in Property and operating expense in the accompanying Consolidated Statements of Income and Comprehensive Income. |
Right-of-Use Assets and Lease Liabilities | Right-of-Use Assets and Lease Liabilities The Company is a lessee under non-cancelable operating leases associated with its corporate headquarters and other office spaces as well as with leases of land (“ground leases”). The Company records right-of-use assets and lease liabilities associated with these leases. The lease liability is equal to the net present value of the future payments to be made under the lease, discounted using estimates based on observable market factors. The right-of-use asset is generally equal to the lease liability plus initial direct costs associated with the leases. The Company includes in the recognition of the right-of-use asset and lease liability those renewal periods that are reasonably certain to be exercised, based on the facts and circumstances that exist at lease inception. Amounts associated with percentage rent provisions are considered variable lease costs and are not included in the initial measurement of the right-of-use asset or lease liability. The Company has made an accounting policy election, applicable to all asset types, not to separate lease from nonlease components when allocating contract consideration related to operating leases. Right-of-use assets and lease liabilities associated with operating leases were included in the accompanying Consolidated Balance Sheets as follows: December 31, (in thousands) Financial Statement Presentation 2023 2022 Right -of-use assets Prepaid expenses and other assets $ 8,476 $ 3,200 Lease liabilities Accounts payable and other liabilities 8,256 2,772 The Company’s right-of-use assets and lease liabilities primarily consist of a ten year lease for the Company’s corporate office space that was executed in October 2022 and commenced on October 1, 2023. The lease contains two five-year extension options, exercisable at the Company’s discretion, that are not reasonably certain to be exercised, and are therefore excluded from our calculation of the lease liability. |
Rental Expense | Rental Expense Rental expense associated with operating leases is recorded on a straight-line basis over the term of each lease, for leases that have fixed and measurable rent escalations. The difference between rental expense incurred on a straight-line basis and the cash rental payments due under the provisions of the lease is recorded as part of the right-of-use asset in the accompanying December 31, 2023 and 2022 Consolidated Balance Sheets. Amounts associated with percentage rent provisions based on the achievement of sales targets are recognized as variable rental expense when achievement of the sales targets are considered probable. Rental expense, which primarily consists of office space, is included in both General and administrative and Property and operating expense line items in the accompanying Consolidated Statements of Income and Comprehensive Income as follows: For the Year Ended December 31, (in thousands) 2023 2022 2021 Rental expense $ 1,189 $ 964 $ 834 |
Stock-Based Compensation | Stock-Based Compensation The Company has issued restricted stock awards (“RSAs”) and performance-based restricted stock units (“PRSUs”) under its 2020 Omnibus Equity and Incentive Plan (the “Equity Incentive Plan”). The Company accounts for stock-based incentives in accordance with ASC 718, Compensation – Stock Compensation , which requires that such compensation be recognized in the financial statements based on the award’s estimated grant date fair value. The value of such awards is recognized as compensation expense in General and administrative expenses in the Consolidated Statements of Income and Comprehensive Income over the appropriate vesting period on a straight-line basis or at the cumulative amount vested at each balance sheet date, if greater. The Company records forfeitures during the period in which they occur by reversing all previously recorded stock compensation expense associated with the forfeited shares. Dividends declared on RSAs issued under the Equity Incentive Plan are recorded as Cumulative distributions in excess of retained earnings in the Consolidated Balance Sheets. Accumulated dividends related to forfeited RSAs are reversed through compensation expense in the period the forfeiture occurs. Dividends accrued on the PRSUs are recorded as Cumulative distributions in excess of retained earnings in the Consolidated Balance Sheets. Accumulated dividends accrued related to forfeited PRSUs are reversed in the period the forfeiture occurs. |
Earnings per Share | Earnings per Share Earnings per common share has been computed pursuant to the guidance in ASC 260, Earnings Per Share, which requires the classification of the Company’s unvested shares of restricted common stock, which contain rights to receive non-forfeitable dividends, as participating securities requiring the two-class method of computing earnings per share. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock and participating securities according to dividends declared (or accumulated) and participation rights in undistributed earnings. In accordance with the two-class method, the Company’s calculation of earnings per share excludes the income attributable to the unvested shares of restricted common stock from the numerator of the calculation and the weighted average number of such unvested shares from the denominator. Diluted earnings per share is computed by dividing net income by the weighted average shares of common stock and potentially dilutive securities in accordance with the treasury stock method and/or if converted method. See Note 16 . |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In October 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative . ASU 2023-06 codifies disclosure requirements related to various ASUs related to the Securities and Exchange Commission’s (“SEC”) Disclosure Update and Simplification Initiative, which was implemented by the Company in 2018 when it became effective. There are no new or additional requirements applicable to the Company as part of ASU 2023-06, and consequently this has no impact to the Company’s financial statements or disclosures. Other Recently Issued Accounting Standards In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . The ASU requires additional disclosures regarding segment expenses and other items on an interim and annual basis. The amendments in ASU 2023-07 are effective for the Company beginning January 1, 2024. While this update will result in enhanced disclosures, the Company does not expect it will have a material impact on the Company’s financial statements. |
Reclassifications | Reclassifications The Company reclassified Debt issuance costs - unsecured revolving credit facility, net of $ 6.0 million and Leasing fees, net of $ 8.5 million to Prepaid expenses and other assets in the Consolidated Balance Sheets at December 31, 2022 to conform with the current period presentation. Additionally, the Company reclassified $ 0.3 and $ 0.4 million of Cost of debt extinguishment to Other (expenses) income in the Consolidated Statements of Income and Comprehensive Income and to Other non-cash items in the Consolidated Statements of Cash Flows for the years ended December 31, 2022, and 2021, respectively. |
Business Description (Tables)
Business Description (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Outstanding Equity and Economic Ownership Interest | The following table summarizes the outstanding equity and economic ownership interest of the Company: December 31, 2023 December 31, 2022 December 31, 2021 (in thousands) Shares of OP Total Diluted Shares Shares of OP Total Diluted Shares Shares of OP Total Diluted Shares Ownership interest 187,614 8,928 196,542 186,114 10,205 196,319 162,383 10,323 172,706 Percent Ownership of OP 95.5 % 4.5 % 100.0 % 94.8 % 5.2 % 100.0 % 94.0 % 6.0 % 100.0 % |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Impairment Charges | The following table summarizes the Company’s impairment charges, resulting primarily from changes in the Company's long-term hold strategy with respect to the individual properties: For the Year Ended December 31, (in thousands, except number of properties) 2023 2022 2021 Number of properties 4 3 7 Impairment charge $ 31,274 $ 5,535 $ 28,208 |
Summary of Estimated Useful Life of Asset | Depreciation is computed using the straight-line method over the estimated useful lives of the related assets, which are as follows: Land improvements 15 years Buildings and improvements 15 to 39 years Equipment 7 years |
Summary of Restricted Cash | Restricted cash consisted of the following: December 31, (in thousands) 2023 2022 Escrow funds and other $ 1,138 $ 4,812 1031 exchange proceeds — 33,439 $ 1,138 $ 38,251 |
Summary of Rents Received in Advance | Rent received in advance represents tenant rent payments received prior to the contractual due date, and is included in Accounts payable and other liabilities in the Consolidated Balance Sheets. Rent received in advance consisted of the following: December 31, (in thousands) 2023 2022 Rent received in advance $ 14,776 $ 18,783 |
Summary of Reconciliation of Change in Earnout Liability | The following table presents a reconciliation of the change in the earnout liability: (in thousands) For the Year Ended December 31, 2021 Beginning balance $ 7,509 Change in fair value subsequent to internalization 5,539 Payout of tranches earned ( 13,048 ) Ending balance $ — |
Balances of Financial Instruments Measured at Fair Value on Recurring Basis | The balances of financial instruments measured at fair value on a recurring basis are as follows (see Note 11): December 31, 2023 (in thousands) Total Level 1 Level 2 Level 3 Interest rate swap, assets $ 46,096 $ — $ 46,096 $ — December 31, 2022 Total Level 1 Level 2 Level 3 Interest rate swap, assets $ 63,390 $ — $ 63,390 $ — |
Summary of Carrying Amount Reported on Consolidated Balance Sheets | The following table summarizes the carrying amount reported in the Consolidated Balance Sheets and the Company’s estimate of the fair value of the unsecured revolving credit facility, mortgages, unsecured term loans, and senior unsecured notes which reflects the fair value of interest rate swaps: December 31, (in thousands) 2023 2022 Carrying amount $ 1,919,607 $ 2,034,076 Fair value 1,761,177 1,841,381 |
Summary of Right-of-Use Assets And Lease Liabilities Associated With Operating Leases Included In Consolidated Balance Sheets | Right-of-use assets and lease liabilities associated with operating leases were included in the accompanying Consolidated Balance Sheets as follows: December 31, (in thousands) Financial Statement Presentation 2023 2022 Right -of-use assets Prepaid expenses and other assets $ 8,476 $ 3,200 Lease liabilities Accounts payable and other liabilities 8,256 2,772 |
Schedule of Rental Expense | Rental expense, which primarily consists of office space, is included in both General and administrative and Property and operating expense line items in the accompanying Consolidated Statements of Income and Comprehensive Income as follows: For the Year Ended December 31, (in thousands) 2023 2022 2021 Rental expense $ 1,189 $ 964 $ 834 |
Internalization (Tables)
Internalization (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Internalization [Abstract] | |
Summary of Earnout Tranches, Applicable VWAP of REIT Share and Applicable Earnout Periods | As of December 31, 2021, the Company achieved all four VWAP milestones, thereby triggering the payout of all earnout tranches. Below is a summary of the shares of common stock and OP Units issued, and cash paid for each earnout tranche: (in thousands, except per share amounts) Shares of 40-Day Common Stock OP Units VWAP of a Tranche Issued Issued Cash Paid REIT Share Achievement Date 1 145 248 $ 1,926 (a) $ 22.50 June 16, 2021 2 218 371 2,888 (a) 23.75 July 14, 2021 3 363 620 4,117 24.375 September 21, 2021 4 363 620 4,117 25.00 September 21, 2021 (a) Cash payments include amounts earned for dividends. |
Acquisitions of Rental Proper_2
Acquisitions of Rental Property (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combinations [Abstract] | |
Acquisitions of Rental Property Closed | The Company closed on the following acquisitions during the year ended December 31, 2023: (in thousands, except number of properties) Number of Real Estate Date Property Type Properties Acquisition Price March 14, 2023 Retail 1 $ 5,221 May 16, 2023 Industrial 2 10,432 May 22, 2023 Industrial 1 17,300 (a) May 25, 2023 Industrial 1 9,952 July 11, 2023 Restaurant 1 460 (b) November 14, 2023 Restaurant 1 1,963 (c) 7 $ 45,328 (d) (a) Acquisition of land to be developed in connection with a $ 204.8 million build-to-suit transaction expected to fund in multiple draws through October 2024 (see Note 2). (b) Acquisition of land developed in connection with a $ 1.7 million build-to-suit transaction completed in October 2023 (see Note 2). (c) Acquisition price includes consideration payable of $ 0.3 million. (d) Acquisition price excludes capitalized acquisition costs of $ 3.1 million. The Company closed on the following acquisitions during the year ended December 31, 2022: (in thousands, except number of properties) Number of Real Estate Date Property Type Properties Acquisition Price January 7, 2022 Retail 2 $ 2,573 February 10, 2022 Industrial 1 21,733 February 15, 2022 Retail 1 1,341 February 28, 2022 Industrial 1 5,678 March 4, 2022 Retail 6 79,061 March 31, 2022 Restaurant 16 99,587 April 12, 2022 Retail 1 1,680 April 12, 2022 Industrial 1 7,522 April 13, 2022 Industrial 1 16,250 April 19, 2022 Retail 1 1,780 May 16, 2022 Retail 1 2,264 June 7, 2022 Retail 1 11,510 June 13, 2022 Retail 1 1,638 June 15, 2022 Retail 1 1,884 June 21, 2022 Industrial 5 78,500 June 29, 2022 Healthcare 1 12,467 June 30, 2022 Industrial 1 29,500 July 1, 2022 Retail 2 3,052 July 7, 2022 Retail 1 2,171 July 8, 2022 Industrial 11 75,000 August 25, 2022 Healthcare 1 9,219 August 26, 2022 Industrial 4 44,000 September 6, 2022 Retail 1 1,411 September 28, 2022 Industrial 4 56,250 September 29, 2022 Restaurant 3 12,823 October 12, 2022 Industrial / Office 7 235,000 October 12, 2022 Retail 1 1,743 October 17, 2022 Retail 2 6,000 October 19, 2022 Retail 1 1,743 November 2, 2022 Industrial 4 38,650 November 4, 2022 Retail 1 5,645 November 10, 2022 Industrial 1 10,758 86 $ 878,433 (e) (e) Acquisition price excludes capitalized acquisition costs of $ 6.4 million . |
Summary of Allocation of Purchase Price | The following table summarizes the purchase price allocation for completed real estate acquisitions: For the Year Ended December 31, (in thousands) 2023 2022 2021 Land $ 2,975 $ 126,865 $ 114,296 Land improvements 2,817 47,513 29,298 Buildings and improvements 19,913 649,195 469,113 Property under development 20,315 — — Acquired in-place leases (f) 2,561 69,609 51,956 Acquired above-market leases (g) — — 211 Acquired below-market leases (h) ( 166 ) ( 279 ) — Right-of-use asset — — 663 Lease liability — — ( 481 ) Non-real estate liabilities assumed — ( 8,051 ) — $ 48,415 $ 884,852 $ 665,056 (f) The weighted average amortization period for acquired in-place leases is 16 years, 20 years, and 16 years for acquisitions completed during the years ended December 31, 2023, 2022, and 2021 , respectively. (g) The weighted average amortization period for acquired above-market leases is 10 years for acquisitions completed during the year ended December 31, 2021. There were no above-market leases acquired during the years ended December 31, 2023 and 2022. (h) The weighted average amortization period for acquired below-market leases is 20 years and 14 years for acquisitions completed during the years ended December 31, 2023 and 2022, respectively. There were no below-market leases acquired during the year ended December 31, 2021. |
Sale of Real Estate (Tables)
Sale of Real Estate (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Real Estate [Abstract] | |
Schedule of Sale of Real Estate | The Company closed on the following sales of real estate, none of which qualified as discontinued operations: For the Year Ended December 31, (in thousands, except number of properties) 2023 2022 2021 Number of properties disposed 14 8 31 Aggregate sale price $ 200,072 $ 58,024 $ 87,730 Aggregate carrying value ( 140,649 ) ( 40,485 ) ( 70,289 ) Additional sales expenses ( 5,113 ) ( 1,586 ) ( 3,918 ) Gain on sale of real estate $ 54,310 $ 15,953 $ 13,523 |
Investment in Rental Property_2
Investment in Rental Property and Lease Arrangements (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Rental Property Subject to Non-cancelable Operating Leases | Depreciation expense on investment in rental property was as follows: For the Year Ended December 31, (in thousands) 2023 2022 2021 Depreciation $ 123,859 $ 114,583 $ 99,143 |
Estimated Lease Payments to be Received under Non-cancelable Operating Leases | Estimated lease payments to be received under non-cancelable operating leases with tenants at December 31, 2023 are as follows: (in thousands) 2024 $ 394,031 2025 406,874 2026 402,291 2027 385,379 2028 369,418 Thereafter 2,982,604 $ 4,940,597 |
Net Investment in Direct Financing Leases | The Company’s net investment in direct financing leases was comprised of the following: December 31, (in thousands) 2023 2022 Undiscounted estimated lease payments to be received $ 35,155 $ 38,268 Estimated unguaranteed residual values 14,547 14,547 Unearned revenue ( 22,944 ) ( 25,645 ) Reserve for credit losses ( 115 ) ( 125 ) Net investment in direct financing leases $ 26,643 $ 27,045 |
Direct Financing Leases, Lease Receivable Maturity | Undiscounted estimated lease payments to be received under non-cancelable direct financing leases with tenants at December 31, 2023 are as follows: (in thousands) 2024 $ 3,171 2025 3,285 2026 3,357 2027 3,426 2028 3,496 Thereafter 18,420 $ 35,155 |
Summary of Amounts Reported as Lease Revenues, Net on the Consolidated Statements of Income and Comprehensive Income | The following table summarizes amounts reported as Lease revenues, net in the Consolidated Statements of Income and Comprehensive Income: For the Year Ended December 31, (in thousands) 2023 2022 2021 Contractual rental amounts billed for operating leases $ 388,073 $ 359,317 $ 308,624 Adjustment to recognize contractual operating lease billings on a 27,154 22,353 19,847 Net write-offs of accrued rental income ( 4,266 ) ( 1,326 ) ( 442 ) Variable rental amounts earned 2,277 1,507 768 Earned income from direct financing leases 2,752 2,856 2,909 Interest income from sales-type leases 58 58 58 Operating expenses billed to tenants 20,363 19,779 17,462 Other income from real estate transactions (a) 7,414 3,069 33,549 Adjustment to revenue recognized for uncollectible rental amounts billed, net ( 937 ) ( 100 ) 101 Total lease revenues, net $ 442,888 $ 407,513 $ 382,876 |
Intangible Assets and Liabili_2
Intangible Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Liabilities Relating to Amortization | The following is a summary of intangible assets and liabilities, and leasing fees, and related accumulated amortization: December 31, (in thousands) 2023 2022 Lease intangibles: Acquired above-market leases $ 44,711 $ 45,740 Less accumulated amortization ( 20,312 ) ( 18,436 ) Acquired above-market leases, net 24,399 27,304 Acquired in-place leases 416,206 436,401 Less accumulated amortization ( 152,379 ) ( 134,120 ) Acquired in-place leases, net 263,827 302,281 Total intangible lease assets, net $ 288,226 $ 329,585 Acquired below-market leases $ 98,535 $ 105,059 Less accumulated amortization ( 45,004 ) ( 42,204 ) Intangible lease liabilities, net $ 53,531 $ 62,855 Leasing fees $ 18,117 $ 14,430 Less accumulated amortization ( 6,426 ) ( 5,924 ) Leasing fees, net $ 11,691 $ 8,506 |
Schedule of Amortization of Intangible Lease Assets and Liabilities | Amortization of intangible lease assets and liabilities, and leasing fees was as follows: (in thousands) For the Year Ended December 31, Intangible Financial Statement Presentation 2023 2022 2021 Acquired in-place leases and leasing fees Depreciation and amortization $ 34,487 $ 40,090 $ 32,857 Above-market and below-market leases Lease revenues, net 5,859 4,822 3,264 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Estimated future amortization of intangible assets and liabilities, and leasing fees at December 31, 2023 is as follows: (in thousands) 2024 $ 26,502 2025 25,458 2026 24,296 2027 22,574 2028 20,695 Thereafter 126,861 $ 246,386 |
Unsecured Credit Agreements (Ta
Unsecured Credit Agreements (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Summary of Debt Issuance Cost Amortization | The following table summarizes debt issuance cost and original issuance discount amortization: For the Year Ended December 31, (in thousands) 2023 2022 2021 Debt issuance costs and original issuance discount amortization $ 3,938 $ 3,692 $ 3,854 |
Unsecured Debt [Member] | |
Summary of Unsecured Credit Agreements | The following table summarizes the Company’s unsecured credit agreements: December 31, 2023 2022 Interest Maturity (in thousands, except interest rates) Outstanding Balance Rate Date Revolving Credit Facility $ 90,434 $ 197,322 Applicable reference rate + 0.85 % (a) Mar. 2026 (d) Unsecured term loans: 2026 Unsecured Term Loan 400,000 400,000 one-month adjusted SOFR + 1.00 % (b)(c) Feb. 2026 2027 Unsecured Term Loan 200,000 200,000 one-month adjusted SOFR + 0.95 % (c) Aug. 2027 2029 Unsecured Term Loan 300,000 300,000 one-month adjusted SOFR + 1.25 % (c) Aug. 2029 Total unsecured term loans 900,000 900,000 Unamortized debt issuance costs, net ( 4,053 ) ( 5,308 ) Total unsecured term loans, net 895,947 894,692 Senior unsecured notes: 2027 Senior Unsecured Notes - Series A 150,000 150,000 4.84 % Apr. 2027 2028 Senior Unsecured Notes - Series B 225,000 225,000 5.09 % Jul. 2028 2030 Senior Unsecured Notes - Series C 100,000 100,000 5.19 % Jul. 2030 2031 Senior Unsecured Public Notes 375,000 375,000 2.60 % Sep. 2031 Total senior unsecured notes 850,000 850,000 Unamortized debt issuance costs and ( 4,691 ) ( 5,445 ) Total senior unsecured notes, net 845,309 844,555 Total unsecured debt, net $ 1,831,690 $ 1,936,569 (a) At December 31, 2023 and 2022, a balance of $ 15.0 million and $ 123.5 million was subject to the one-month SOFR of 5.35 % and 4.36 %, respectively. The remaining balances of $ 100 million CAD borrowings were remeasured to $ 75.4 million USD and $ 73.8 million USD at December 31, 2023 and 2022, respectively, and were subject to the one-month CDOR of 5.46 % and 4.74 %, respectively. (b) At December 31, 2023, one-month SOFR was 5.35 %. At December 31, 2022, the applicable interest rate was one-month LIBOR of 4.39 % plus 1.00 %. (c) At December 31, 2023 and 2022, one-month SOFR was 5.35 % and 4.36 %, respectively. (d) The Company’s Revolving Credit Facility contains two six-month extension options subject to certain conditions, including the payment of an extension fee equal to 0.0625 % of the revolving commitments . |
Mortgages (Tables)
Mortgages (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Schedule of Estimated Future Principal Payments | Estimated future principal payments to be made under the above mortgages and the Company’s unsecured credit agreements ( see Note 9) at December 31, 2023, are as follows: (in thousands) 2024 $ 2,260 2025 20,195 2026 507,277 2027 351,596 2028 263,277 Thereafter 775,002 $ 1,919,607 |
Secured Debt | |
Summary of Unsecured Credit Agreements | The Company’s mortgages consist of the following: Origination Maturity (in thousands, except interest rates) Date Date Interest December 31, Lender (Month/Year) (Month/Year) Rate 2023 2022 Wilmington Trust National Association Apr-19 Feb-28 4.92 % $ 44,207 $ 45,516 (a) (b) (c) (d) Wilmington Trust National Association Jun-18 Aug-25 4.36 % 18,725 19,150 (a) (b) (c) (d) PNC Bank Oct-16 Nov-26 3.62 % 16,241 16,675 (b) (c) Aegon Apr-12 Oct-23 6.38 % — 5,413 (b) (d) Total mortgages 79,173 86,754 Debt issuance costs, net ( 105 ) ( 152 ) Mortgages, net $ 79,068 $ 86,602 (a) Non-recourse debt includes the indemnification/guaranty of the Company pertaining to fraud, environmental claims, insolvency, and other matters. (b) Debt secured by related rental property and lease rents. (c) Debt secured by guaranty of the OP. (d) Mortgage was assumed as part of the acquisition of the related property. The debt was recorded at fair value at the time of assumption. |
Interest Rate Swaps (Tables)
Interest Rate Swaps (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Company's Outstanding Interest-rate Swap Agreement | The following is a summary of the Company’s outstanding interest rate swap agreements: (in thousands, except interest rates) December 31, 2023 December 31, 2022 Counterparty Maturity Date Fixed Variable Rate Index (a) Notional Fair Notional Fair Wells Fargo Bank, N.A. October 2024 2.72 % daily compounded SOFR $ 15,000 $ 255 $ 15,000 $ 477 Capital One, National Association December 2024 1.58 % daily compounded SOFR 15,000 445 15,000 815 Bank of Montreal January 2025 1.91 % daily compounded SOFR 25,000 713 25,000 1,239 Truist Financial Corporation April 2025 2.20 % daily compounded SOFR 25,000 734 25,000 1,169 Bank of Montreal July 2025 2.32 % daily compounded SOFR 25,000 768 25,000 1,162 Truist Financial Corporation July 2025 1.99 % daily compounded SOFR 25,000 888 25,000 1,358 Truist Financial Corporation December 2025 2.30 % daily compounded SOFR 25,000 887 25,000 1,279 Bank of Montreal January 2026 1.92 % daily compounded SOFR 25,000 1,071 25,000 1,547 Bank of Montreal January 2026 2.05 % daily compounded SOFR 40,000 1,615 40,000 2,332 Capital One, National Association January 2026 2.08 % daily compounded SOFR 35,000 1,389 35,000 2,007 Truist Financial Corporation January 2026 1.93 % daily compounded SOFR 25,000 1,067 25,000 1,542 Capital One, National Association April 2026 2.68 % daily compounded SOFR 15,000 439 15,000 625 Capital One, National Association July 2026 1.32 % daily compounded SOFR 35,000 2,186 35,000 3,042 Bank of Montreal December 2026 2.33 % daily compounded SOFR 10,000 423 10,000 584 Bank of Montreal December 2026 1.99 % daily compounded SOFR 25,000 1,299 25,000 1,773 Toronto-Dominion Bank March 2027 2.46 % one-month CDOR 15,087 (b) 572 14,764 (b) 765 Wells Fargo Bank, N.A. April 2027 2.72 % daily compounded SOFR 25,000 806 25,000 1,129 Bank of Montreal December 2027 2.37 % daily compounded SOFR 25,000 1,215 25,000 1,628 Capital One, National Association December 2027 2.37 % daily compounded SOFR 25,000 1,197 25,000 1,605 Wells Fargo Bank, N.A. January 2028 2.37 % daily compounded SOFR 75,000 3,632 75,000 4,854 Bank of Montreal May 2029 2.09 % daily compounded SOFR 25,000 1,835 25,000 2,295 Regions Bank May 2029 2.11 % daily compounded SOFR 25,000 1,801 25,000 2,244 Regions Bank June 2029 2.03 % daily compounded SOFR 25,000 1,900 25,000 2,357 U.S. Bank National Association June 2029 2.03 % daily compounded SOFR 25,000 1,908 25,000 2,377 Regions Bank August 2029 2.58 % one-month SOFR 100,000 4,392 100,000 5,782 Toronto-Dominion Bank August 2029 2.58 % one-month SOFR 45,000 2,021 45,000 2,674 U.S. Bank National Association August 2029 2.65 % one-month SOFR 15,000 618 15,000 826 U.S. Bank National Association August 2029 2.58 % one-month SOFR 100,000 4,427 100,000 5,861 U.S. Bank National Association August 2029 1.35 % daily compounded SOFR 25,000 2,828 25,000 3,419 Regions Bank March 2032 2.69 % one-month CDOR 15,087 (b) 677 14,764 (b) 1,092 U.S. Bank National Association March 2032 2.70 % one-month CDOR 15,087 (b) 678 14,764 (b) 1,107 Bank of Montreal March 2034 2.81 % one-month CDOR 30,174 (c) 1,410 29,530 (c) 2,424 $ 975,435 $ 46,096 $ 973,822 $ 63,390 (a) Prior to the cessation of LIBOR on July 1, 2023, the variable rate index for daily compounded SOFR based swaps was one-month LIBOR. (b) The contractual notional amount is $ 20.0 million CAD. (c) The contractual notional amount is $ 40.0 million CAD. |
Total Amounts Recognized and Location of Gain (Loss) in Consolidated Statement of Income and Comprehensive Income (Loss), from Converting from Variable Rates to Fixed Rates | The total amounts recognized, and the location in the accompanying Consolidated Statements of Income and Comprehensive Income, from converting from variable rates to fixed rates under these agreements were as follows: Total Interest Expense Amount of (Loss) Gain Presented in the Recognized in Reclassification from Accumulated Consolidated Statements Accumulated Other Other Comprehensive Income of Income and (in thousands) Comprehensive Amount of Comprehensive For the year ended December 31, Income Location Gain (Loss) Income 2023 $ ( 17,293 ) Interest expense $ 25,679 $ 80,053 2022 90,560 Interest expense ( 4,453 ) 78,652 2021 39,353 Interest expense ( 16,136 ) 64,146 |
Non-Controlling Interests (Tabl
Non-Controlling Interests (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Noncontrolling Interest [Abstract] | |
Schedule of OP Units Exchanged for Shares of Common Stock | The following table summarizes OP Units exchanged for shares of common stock: For the Year Ended December 31, (in thousands) 2023 2022 2021 OP Units exchanged for shares of common stock 1,277 118 2,935 Value of units exchanged $ 21,235 $ 1,926 $ 46,968 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Summary of Common Shares under Company's ATM Program | The following table presents information about the Company’s ATM Program activity: For the Year Ended December 31, (in thousands, except per share amounts) 2023 2022 Number of common shares issued — 10,471 Weighted average sale price per share $ — $ 21.66 Net proceeds $ — $ 222,893 Gross proceeds — 226,483 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restricted Stock Awards | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Restricted Stock | The following table presents information about the Company’s RSAs: For the year ended December 31, (in thousands) 2023 2022 2021 Compensation cost $ 4,437 $ 3,469 $ 3,926 Dividends declared on unvested RSAs 560 419 394 Fair value of shares vested during the period 3,384 3,209 3,296 |
Summary of Restricted Stock Activity | The following table presents information about the Company’s restricted stock activity: For the year ended December 31, 2023 2022 2021 (in thousands, except per share amounts) Number of Shares Weighted Average Grant Date Fair Value per Share Number of Shares Weighted Average Grant Date Fair Value per Share Number of Shares Weighted Average Grant Date Fair Value per Share Unvested at beginning of period 396 $ 20.36 372 $ 19.62 341 $ 20.50 Granted 312 17.50 181 21.43 202 18.70 Vested ( 193 ) 20.33 ( 147 ) 19.80 ( 164 ) 20.15 Forfeited ( 23 ) 18.79 ( 10 ) 20.24 ( 7 ) 19.40 Unvested at end of period 492 18.63 396 20.36 372 19.62 |
Performance-based Restricted Stock Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Restricted Stock | The following table presents compensation cost recognized on the Company’s performance-based restricted stock unit: For the Year Ended December 31, (in thousands) 2023 2022 2021 Compensation cost $ 1,922 $ 1,847 $ 743 |
Summary of Restricted Stock Activity | The following table presents information about the Company’s performance-based restricted stock unit activity: For the Year Ended December 31, 2023 2022 2021 (in thousands, except per share amounts) Number of Shares Weighted Average Number of Shares Weighted Average Number of Shares Weighted Average Unvested at beginning of period 233 $ 26.27 110 $ 24.40 — $ — Granted 186 23.78 124 27.93 132 24.40 Vested — — — — — — Forfeited ( 68 ) 26.48 ( 1 ) 27.93 ( 22 ) 24.40 Unvested at end of period 351 24.90 233 26.27 110 24.40 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Summary of Components used in Calculation of Basic and Diluted Earnings per Share | The following table summarizes the components used in the calculation of basic and diluted earnings per share (“EPS”): For the Year Ended December 31, (in thousands, except per share amounts) 2023 2022 2021 Basic earnings: Net earnings attributable to Broadstone Net Lease, Inc. common $ 155,478 $ 122,115 $ 102,426 Less: earnings allocated to unvested restricted shares ( 560 ) ( 419 ) ( 394 ) Net earnings used to compute basic earnings per common share $ 154,918 $ 121,696 $ 102,032 Diluted earnings: Net earnings used to compute basic earnings per common share $ 154,918 $ 121,696 $ 102,032 Add: net earnings attributable to non-controlling interests 7,834 7,360 7,102 Net earnings used to compute diluted earnings per common share $ 162,752 $ 129,056 $ 109,134 Weighted average number of common shares outstanding 187,101 170,225 153,425 Less: weighted average unvested restricted shares (a) ( 484 ) ( 385 ) ( 368 ) Weighted average number of common shares outstanding used in 186,617 169,840 153,057 Add: effects of restricted stock units (b) 291 96 172 Add: effects of convertible membership units (c) 9,407 10,265 10,741 Weighted average number of common shares outstanding used in 196,315 180,201 163,970 Basic and Diluted earnings per share $ 0.83 $ 0.72 $ 0.67 (a) Represents the weighted average effects of 492,046 , 396,383, and 372,150 unvested restricted shares of common stock as of December 31, 2023, 2022, and 2021 , respectively, which will be excluded from the computation of earnings per share until they vest . (b) R epresents the weighted average effects of shares of common stock to be issued as though the end of the period were the end of the performance period (see Note 15). (c) Represents the weighted average effects of 8,927,736 , 10,204,806 , and 10,323,206 OP Units outstanding at December 31, 2023, 2022, and 2021 , respectively. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Distributions Characterized as Ordinary Dividends Capital Gain and Nontaxable | The following table shows the character of the distributions the Company paid on a percentage basis: For the Year Ended December 31, Character of Distributions 2023 2022 2021 Ordinary dividends 70 % 68 % 61 % Capital gain distributions 21 % 2 % 0 % Return of capital distributions 9 % 30 % 39 % 100 % 100 % 100 % |
Income Taxes | 17. Income Taxes For federal income tax purposes, distributions to stockholders are characterized as ordinary dividends, capital gain distributions, or return of capital distributions. Return of capital distributions will reduce stockholders’ basis in their shares, but not below zero. The portion of the distribution that exceeds the adjusted basis of the stock will be treated as gain from the sale or exchange of property. The following table shows the character of the distributions the Company paid on a percentage basis: For the Year Ended December 31, Character of Distributions 2023 2022 2021 Ordinary dividends 70 % 68 % 61 % Capital gain distributions 21 % 2 % 0 % Return of capital distributions 9 % 30 % 39 % 100 % 100 % 100 % |
Business Description - Addition
Business Description - Additional Information (Detail) shares in Thousands | Dec. 31, 2023 Property $ / shares | Dec. 31, 2022 $ / shares shares | Aug. 31, 2022 $ / shares |
Business Description [Line Items] | |||
Number of leased commercial properties owned | 796 | ||
Number Of Provinces | 796 | ||
Common stock, shares outstanding | shares | 186,114 | ||
Common stock, par value | $ / shares | $ 0.00025 | $ 0.00025 | |
Common Stock | |||
Business Description [Line Items] | |||
Offering price | $ / shares | $ 21.35 | ||
British Columbia, Canada | |||
Business Description [Line Items] | |||
Number of leased commercial properties owned | 7 | ||
Number Of Provinces | 4 | ||
UNITED STATES | |||
Business Description [Line Items] | |||
Number of leased commercial properties owned | 789 | ||
Number of States in which properties located | 44 |
Business Description - Summary
Business Description - Summary of Outstanding Equity and Economic Ownership Interest (Detail) - shares | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Business Description [Line Items] | |||
OP Units outstanding | 3,059,082 | 4,265,126 | 4,265,126 |
Broadstone Net Lease, LLC | |||
Business Description [Line Items] | |||
Percent Ownership of OP, Shares of Common Stock | 95.50% | 94.80% | 94% |
Percent Ownership of OP, OP Units | 4.50% | 5.20% | 6% |
Percent Ownership of OP, Total Diluted Shares | 100% | 100% | 100% |
Ownership Interest | |||
Business Description [Line Items] | |||
Shares of Common Stock | 187,614,000 | 186,114,000 | 162,383,000 |
OP Units outstanding | 8,928,000 | 10,205,000 | 10,323,000 |
Total Diluted Shares | 196,542,000 | 196,319,000 | 172,706,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 USD ($) Customer | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Significant Accounting Policies [Line Items] | |||
Number of reporting units | Customer | 1 | ||
Company Fund in Property Under Development | $ 96,800 | ||
Capitalized interest | 1,500 | ||
Impairment charge | 26,400 | ||
Carrying value of asset | $ 24,400 | ||
Percentage of income tax benefit likely of being realized upon settlement | more than 50% | ||
Gain (Loss) on Sale of Properties | $ 54,310 | $ 15,953 | $ 13,523 |
Gain (Loss) on Termination of Lease | 7,500 | 2,500 | 33,500 |
Long-term debt | 1,919,607 | ||
Accounts payable and other liabilities | 47,534 | 47,547 | |
Additional Impairment Charges | 0 | ||
Proceeds from Unsecured Lines of Credit | 6,000 | ||
Leasing fees | 8,500 | ||
Other Expenses | 300 | 400 | |
Unsecured Debt [Member] | |||
Significant Accounting Policies [Line Items] | |||
Long-term debt | 1,831,690 | 1,936,569 | |
Term Loan [Member] | Unsecured Debt [Member] | |||
Significant Accounting Policies [Line Items] | |||
Long-term debt | 895,947 | 894,692 | |
Senior Notes [Member] | Unsecured Debt [Member] | |||
Significant Accounting Policies [Line Items] | |||
Long-term debt | $ 845,309 | $ 844,555 | |
Lease Termination Impact [Member] | |||
Significant Accounting Policies [Line Items] | |||
Gain (Loss) on Sale of Properties | 25,700 | ||
Lease Termination Income | 33,500 | ||
Gain (Loss) on Termination of Lease | 4,000 | ||
Proceeds from Sale of Property | 16,000 | ||
Cash receved future undiscounted cash flows | 35,000 | ||
Office tenant [Member] | Lease Termination Impact [Member] | |||
Significant Accounting Policies [Line Items] | |||
Gain (Loss) on Termination of Lease | $ 35,000 | ||
Broadstone Net Lease, LLC | |||
Significant Accounting Policies [Line Items] | |||
Percent Ownership of OP, OP Units | 4.50% | 5.20% | 6% |
Minimum | |||
Significant Accounting Policies [Line Items] | |||
Lease term | 3 years | ||
Maximum | |||
Significant Accounting Policies [Line Items] | |||
Lease term | 25 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Impairment Charges (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 USD ($) Property | Dec. 31, 2022 USD ($) Property | Dec. 31, 2021 USD ($) Property | |
Impaired Long-Lived Assets Held and Used [Line Items] | |||
NumberOfIndividualProperties | Property | 4 | 3 | 7 |
Impairment of Real Estate | $ | $ 31,274 | $ 5,535 | $ 28,208 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Estimated Useful Life of Asset (Detail) | 12 Months Ended |
Dec. 31, 2023 | |
Land Improvements | |
Property, Plant and Equipment [Line Items] | |
PropertyPlantAndEquipmentEstimatedUsefulLiveS | 15 years |
Buildings and Improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
PropertyPlantAndEquipmentEstimatedUsefulLiveS | 15 |
Buildings and Improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
PropertyPlantAndEquipmentEstimatedUsefulLiveS | 39 years |
Equipment | |
Property, Plant and Equipment [Line Items] | |
PropertyPlantAndEquipmentEstimatedUsefulLiveS | 7 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Summary of Components of Restricted Cash (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Cash and Cash Equivalents [Abstract] | ||||
Escrow funds and other | $ 1,138 | $ 4,812 | ||
1031 exchange proceeds | 0 | 33,439 | ||
Restricted cash | $ 1,138 | $ 38,251 | $ 6,100 | $ 10,242 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Summary of Rents Received in Advance (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Rent received in advance | $ 14,776 | $ 18,783 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Summary of Reconciliation of Change in Earnout Liability (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Fair Value Disclosures [Abstract] | |
Beginning balance | $ 7,509 |
Change in fair value subsequent to Internalization | 5,539 |
Payout of tranches earned | (13,048) |
Ending balance | $ 0 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Balances of Financial Instruments Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Interest rate swap, assets | $ 46,096 | $ 63,390 |
Fair Value, Measurements, Recurring | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Interest rate swap, assets | 46,096 | 63,390 |
Fair Value, Measurements, Recurring | Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Interest rate swap, assets | 0 | 0 |
Fair Value, Measurements, Recurring | Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Interest rate swap, assets | $ 46,096 | $ 63,390 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Summary of Carrying Amount Reported on Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Summary Of Significant Accounting Policies [Abstract] | ||
Carrying amount | $ 1,919,607 | $ 2,034,076 |
Fair value | $ 1,761,177 | $ 1,841,381 |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Summary of Right-of-Use Assets And Lease Liabilities Associated With Operating Leases Included In Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||
Right-of-use assets | $ 8,476 | $ 3,200 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Prepaid Expense and Other Assets | Prepaid Expense and Other Assets |
Lease liabilities | $ 8,256 | $ 2,772 |
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Accounts Payable and Other Accrued Liabilities | Accounts Payable and Other Accrued Liabilities |
Summary of Rental Expense - Ren
Summary of Rental Expense - Rental Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating Leases, Rent Expense, Net [Abstract] | |||
Rental expense | $ 1,189 | $ 964 | $ 834 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 USD ($) Property shares | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) shares | Dec. 31, 2020 USD ($) | |
Related Party Transaction [Line Items] | ||||
Number of leased commercial properties owned | Property | 796 | |||
Number of OP Units Issued During Period | shares | 1,859,257 | |||
Fair value of earnout liability | $ | $ 0 | $ 7,509 | ||
Number Of Operating Units Exchanged | shares | 1,277,070 | 118,400 | 2,934,489 | |
Stock Issued During Period, Value, Conversion of Units | $ | $ 21,235 | $ 1,926 | $ 46,968 | |
Additional Paid-in Capital | ||||
Related Party Transaction [Line Items] | ||||
Stock Issued During Period, Value, Conversion of Units | $ | 21,235 | 1,926 | 14,206 | |
Non-controlling Interests | ||||
Related Party Transaction [Line Items] | ||||
Stock Issued During Period, Value, Conversion of Units | $ | $ (21,235) | $ (1,926) | $ (14,206) | |
Affiliated Third Party | ||||
Related Party Transaction [Line Items] | ||||
Stock Issued During Period, Shares, Conversion of Units | shares | 2,049,439 | |||
Number Of Operating Units Exchanged | shares | 0 | 0 | 2,049,439 | |
Stock Issued During Period, Value, Conversion of Units | $ | $ 32,800 | |||
Business Acquisition Consideration Payable Tranche One Member | ||||
Related Party Transaction [Line Items] | ||||
Payment of cash at earnout milestone | $ | $ 13,000 | |||
Number of OP Units Issued During Period | shares | 1,859,257 | |||
Issuance of shares of common stock, shares | shares | 1,088,977 |
Internalization - Additional In
Internalization - Additional Information (Detail) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 USD ($) Tranche | Feb. 07, 2020 USD ($) | |
2022 Unsecured Term Loan | ||
Internalization [Line Items] | ||
Debt instrument, face amount | $ 60 | |
Merger Agreement | ||
Internalization [Line Items] | ||
Number of tranches | Tranche | 4 | |
VWAP per REIT Share Days | 40 days | |
Merger Agreement | Tranche One | ||
Internalization [Line Items] | ||
Additional consideration payable | $ 10 | |
Merger Agreement | Tranche Two | ||
Internalization [Line Items] | ||
Additional consideration payable | 15 | |
Merger Agreement | Tranche Three | ||
Internalization [Line Items] | ||
Additional consideration payable | 25 | |
Merger Agreement | Tranche Four | ||
Internalization [Line Items] | ||
Additional consideration payable | 25 | |
Maximum | Merger Agreement | ||
Internalization [Line Items] | ||
Additional consideration payable | $ 75 |
Internalization - Schedule of B
Internalization - Schedule of Base Consideration - (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Acquisition Contingent Consideration [Line Items] | |||
Initial estimate of fair value of earnout liability | $ 0 | $ 0 | $ 5,539 |
Internalization - Schedule of_2
Internalization - Schedule of Base Consideration (Parenthetical) - (Detail) shares in Thousands | Dec. 31, 2023 shares |
Business Acquisition Contingent Consideration [Line Items] | |
Common stock, shares issued | 187,614 |
Internalization - Summary of Ea
Internalization - Summary of Earnout Tranches, Applicable VWAP of REIT Share and Applicable Earnout Periods (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2021 | ||
Internalization [Line Items] | |||
Shares of Common stock issued | 187,614,000 | ||
Op Units Issued | 1,859,257 | ||
Tranche One | |||
Internalization [Line Items] | |||
Op Units Issued | 1,859,257 | ||
Merger Agreement | Tranche One | |||
Internalization [Line Items] | |||
Shares of Common stock issued | 145,000 | ||
Op Units Issued | 248,000 | ||
Cash Paid | [1] | $ 1,926 | |
40-Day VWAP of a REIT Share | $ 22.5 | ||
Achievement Date | Jun. 16, 2021 | ||
Merger Agreement | Tranche Two | |||
Internalization [Line Items] | |||
Shares of Common stock issued | 218,000 | ||
Op Units Issued | 371,000 | ||
Cash Paid | [1] | $ 2,888 | |
40-Day VWAP of a REIT Share | $ 23.75 | ||
Achievement Date | Jul. 14, 2021 | ||
Merger Agreement | Tranche Three | |||
Internalization [Line Items] | |||
Shares of Common stock issued | 363,000 | ||
Op Units Issued | 620,000 | ||
Cash Paid | $ 4,117 | ||
40-Day VWAP of a REIT Share | $ 24.375 | ||
Achievement Date | Sep. 21, 2021 | ||
Merger Agreement | Tranche Four | |||
Internalization [Line Items] | |||
Shares of Common stock issued | 363,000 | ||
Op Units Issued | 620,000 | ||
Cash Paid | $ 4,117 | ||
40-Day VWAP of a REIT Share | $ 25 | ||
Achievement Date | Sep. 21, 2021 | ||
[1] Cash payments include amounts earned for dividends. |
Internalization - Summary of Al
Internalization - Summary of Allocation of Purchase Price (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | ||
Goodwill | $ 339,769 | $ 339,769 |
Acquisitions of Rental Proper_3
Acquisitions of Rental Property - Acquisitions of Rental Property Closed - (Detail) $ in Thousands | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||
Nov. 14, 2023 USD ($) Customer | Jul. 11, 2023 USD ($) Customer | May 25, 2023 USD ($) Customer | May 22, 2023 USD ($) Customer | May 16, 2023 USD ($) Customer | Mar. 14, 2023 USD ($) Customer | Nov. 10, 2022 USD ($) Customer | Nov. 04, 2022 USD ($) Customer | Nov. 02, 2022 USD ($) Customer | Oct. 19, 2022 USD ($) Customer | Oct. 17, 2022 USD ($) Customer | Oct. 12, 2022 USD ($) Customer | Sep. 29, 2022 USD ($) Customer | Sep. 28, 2022 USD ($) Customer | Sep. 06, 2022 USD ($) Customer | Aug. 26, 2022 USD ($) Customer | Aug. 25, 2022 USD ($) Customer | Jul. 08, 2022 USD ($) Customer | Jul. 07, 2022 USD ($) Customer | Jul. 01, 2022 USD ($) Customer | Jun. 30, 2022 USD ($) Customer | Jun. 29, 2022 USD ($) Customer | Jun. 21, 2022 USD ($) Customer | Jun. 15, 2022 USD ($) Customer | Jun. 13, 2022 USD ($) Customer | Jun. 07, 2022 USD ($) Customer | May 16, 2022 USD ($) Customer | Apr. 19, 2022 USD ($) Customer | Apr. 13, 2022 USD ($) Customer | Apr. 12, 2022 USD ($) Customer | Mar. 31, 2022 USD ($) Customer | Mar. 04, 2022 USD ($) Customer | Feb. 28, 2022 USD ($) Customer | Feb. 15, 2022 USD ($) Customer | Feb. 10, 2022 USD ($) Customer | Jan. 07, 2022 USD ($) Customer | Dec. 31, 2023 USD ($) Customer | Dec. 31, 2022 USD ($) Customer | ||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Number of Properties | Customer | 7 | 86 | |||||||||||||||||||||||||||||||||||||||||
Real Estate Acquisition Price | $ | $ 45,328 | [1] | $ 878,433 | [2] | |||||||||||||||||||||||||||||||||||||||
Healthcare | |||||||||||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Property Type | Healthcare | Healthcare | |||||||||||||||||||||||||||||||||||||||||
Number of Properties | Customer | 1 | 1 | |||||||||||||||||||||||||||||||||||||||||
Real Estate Acquisition Price | $ | $ 9,219 | $ 12,467 | |||||||||||||||||||||||||||||||||||||||||
Retail | |||||||||||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Property Type | Retail | Retail | Retail | Retail | Retail | Retail | Retail | Retail | Retail | Retail | Retail | Retail | Retail | Retail | Retail | Retail | Retail | ||||||||||||||||||||||||||
Number of Properties | Customer | 1 | 1 | 1 | 2 | 1 | 1 | 1 | 2 | 1 | 1 | 1 | 1 | 1 | 1 | 6 | 1 | 2 | ||||||||||||||||||||||||||
Real Estate Acquisition Price | $ | $ 5,221 | $ 5,645 | $ 1,743 | $ 6,000 | $ 1,743 | $ 1,411 | $ 2,171 | $ 3,052 | $ 1,884 | $ 1,638 | $ 11,510 | $ 2,264 | $ 1,780 | $ 1,680 | $ 79,061 | $ 1,341 | $ 2,573 | ||||||||||||||||||||||||||
Industrial | |||||||||||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Property Type | Industrial | Industrial | Industrial | Industrial | Industrial | Industrial | Industrial | Industrial | Industrial | Industrial | Industrial | Industrial | Industrial | Industrial | |||||||||||||||||||||||||||||
Number of Properties | Customer | 1 | 1 | 2 | 1 | 4 | 4 | 4 | 11 | 1 | 5 | 1 | 1 | 1 | 1 | |||||||||||||||||||||||||||||
Real Estate Acquisition Price | $ | $ 9,952 | $ 17,300 | [3] | $ 10,432 | $ 10,758 | $ 38,650 | $ 56,250 | $ 44,000 | $ 75,000 | $ 29,500 | $ 78,500 | $ 16,250 | $ 7,522 | $ 5,678 | $ 21,733 | ||||||||||||||||||||||||||||
Restaurant | |||||||||||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Property Type | Restaurant | Restaurant | Restaurant | Restaurant | |||||||||||||||||||||||||||||||||||||||
Number of Properties | Customer | 1 | 1 | 3 | 16 | |||||||||||||||||||||||||||||||||||||||
Real Estate Acquisition Price | $ | $ 1,963 | [4] | $ 460 | [5] | $ 12,823 | $ 99,587 | |||||||||||||||||||||||||||||||||||||
Industrial/Office | |||||||||||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Property Type | Industrial / Office | ||||||||||||||||||||||||||||||||||||||||||
Number of Properties | Customer | 7 | ||||||||||||||||||||||||||||||||||||||||||
Real Estate Acquisition Price | $ | $ 235,000 | ||||||||||||||||||||||||||||||||||||||||||
[1] Acquisition price excludes capitalized acquisition costs of $ 3.1 million. Acquisition price excludes capitalized acquisition costs of $ 6.4 million Acquisition of land to be developed in connection with a $ 204.8 million build-to-suit transaction expected to fund in multiple draws through October 2024 (see Note 2). Acquisition price includes consideration payable of $ 0.3 million. Acquisition of land developed in connection with a $ 1.7 million build-to-suit transaction completed in October 2023 (see Note 2). |
Acquisitions of Rental Proper_4
Acquisitions of Rental Property - Acquisitions of Rental Property Closed (Parenthetical) - (Detail) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Business Acquisition [Line Items] | ||
Consideration Payable | $ 0.3 | |
Acquisition costs capitalized | 3.1 | $ 6.4 |
October 2024 | ||
Business Acquisition [Line Items] | ||
Acquisition Of land | 204.8 | |
October 2023 | ||
Business Acquisition [Line Items] | ||
Acquisition Of land | $ 1.7 |
Acquisitions of Rental Proper_5
Acquisitions of Rental Property - Purchase Price Allocation for Real Estate Acquisitions (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | ||||
Non-real estate liabilities assumed | $ 0 | $ (8,051) | $ 0 | |
Business combination, recognized identifiable assets acquired and liabilities assumed, assets | 48,415 | 884,852 | 665,056 | |
Land | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed, property, plant, and equipment | 2,975 | 126,865 | 114,296 | |
Land Improvements | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed, property, plant, and equipment | 2,817 | 47,513 | 29,298 | |
Buildings and Improvements | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed, property, plant, and equipment | 19,913 | 649,195 | 469,113 | |
Property under Development | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed, property, plant, and equipment | 20,315 | 0 | 0 | |
Acquired In-Place Leases | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed, Intangible assets | [1] | 2,561 | 69,609 | 51,956 |
Acquired Above-Market Leases | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed, Intangible assets | [2] | 0 | 0 | 211 |
Acquired Below-Market Leases | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed, Intangible assets | [3] | (166) | (279) | 0 |
Right-of-use asset | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed, Intangible assets | 0 | 0 | 663 | |
Lease liability | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed, Intangible assets | $ 0 | $ 0 | $ (481) | |
[1] The weighted average amortization period for acquired in-place leases is 16 years, 20 years, and 16 years for acquisitions completed during the years ended December 31, 2023, 2022, and 2021 , respectively. The weighted average amortization period for acquired above-market leases is 10 years for acquisitions completed during the year ended December 31, 2021. There were no above-market leases acquired during the years ended December 31, 2023 and 2022. The weighted average amortization period for acquired below-market leases is 20 years and 14 years for acquisitions completed during the years ended December 31, 2023 and 2022, respectively. There were no below-market leases acquired during the year ended December 31, 2021. |
Acquisitions of Rental Proper_6
Acquisitions of Rental Property - Purchase Price Allocation for Real Estate Acquisitions (Parenthetical) - (Detail) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Acquired In-Place Leases | |||
Business Acquisition [Line Items] | |||
Weighted average amortization period | 16 years | 20 years | 16 years |
Acquired Above-Market Leases | |||
Business Acquisition [Line Items] | |||
Weighted average amortization period | 0 years | 0 years | 10 years |
Acquired Below-Market Leases | |||
Business Acquisition [Line Items] | |||
Weighted average amortization period | 20 years | 14 years | 0 years |
Sale of Real Estate - Schedule
Sale of Real Estate - Schedule of Sale of Real Estate (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 USD ($) Property | Dec. 31, 2022 USD ($) Property | Dec. 31, 2021 USD ($) Property | |
Real Estate [Line Items] | |||
Number of properties disposed | Property | 14 | 8 | 31 |
Aggregate sale price | $ 200,072 | $ 58,024 | $ 87,730 |
Aggregate carrying value | (140,649) | (40,485) | (70,289) |
Gain on sale of real estate | 54,310 | 15,953 | 13,523 |
Real Estate | |||
Real Estate [Line Items] | |||
Additional sales expenses | $ (5,113) | $ (1,586) | $ (3,918) |
Investment in Rental Property_3
Investment in Rental Property and Lease Arrangements - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2023 PropertyNumber Property | |
Lessor Lease Description [Line Items] | |
Number of leased commercial properties owned | Property | 796 |
Number of real estate properties under operating leases | 784 |
Number of real estate properties under direct financing leases | 9 |
Number of real estate properties under sales-type leases | Property | 1 |
Number of real estate properties under direct financing leases that include land option | 3 |
Lessee, finance lease, existence of option to extend | true |
Lessee, operating lease, existence of option to extend | true |
Minimum | |
Lessor Lease Description [Line Items] | |
Lessor operating lease, initial terms | 10 years |
Lessor direct financing leases, initial terms | 10 years |
Maximum | |
Lessor Lease Description [Line Items] | |
Lessor operating lease, initial terms | 20 years |
Lessor direct financing leases, initial terms | 20 years |
Investment in Rental Property_4
Investment in Rental Property and Lease Arrangements - Summary of Depreciation Expense on Investment in Rental Property (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Depreciation | $ 123,859 | $ 114,583 | $ 99,143 |
Investment in Rental Property_5
Investment in Rental Property and Lease Arrangements - Estimated Lease Payments to be Received under Non-cancelable Operating Leases (Detail) $ in Thousands | Dec. 31, 2023 USD ($) |
Lessor, Operating Lease, Payment to be Received, Fiscal Year Maturity [Abstract] | |
2024 | $ 394,031 |
2025 | 406,874 |
2026 | 402,291 |
2027 | 385,379 |
2028 | 369,418 |
Thereafter | 2,982,604 |
Estimated lease payments to be received under non-cancelable operating leases | $ 4,940,597 |
Investment in Rental Property_6
Investment in Rental Property and Lease Arrangements - Net Investment in Direct Financing Leases (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Undiscounted estimated lease payments to be received | $ 35,155 | $ 38,268 |
Estimated unguaranteed residual values | 14,547 | 14,547 |
Unearned revenue | (22,944) | (25,645) |
Reserve for credit losses | (115) | (125) |
Net investment in direct financing leases | $ 26,643 | $ 27,045 |
Investment in Rental Property_7
Investment in Rental Property and Lease Arrangements - Undiscounted Estimated Lease Payments to be Received under Non-cancelable Direct Financing Leases (Detail) $ in Thousands | Dec. 31, 2023 USD ($) |
Capital Leases, Future Minimum Payments Receivable, Fiscal Year Maturity [Abstract] | |
2024 | $ 3,171 |
2025 | 3,285 |
2026 | 3,357 |
2027 | 3,426 |
2028 | 3,496 |
Thereafter | 18,420 |
Undiscounted estimated lease payments to be received under non-cancelable direct financing leases | $ 35,155 |
Investment in Rental Property_8
Investment in Rental Property and Lease Arrangements - Summary of Amounts Reported as Lease Revenues Net on the Condensed Consolidated Statements of Income and Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Income Statement [Abstract] | ||||
Contractual rental amounts billed for operating leases | $ 388,073 | $ 359,317 | $ 308,624 | |
Adjustment to recognize contractual operating lease billings on a straight-line basis | 27,154 | 22,353 | 19,847 | |
Net write-offs of accrued rental income | (4,266) | (1,326) | (442) | |
Variable rental amounts earned | 2,277 | 1,507 | 768 | |
Earned income from direct financing leases | 2,752 | 2,856 | 2,909 | |
Interest income from sales-type leases | 58 | 58 | 58 | |
Operating expenses billed to tenants | 20,363 | 19,779 | 17,462 | |
Other income from real estate transactions | [1] | 7,414 | 3,069 | 33,549 |
Adjustment to revenue recognized for uncollectible rental amounts billed, net | (937) | (100) | 101 | |
Total lease revenues, net | $ 442,888 | $ 407,513 | $ 382,876 | |
[1] Other income from real estate transactions includes $ 7.5 million, $ 2.5 million, and $ 33.5 million of lease termination fee income for the years ended December 31, 2023, 2022, and 2021, respectively. |
Investment in Rental Property_9
Investment in Rental Property and Lease Arrangements - Summary of Amounts Reported as Lease Revenues Net on the Condensed Consolidated Statements of Income and Comprehensive Income (Loss) (Parenthetical) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Lease termination fee income | $ 7.5 | $ 2.5 | $ 33.5 |
Intangible Assets and Liabili_3
Intangible Assets and Liabilities - Schedule of Intangible Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Lease intangibles: | ||
Intangible lease assets, net | $ 288,226 | $ 329,585 |
Acquired below-market leases | 98,535 | 105,059 |
Less accumulated amortization | (45,004) | (42,204) |
Intangible lease liabilities, net | 53,531 | 62,855 |
Leasing fees | 18,117 | 14,430 |
Less accumulated amortization | (6,426) | (5,924) |
Leasing fees, net | 11,691 | 8,506 |
Acquired Above-Market Leases | ||
Lease intangibles: | ||
Intangible lease assets, gross | 44,711 | 45,740 |
Less accumulated amortization | (20,312) | (18,436) |
Intangible lease assets, net | 24,399 | 27,304 |
Acquired In-Place Leases | ||
Lease intangibles: | ||
Intangible lease assets, gross | 416,206 | 436,401 |
Less accumulated amortization | (152,379) | (134,120) |
Intangible lease assets, net | $ 263,827 | $ 302,281 |
Intangible Assets and Liabili_4
Intangible Assets and Liabilities - Schedule of Amortization of Intangible Lease Assets and Liabilities (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Finite Lived Intangible Assets [Line Items] | |||
Acquired in-place leases and leasing fees | $ 900 | $ 8,500 | $ 3,800 |
Acquired In-Place Leases | Depreciation and Amortization | |||
Finite Lived Intangible Assets [Line Items] | |||
Acquired in-place leases and leasing fees | 34,487 | 40,090 | 32,857 |
Above Market and Below Market Leases | Lease Revenues, Net | |||
Finite Lived Intangible Assets [Line Items] | |||
Acquired in-place leases and leasing fees | $ 5,859 | $ 4,822 | $ 3,264 |
Intangible Assets and Liabili_5
Intangible Assets and Liabilities - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $ 0.9 | $ 8.5 | $ 3.8 |
Intangible Assets and Liabili_6
Intangible Assets and Liabilities - Schedule of Amortizable Intangible Assets (Detail) $ in Thousands | Dec. 31, 2023 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2024 | $ 26,502 |
2025 | 25,458 |
2026 | 24,296 |
2027 | 22,574 |
2028 | 20,695 |
Thereafter | 126,861 |
Total | $ 246,386 |
Unsecured Credit Agreements - A
Unsecured Credit Agreements - Additional Information (Detail) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||||||||
Aug. 01, 2022 USD ($) Reporting_unit | Jan. 28, 2022 USD ($) | Sep. 15, 2021 USD ($) | Mar. 12, 2021 USD ($) | Sep. 04, 2020 USD ($) | Feb. 07, 2020 USD ($) | Feb. 27, 2019 USD ($) | Apr. 18, 2017 USD ($) | Jul. 31, 2023 | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jul. 02, 2018 USD ($) | ||
Debt Instrument [Line Items] | ||||||||||||||
Unsecured debt | $ 300,000 | |||||||||||||
Maturity date | Mar. 31, 2026 | |||||||||||||
Remaining borrowing capacity | $ 900,000 | |||||||||||||
Weighted Average Fixed Rate | 5.33% | |||||||||||||
Debt issuance costs incurred | $ 0 | |||||||||||||
Debt issuance costs incurred | $ 7,000 | $ 5,000 | ||||||||||||
Interest Rate Swap [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Weighted Average Fixed Rate | 2.28% | |||||||||||||
Weighted Average Inclusive Fixed Rate | 3.73% | |||||||||||||
London Inter Bank Swap Rate [Member] | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 1.45% | 0.825% | ||||||||||||
London Inter Bank Swap Rate [Member] | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 2.40% | 1.55% | ||||||||||||
SOFR | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 0.85% | |||||||||||||
SOFR | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 1.65% | |||||||||||||
Unsecured Debt | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Number of term loan | Reporting_unit | 2 | |||||||||||||
Two Thousand Twenty Seven Unsecured Term Loan | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Unsecured debt | $ 200,000 | |||||||||||||
Debt instrument, term | 5 years | |||||||||||||
Two Thousand Twenty Seven Unsecured Term Loan | SOFR | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 0.80% | |||||||||||||
Two Thousand Twenty Seven Unsecured Term Loan | SOFR | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 1.60% | |||||||||||||
Two Thousand Twenty Nine Unsecured Term Loan | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, term | 7 years | |||||||||||||
Two Thousand Twenty Nine Unsecured Term Loan | SOFR | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 1.15% | |||||||||||||
Two Thousand Twenty Nine Unsecured Term Loan | SOFR | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 2.20% | |||||||||||||
2024 Unsecured Term Loan | London Inter Bank Swap Rate [Member] | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 0.85% | |||||||||||||
2024 Unsecured Term Loan | London Inter Bank Swap Rate [Member] | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 1.65% | |||||||||||||
Revolving Credit Facility | Unsecured Debt | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 0.0625% | |||||||||||||
Line of credit, maximum accordion feature | $ 2,000,000 | |||||||||||||
Debt instrument extension options, description | twice for six months per extension | |||||||||||||
Maturity extension fee on outstanding principal balance percentage | 0.0625% | |||||||||||||
Unsecured Revolving Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Applicable Margin Of Facility Fee Percentage | 0.20% | |||||||||||||
Line of credit, maximum borrowing capacity | $ 1,000,000 | |||||||||||||
Unsecured Revolving Credit Facility | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 0.725% | 0.125% | ||||||||||||
Unsecured Revolving Credit Facility | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 1.40% | 0.30% | ||||||||||||
Unsecured Revolving Credit Facility | Canada, Dollars | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit, maximum borrowing capacity | $ 500,000 | |||||||||||||
Unsecured Revolving Credit Facility | Unsecured Debt | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | [1] | 0.85% | ||||||||||||
2022 Unsecured Term Loan | London Inter Bank Swap Rate [Member] | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 0.85% | |||||||||||||
2022 Unsecured Term Loan | London Inter Bank Swap Rate [Member] | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 1.65% | |||||||||||||
Senior Guaranteed Notes Series B and Senior Guaranteed Notes Series C | Unsecured Debt | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 325,000 | |||||||||||||
Senior Guaranteed Notes Series B | Unsecured Debt | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 225,000 | |||||||||||||
Debt instrument, interest rate | 5.09% | |||||||||||||
Senior Guaranteed Notes Series C | Unsecured Debt | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 100,000 | |||||||||||||
Debt instrument, interest rate | 5.19% | |||||||||||||
Revolving Credit Facility Maturing September 2023 | Revolving Credit Facility | Unsecured Debt | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit, maximum borrowing capacity | $ 900,000 | |||||||||||||
2022 Unsecured Term Loan | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 60,000 | |||||||||||||
2026 Unsecured Term Loan | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument Paydown Amount | $ 50,000 | |||||||||||||
Debt instrument, face amount | $ 450,000 | |||||||||||||
Line of credit, maximum accordion feature | $ 550,000 | |||||||||||||
Maturity date | Feb. 27, 2026 | |||||||||||||
Commitment fee percentage | 0.25% | |||||||||||||
Debt instrument, term | 7 years | |||||||||||||
2026 Unsecured Term Loan | London Inter Bank Swap Rate [Member] | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 0.85% | |||||||||||||
2026 Unsecured Term Loan | London Inter Bank Swap Rate [Member] | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 1.65% | |||||||||||||
2027 Senior Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Proceeds from issuance of debt | $ 150,000 | |||||||||||||
Debt instrument, interest rate | 4.84% | |||||||||||||
2031 Senior Unsecured Public Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Percentage of senior unsecured public notes issued | 99.816% | |||||||||||||
Debt instrument, face amount | $ 375,000 | |||||||||||||
Maturity date | Sep. 15, 2031 | |||||||||||||
Debt instrument, interest rate | 2.60% | |||||||||||||
[1] At December 31, 2023 and 2022, a balance of $ 15.0 million and $ 123.5 million was subject to the one-month SOFR of 5.35 % and 4.36 %, respectively. The remaining balances of $ 100 million CAD borrowings were remeasured to $ 75.4 million USD and $ 73.8 million USD at December 31, 2023 and 2022, respectively, and were subject to the one-month CDOR of 5.46 % and 4.74 %, respectively. |
Unsecured Credit Agreements - S
Unsecured Credit Agreements - Summary of Unsecured Credit Agreements (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2023 | Dec. 31, 2022 | Jul. 02, 2018 | |||
Debt Instrument [Line Items] | |||||
Long-Term Debt, Gross | $ 1,919,607 | $ 2,034,076 | |||
Long-term Debt | 1,919,607 | ||||
Unsecured Debt | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 1,831,690 | 1,936,569 | |||
Unsecured Debt | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-Term Debt, Gross | 900,000 | 900,000 | |||
Debt issuance costs, net | (4,053) | (5,308) | |||
Long-term Debt | 895,947 | 894,692 | |||
Unsecured Debt | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-Term Debt, Gross | 850,000 | 850,000 | |||
Unamortized debt issuance costs and original issuance discount, net | (4,691) | (5,445) | |||
Long-term Debt | $ 845,309 | 844,555 | |||
Unsecured Debt | Unsecured Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Interest Rate | [1] | Applicable reference rate + 0.85 | |||
Maturity Date | [2] | 2026-03 | |||
Basis spread on variable rate | [1] | 0.85% | |||
Long-Term Debt, Gross | $ 90,434 | 197,322 | |||
Unsecured Debt | Senior Guaranteed Notes Series B | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 5.09% | ||||
Unsecured Debt | Senior Guaranteed Notes Series C | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 5.19% | ||||
Unsecured Debt | 2026 Unsecured Term Loan | |||||
Debt Instrument [Line Items] | |||||
Interest Rate | [3],[4] | one-month adjusted SOFR + | |||
Maturity Date | 2026-02 | ||||
Long-Term Debt, Gross | $ 400,000 | $ 400,000 | |||
Unsecured Debt | 2026 Unsecured Term Loan | 1 Month LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1% | [3],[4] | 1% | ||
Unsecured Debt | 2027 Senior Unsecured Notes | |||||
Debt Instrument [Line Items] | |||||
Interest Rate | [3] | one-month adjusted SOFR + 0.95 | |||
Maturity Date | 2027-08 | ||||
Long-Term Debt, Gross | $ 200,000 | $ 200,000 | |||
Unsecured Debt | 2027 Senior Unsecured Notes | SOFR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | [3] | 0.95% | |||
Unsecured Debt | 2027 Senior Unsecured Notes | Senior Guaranteed Notes Series A | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 4.84% | ||||
Maturity Date | 2027-04 | ||||
Long-Term Debt, Gross | $ 150,000 | 150,000 | |||
Unsecured Debt | 2028 Senior Unsecured Notes | Senior Guaranteed Notes Series B | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 5.09% | ||||
Maturity Date | 2028-07 | ||||
Long-Term Debt, Gross | $ 225,000 | 225,000 | |||
Unsecured Debt | 2029 Unsecured Term Loan | |||||
Debt Instrument [Line Items] | |||||
Interest Rate | [3] | one-month adjusted SOFR + 1.25 | |||
Maturity Date | 2029-08 | ||||
Long-Term Debt, Gross | $ 300,000 | 300,000 | |||
Unsecured Debt | 2029 Unsecured Term Loan | SOFR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | [3] | 1.25% | |||
Unsecured Debt | 2030 Senior Unsecured Notes | Senior Guaranteed Notes Series C | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 5.19% | ||||
Maturity Date | 2030-07 | ||||
Long-Term Debt, Gross | $ 100,000 | 100,000 | |||
Unsecured Debt | 2031 Senior Unsecured Public Notes | Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 2.60% | ||||
Maturity Date | 2031-09 | ||||
Long-Term Debt, Gross | $ 375,000 | $ 375,000 | |||
[1] At December 31, 2023 and 2022, a balance of $ 15.0 million and $ 123.5 million was subject to the one-month SOFR of 5.35 % and 4.36 %, respectively. The remaining balances of $ 100 million CAD borrowings were remeasured to $ 75.4 million USD and $ 73.8 million USD at December 31, 2023 and 2022, respectively, and were subject to the one-month CDOR of 5.46 % and 4.74 %, respectively. The Company’s Revolving Credit Facility contains two six-month extension options subject to certain conditions, including the payment of an extension fee equal to 0.0625 % of the revolving commitments At December 31, 2023 and 2022, one-month SOFR was 5.35 % and 4.36 %, respectively. At December 31, 2023, one-month SOFR was 5.35 %. At December 31, 2022, the applicable interest rate was one-month LIBOR of 4.39 % plus 1.00 %. |
Unsecured Credit Agreements -_2
Unsecured Credit Agreements - Summary of Unsecured Credit Agreements (Parenthetical) (Detail) $ in Thousands, $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2023 CAD ($) | ||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 1,919,607 | |||
Unsecured Debt | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 1,831,690 | $ 1,936,569 | ||
Unsecured Debt | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0.0625% | |||
Unsecured Debt | 1 Month LIBOR | 2026 Unsecured Term Loan | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 4.39% | |||
Basis spread on variable rate | 1% | [1],[2] | 1% | |
Unsecured Debt | 1 Month Secured Overnight | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 5.35% | 4.36% | 5.35% | |
Long-term debt | $ 15,000 | $ 123,500 | ||
Unsecured Debt | 1 Month Secured Overnight | 2026 Unsecured Term Loan | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 5.35% | 5.35% | ||
Unsecured Debt | 1 Month Canadian Dollar | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 5.46% | 4.74% | 5.46% | |
Long-term debt | $ 75,400 | $ 73,800 | $ 100 | |
[1] At December 31, 2023 and 2022, one-month SOFR was 5.35 % and 4.36 %, respectively. At December 31, 2023, one-month SOFR was 5.35 %. At December 31, 2022, the applicable interest rate was one-month LIBOR of 4.39 % plus 1.00 %. |
Unsecured Credit Agreements -_3
Unsecured Credit Agreements - Summary of Debt Issuance Cost Amortization (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |||
Debt issuance costs and original issuance discount amortization | $ 3,938 | $ 3,692 | $ 3,854 |
Mortgages - Summary of Mortgage
Mortgages - Summary of Mortgages (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | |||
Debt Instrument [Line Items] | ||||
Long-Term Debt, Gross | $ 1,919,607 | $ 2,034,076 | ||
Mortgages, net | 79,068 | 86,602 | ||
Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Long-Term Debt, Gross | 79,173 | 86,754 | ||
Debt issuance costs, net | $ (105) | (152) | ||
Wilmington Trust National Association, Due February 28 | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Origination Date | [1],[2],[3],[4] | 2019-04 | ||
Maturity Date | [1],[2],[3],[4] | 2028-02 | ||
Debt instrument, interest rate | [1],[2],[3],[4] | 4.92% | ||
Long-Term Debt, Gross | $ 44,207 | 45,516 | [1],[2],[3],[4] | |
Wilmington Trust National Association, Due August 25 | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Origination Date | [1],[2],[3] | 2018-06 | ||
Maturity Date | [1],[2],[3] | 2025-08 | ||
Debt instrument, interest rate | [1],[2],[3] | 4.36% | ||
Long-Term Debt, Gross | $ 18,725 | 19,150 | [1],[2],[3] | |
PNC Bank | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Origination Date | [2],[3] | 2016-10 | ||
Maturity Date | [2],[3] | 2026-11 | ||
Debt instrument, interest rate | [2],[3] | 3.62% | ||
Long-Term Debt, Gross | $ 16,241 | 16,675 | [2],[3] | |
Aegon | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Origination Date | [3] | 2012-04 | ||
Maturity Date | [3] | 2023-10 | ||
Debt instrument, interest rate | [3] | 6.38% | ||
Long-Term Debt, Gross | $ 0 | $ 5,413 | [3] | |
[1] Debt secured by guaranty of the OP. Debt secured by related rental property and lease rents. Mortgage was assumed as part of the acquisition of the related property. The debt was recorded at fair value at the time of assumption. |
Mortgages - Additional Informat
Mortgages - Additional Information (Detail) $ in Millions | Dec. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
Investment in rental property pledges as collateral | $ 120.5 |
Mortgages - Schedule of Estimat
Mortgages - Schedule of Estimated Future Principal Payments (Detail) $ in Thousands | Dec. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 2,260 |
2025 | 20,195 |
2026 | 507,277 |
2027 | 351,596 |
2028 | 263,277 |
Thereafter | 775,002 |
Long-term Debt | $ 1,919,607 |
Interest Rate Swaps - Summary o
Interest Rate Swaps - Summary of Interest-rate Swap Agreements (Detail) $ in Thousands, $ in Millions | 12 Months Ended | ||||
Dec. 31, 2023 USD ($) | Dec. 31, 2023 CAD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2022 CAD ($) | ||
Derivative [Line Items] | |||||
Weighted Average Fixed Rate | 5.33% | 5.33% | |||
Notional Amount | $ 20 | $ 40 | |||
Interest Rate Swap | |||||
Derivative [Line Items] | |||||
Derivative, Fixed rate | 3.73% | 3.73% | |||
Weighted Average Fixed Rate | 2.28% | 2.28% | |||
Notional Amount | $ 975,435 | $ 973,822 | |||
Fair Value | $ 46,096 | 63,390 | |||
Interest Rate Swap | Wells Fargo Bank One | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2024-10 | ||||
Derivative, Fixed rate | 2.72% | 2.72% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 15,000 | 15,000 | |||
Fair Value | $ 255 | 477 | |||
Interest Rate Swap | Capital One, National Association One | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2024-12 | ||||
Derivative, Fixed rate | 1.58% | 1.58% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 15,000 | 15,000 | |||
Fair Value | $ 445 | 815 | |||
Interest Rate Swap | Regions Bank | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2032-03 | ||||
Derivative, Fixed rate | 2.69% | 2.69% | |||
Variable Rate Index | [1] | one-month CDOR | |||
Notional Amount | [2] | $ 15,087 | 14,764 | ||
Fair Value | $ 677 | 1,092 | |||
Interest Rate Swap | Truist Financial Corporation One | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2025-04 | ||||
Derivative, Fixed rate | 2.20% | 2.20% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 734 | 1,169 | |||
Interest Rate Swap | Bank of Montreal One | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2025-01 | ||||
Derivative, Fixed rate | 1.91% | 1.91% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 713 | 1,239 | |||
Interest Rate Swap | Wells Fargo Bank Two | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2027-04 | ||||
Derivative, Fixed rate | 2.72% | 2.72% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 806 | 1,129 | |||
Interest Rate Swap | Capital One, National Association Two | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2026-01 | ||||
Derivative, Fixed rate | 2.08% | 2.08% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 35,000 | 35,000 | |||
Fair Value | $ 1,389 | 2,007 | |||
Interest Rate Swap | Bank of Montreal Two | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2025-07 | ||||
Derivative, Fixed rate | 2.32% | 2.32% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 768 | 1,162 | |||
Interest Rate Swap | Truist Financial Corporation Two | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2025-07 | ||||
Derivative, Fixed rate | 1.99% | 1.99% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 888 | 1,358 | |||
Interest Rate Swap | Bank of Montreal Three | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2026-01 | ||||
Derivative, Fixed rate | 1.92% | 1.92% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 1,071 | 1,547 | |||
Interest Rate Swap | Truist Financial Corporation Three | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2025-12 | ||||
Derivative, Fixed rate | 2.30% | 2.30% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 887 | 1,279 | |||
Interest Rate Swap | Truist Financial Corporation Four | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2026-01 | ||||
Derivative, Fixed rate | 1.93% | 1.93% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 1,067 | 1,542 | |||
Interest Rate Swap | Bank of Montreal Four | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2026-01 | ||||
Derivative, Fixed rate | 2.05% | 2.05% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 40,000 | 40,000 | |||
Fair Value | $ 1,615 | 2,332 | |||
Interest Rate Swap | Bank of Montreal Five | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2026-12 | ||||
Derivative, Fixed rate | 2.33% | 2.33% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 10,000 | 10,000 | |||
Fair Value | $ 423 | 584 | |||
Interest Rate Swap | Capital One, National Association Three | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2026-04 | ||||
Derivative, Fixed rate | 2.68% | 2.68% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 15,000 | 15,000 | |||
Fair Value | $ 439 | 625 | |||
Interest Rate Swap | Capital One, National Association Four | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2026-07 | ||||
Derivative, Fixed rate | 1.32% | 1.32% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 35,000 | 35,000 | |||
Fair Value | $ 2,186 | 3,042 | |||
Interest Rate Swap | Capital One, National Association Five | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2027-12 | ||||
Derivative, Fixed rate | 2.37% | 2.37% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 1,197 | 1,605 | |||
Interest Rate Swap | Bank of Montreal Six | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2026-12 | ||||
Derivative, Fixed rate | 1.99% | 1.99% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 1,299 | 1,773 | |||
Interest Rate Swap | Bank of Montreal Seven | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2027-12 | ||||
Derivative, Fixed rate | 2.37% | 2.37% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 1,215 | 1,628 | |||
Interest Rate Swap | Wells Fargo Bank Three | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2028-01 | ||||
Derivative, Fixed rate | 2.37% | 2.37% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 75,000 | 75,000 | |||
Fair Value | $ 3,632 | 4,854 | |||
Interest Rate Swap | Bank of Montreal Eight | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2029-05 | ||||
Derivative, Fixed rate | 2.09% | 2.09% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 1,835 | 2,295 | |||
Interest Rate Swap | Bank of Montreal Nine | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2034-03 | ||||
Derivative, Fixed rate | 2.81% | 2.81% | |||
Variable Rate Index | [1] | one-month CDOR | |||
Notional Amount | [3] | $ 30,174 | 29,530 | ||
Fair Value | $ 1,410 | 2,424 | |||
Interest Rate Swap | Regions Bank One | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2029-05 | ||||
Derivative, Fixed rate | 2.11% | 2.11% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 1,801 | 2,244 | |||
Interest Rate Swap | Regions Bank Two | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2029-06 | ||||
Derivative, Fixed rate | 2.03% | 2.03% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 1,900 | 2,357 | |||
Interest Rate Swap | U.S. Bank National Association | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2029-06 | ||||
Derivative, Fixed rate | 2.03% | 2.03% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 1,908 | 2,377 | |||
Interest Rate Swap | U S Bank National Association One | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2029-08 | ||||
Derivative, Fixed rate | 2.65% | 2.65% | |||
Variable Rate Index | [1] | one-month SOFR | |||
Notional Amount | $ 15,000 | 15,000 | |||
Fair Value | $ 618 | 826 | |||
Interest Rate Swap | U S Bank National Association Two | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2029-08 | ||||
Derivative, Fixed rate | 2.58% | 2.58% | |||
Variable Rate Index | [1] | one-month SOFR | |||
Notional Amount | $ 100,000 | 100,000 | |||
Fair Value | $ 4,427 | 5,861 | |||
Interest Rate Swap | US Bank National Association Three | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2029-08 | ||||
Derivative, Fixed rate | 1.35% | 1.35% | |||
Variable Rate Index | [1] | daily compounded SOFR | |||
Notional Amount | $ 25,000 | 25,000 | |||
Fair Value | $ 2,828 | 3,419 | |||
Interest Rate Swap | Us Bank National Association Four Member | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2032-03 | ||||
Derivative, Fixed rate | 2.70% | 2.70% | |||
Variable Rate Index | [1] | one-month CDOR | |||
Notional Amount | [2] | $ 15,087 | 14,764 | ||
Fair Value | $ 678 | 1,107 | |||
Interest Rate Swap | Toronto-Dominion Bank | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2027-03 | ||||
Derivative, Fixed rate | 2.46% | 2.46% | |||
Variable Rate Index | [1] | one-month CDOR | |||
Notional Amount | [2] | $ 15,087 | 14,764 | ||
Fair Value | $ 572 | 765 | |||
Interest Rate Swap | Toronto Dominion Bank One Member | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2029-08 | ||||
Derivative, Fixed rate | 2.58% | 2.58% | |||
Variable Rate Index | [1] | one-month SOFR | |||
Notional Amount | $ 45,000 | 45,000 | |||
Fair Value | $ 2,021 | 2,674 | |||
Interest Rate Swap | Regions Bank Three | |||||
Derivative [Line Items] | |||||
Derivative, Maturity date | 2029-08 | ||||
Derivative, Fixed rate | 2.58% | 2.58% | |||
Variable Rate Index | [1] | one-month SOFR | |||
Notional Amount | $ 100,000 | 100,000 | |||
Fair Value | $ 4,392 | $ 5,782 | |||
[1] Prior to the cessation of LIBOR on July 1, 2023, the variable rate index for daily compounded SOFR based swaps was one-month LIBOR. The contractual notional amount is $ 20.0 million CAD. The contractual notional amount is $ 40.0 million CAD. |
Interest Rate Swaps - Summary_2
Interest Rate Swaps - Summary of Interest-rate Swap Agreements (Parenthetical) (Detail) $ in Thousands, $ in Millions | Dec. 31, 2023 USD ($) | Dec. 31, 2023 CAD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2022 CAD ($) |
Derivative [Line Items] | ||||
Contractual notional amount | $ 20 | $ 40 | ||
Interest Rate Swap | ||||
Derivative [Line Items] | ||||
Contractual notional amount | $ 975,435 | $ 973,822 |
Interest Rate Swaps - Total Amo
Interest Rate Swaps - Total Amounts Recognized and Location of Gain (Loss) in Consolidated Statement of Income and Comprehensive Income (Loss), from Converting from Variable Rates to Fixed Rates (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Derivative [Line Items] | |||
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration] | Total Interest Expense Presented in the Consolidated Statements of Income and Comprehensive Income | Total Interest Expense Presented in the Consolidated Statements of Income and Comprehensive Income | Total Interest Expense Presented in the Consolidated Statements of Income and Comprehensive Income |
Total Interest Expense Presented in the Consolidated Statements of Income and Comprehensive Income | $ 80,053 | $ 78,652 | $ 64,146 |
Interest Rate Swap | |||
Derivative [Line Items] | |||
Amount of (Loss) Gain Recognized in Accumulated Other Comprehensive Loss | (17,293) | 90,560 | 39,353 |
Reclassification from Accumulated Other Comprehensive Loss, Amount of (Loss) Gain | 25,679 | (4,453) | (16,136) |
Total Interest Expense Presented in the Consolidated Statements of Income and Comprehensive Income | $ 80,053 | $ 78,652 | $ 64,146 |
Interest Rate Swaps - Additiona
Interest Rate Swaps - Additional Information (Detail) $ in Millions | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Derivative [Line Items] | |
Weighted Average Fixed Rate | 5.33% |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax, Total | $ 23.6 |
Interest Rate Swap | |
Derivative [Line Items] | |
Weighted Average Fixed Rate | 2.28% |
Derivative, Fixed rate | 3.73% |
Aggregate termination value | $ 5.6 |
Interest rate swaps expected to be reclassified - (loss) | $ 5.6 |
Non-Controlling Interests - Add
Non-Controlling Interests - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Noncontrolling Interest [Line Items] | |||
Properties contributed as part of UPREIT transactions, value | $ 0 | $ 0 | $ 0 |
Properties contributed as part of UPREIT transactions, value, net of debt assumed | $ 128,700 | $ 128,700 | |
OP units, issued | 5,868,654 | 5,939,680 | 6,058,080 |
OP Units outstanding | 3,059,082 | 4,265,126 | 4,265,126 |
Number of OP units issued during period | 1,859,257 | ||
Broadstone Net Lease, LLC | |||
Noncontrolling Interest [Line Items] | |||
Percentage of economic interests owned by non-controlling interests | 4.50% | 5.20% | 6% |
Non-Controlling Interests - Sch
Non-Controlling Interests - Schedule of OP Units Exchanged for Shares of Common Stock (Detail) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Noncontrolling Interest [Line Items] | |||
Value of units exchanged | $ 21,235 | $ 1,926 | $ 46,968 |
Common Stock | |||
Noncontrolling Interest [Line Items] | |||
OP Units exchanged for shares of common stock | 1,277 | 118 | 2,935 |
Additional Paid-in Capital | |||
Noncontrolling Interest [Line Items] | |||
Value of units exchanged | $ 21,235 | $ 1,926 | $ 14,206 |
Credit Risk Concentrations - Ad
Credit Risk Concentrations - Additional Information (Detail) - Customer | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Concentration Risk [Line Items] | |||
Lease revenue, net, percentage | 10% | 10% | 10% |
Number of tenants or common franchises | 0 | 0 | 0 |
Equity - Additional Information
Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||||
Dec. 28, 2022 | Aug. 31, 2022 | Jun. 28, 2021 | Sep. 21, 2020 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Equity [Line Items] | |||||||
Net proceeds from issuance of common stock | $ (180) | $ 495,566 | $ 280,356 | ||||
Common stock, voting rights | one vote per share | ||||||
Preferred stock, shares issued | 0 | 0 | |||||
Preferred stock, shares outstanding | 0 | 0 | |||||
Stock Repurchase Program, Authorized Amount | $ 150,000 | ||||||
Common Stock | |||||||
Equity [Line Items] | |||||||
Issuance of shares of common stock, shares | 13,000,000 | 13,000,000 | 23,682,000 | 13,910,000 | |||
Offering price | $ 21.35 | ||||||
Net proceeds from issuance of common stock | $ 272,600 | ||||||
Maximum | Common Stock | |||||||
Equity [Line Items] | |||||||
Gross Sale Price | 400,000 | ||||||
IPO | |||||||
Equity [Line Items] | |||||||
Issuance of shares of common stock, shares | 37,000,000 | ||||||
Underwriting discounts and commissions | 3,400 | ||||||
Payments of Stock Issuance Costs | $ 600 | ||||||
ATM | |||||||
Equity [Line Items] | |||||||
Common stock with an aggregate sales price | $ 145,400 | ||||||
VWAP Earnout | Common Stock | |||||||
Equity [Line Items] | |||||||
Issuance of shares of common stock, shares | 1,088,977 | ||||||
Follow-on equity offering | |||||||
Equity [Line Items] | |||||||
Issuance of shares of common stock, shares | 11,500,000 | ||||||
Offering price | $ 23 | ||||||
Underwriting discounts and commissions | $ 10,600 | ||||||
Other equity offering expenses | 400 | ||||||
Net proceeds from issuance of common stock | $ 253,500 |
Equity - Summary of Redemptions
Equity - Summary of Redemptions under Company's Share Redemption Program (Detail) - ATM - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Equity [Line Items] | ||
Number of common shares issued | 0 | 10,471 |
Weighted average sale price per share | $ 0 | $ 21.66 |
Net proceeds | $ 0 | $ 222,893 |
Gross proceeds | $ 0 | $ 226,483 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Restricted Stock Awards | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period | 312,000 | 181,000 | 202,000 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 17.5 | $ 21.43 | $ 18.7 |
Unrecognized compensation costs | $ 5 | ||
Weighted average amortization period (in years) | 2 years 4 months 24 days | ||
Performance-based Restricted Stock Units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period | 186,000 | 124,000 | 132,000 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 23.78 | $ 27.93 | $ 24.4 |
Unrecognized compensation costs | $ 3.8 | ||
Weighted average amortization period (in years) | 2 years | ||
2020 Equity Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 17.5 | $ 21.43 | $ 18.66 |
2020 Equity Incentive Plan | Restricted Stock Awards | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period | 311,583 | 181,244 | 199,430 |
2020 Equity Incentive Plan | Performance-based Restricted Stock Units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period | 186,481 | 124,024 | 132,189 |
Non-vested share awards percentage | 50% | ||
Vesting percentage payout schedule can produce | 100% | ||
Performance period | 3 years | ||
Percentage as rTSR of peer group | 55% | ||
2020 Equity Incentive Plan | Performance-based Restricted Stock Units | Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting percentage payout schedule can produce | 200% | ||
2020 Equity Incentive Plan | Performance-based Restricted Stock Units | Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting percentage payout schedule can produce | 0% | ||
2020 Equity Incentive Plan | Tranche One | Restricted Stock Awards | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Award vesting period | 1 year | ||
2020 Equity Incentive Plan | Tranche Two | Restricted Stock Awards | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
2020 Equity Incentive Plan | Tranche Three | Restricted Stock Awards | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Award vesting period | 4 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of RSAs (Detail) - Restricted Stock Awards - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Compensation cost | $ 4,437 | $ 3,469 | $ 3,926 |
Dividends declared on unvested RSAs | 560 | 419 | 394 |
Fair value of shares vested during the period | 3,384 | $ 3,209 | $ 3,296 |
Unrecognized compensation costs | $ 5,000 | ||
Weighted average amortization period (in years) | 2 years 4 months 24 days |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of RSA Activity (Detail) - Restricted Stock Awards - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of Shares, Unvested at beginning of period | 396 | 372 | 341 |
Number of Shares, Granted | 312 | 181 | 202 |
Number of shares of restricted stock vested | (193) | (147) | (164) |
Number of Shares, Forfeited | (23) | (10) | (7) |
Number of Shares, Unvested at end of period | 492 | 396 | 372 |
Weighted Average Grant Date Fair Value per Share, Unvested at beginning of period | $ 20.36 | $ 19.62 | $ 20.5 |
Weighted Average Grant Date Fair Value per Share, Granted | 17.5 | 21.43 | 18.7 |
Weighted Average Grant Date Fair Value per Share, Vested | 20.33 | 19.8 | 20.15 |
Weighted Average Grant Date Fair Value per Share, Forfeited | 18.79 | 20.24 | 19.4 |
Weighted Average Grant Date Fair Value per Share, Unvested at end of period | $ 18.63 | $ 20.36 | $ 19.62 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of PRSUs (Detail) - Performance-based Restricted Stock Units - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Compensation cost | $ 1,922 | $ 1,847 | $ 743 |
Unamortized value of PRSUs | $ 3,800 | ||
Weighted average amortization period (in years) | 2 years |
Stock-Based Compensation - Su_4
Stock-Based Compensation - Summary of PRSU Activity (Detail) - Performance-based Restricted Stock Units - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Number of Shares, Unvested at beginning of period | 233 | 110 | 0 |
Number of Shares, Granted | 186 | 124 | 132 |
Number of Shares, Vested | 0 | 0 | 0 |
Number of Shares, Forfeited | (68) | (1) | (22) |
Number of Shares, Unvested at end of period | 351 | 233 | 110 |
Weighted Average Grant Date Fair Value per Share, Unvested at beginning of period | $ 26.27 | $ 24.4 | $ 0 |
Weighted Average Grant Date Fair Value per Share, Granted | 23.78 | 27.93 | 24.4 |
Weighted Average Grant Date Fair Value per Share, Vested | 0 | 0 | 0 |
Weighted Average Grant Date Fair Value per Share, Forfeited | 26.48 | 27.93 | 24.4 |
Weighted Average Grant Date Fair Value per Share, Unvested at end of period | $ 24.9 | $ 26.27 | $ 24.4 |
Earnings per Share - Summary of
Earnings per Share - Summary of Components used in Calculation of Basic and Diluted Earnings per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Basic earnings: | ||||
Net Income (Loss) | $ 155,478 | $ 122,115 | $ 102,426 | |
Less: earnings allocated to unvested restricted shares | (560) | (419) | (394) | |
Net earnings used to compute basic earnings per common share | 154,918 | 121,696 | 102,032 | |
Diluted earnings: | ||||
Net earnings used to compute basic earnings per share | 154,918 | 121,696 | 102,032 | |
Net earnings attributable to non-controlling interests | 7,834 | 7,360 | 7,102 | |
Net earnings used to compute diluted earnings per common share | $ 162,752 | $ 129,056 | $ 109,134 | |
Weighted Average Number of Common Shares Outstanding | 187,101 | 170,225 | 153,425 | |
Less: weighted average unvested restricted shares | [1] | (484) | (385) | (368) |
Weighted average number of common shares outstanding used in basic earnings per common share | 186,617 | 169,840 | 153,057 | |
Effects of restricted stock units | [2] | 291 | 96 | 172 |
Effects of convertible membership units | [3] | 9,407 | 10,265 | 10,741 |
Weighted average number of common shares outstanding used in diluted earnings per common share | 196,315 | 180,201 | 163,970 | |
Basic earnings per share | $ 0.83 | $ 0.72 | $ 0.67 | |
Diluted earnings per share | $ 0.83 | $ 0.72 | $ 0.67 | |
[1] Represents the weighted average effects of 492,046 , 396,383, and 372,150 unvested restricted shares of common stock as of December 31, 2023, 2022, and 2021 , respectively, which will be excluded from the computation of earnings per share until they vest R epresents the weighted average effects of shares of common stock to be issued as though the end of the period were the end of the performance period (see Note 15). Represents the weighted average effects of 8,927,736 , 10,204,806 , and 10,323,206 OP Units outstanding at December 31, 2023, 2022, and 2021 , respectively. |
Earnings per Share - Summary _2
Earnings per Share - Summary of Components used in Calculation of Basic and Diluted Earnings per Share (Parenthetical) (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |||
Unvested restricted shares of common stock | 372,150 | 396,383 | 492,046 |
Weighted average effects of OP Units outstanding | 8,927,736 | 10,204,806 | 10,323,206 |
Income Taxes - Schedule of Dist
Income Taxes - Schedule of Distributions Characterized as Ordinary Dividends Capital Gain and Nontaxable (Detail) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Ordinary dividends | 70% | 68% | 61% |
Capital gain distributions | 21% | 2% | 0% |
Return of capital distributions | 9% | 30% | 39% |
Percentage of distributions paid to stockholders | 100% | 100% | 100% |
Supplemental Cash Flow Disclo_2
Supplemental Cash Flow Disclosures - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Supplemental Cash Flow Elements [Line Items] | ||||
Cash paid for interest | $ 77,100 | $ 72,000 | $ 57,300 | |
Cash paid for state income, franchise, and foreign taxes | 300 | 400 | 600 | |
Business Combination, Contingent Consideration, Liability | 0 | $ 7,509 | ||
Stock Issued During Period, Value, Conversion of Units | $ 21,235 | $ 1,926 | $ 46,968 | |
Number of OP units exchanged | 1,277,070 | 118,400 | 2,934,489 | |
Dividend declared and accrued but not yet paid | $ 56,900 | $ 54,500 | $ 45,900 | |
Adjustment of non-controlling interests | 500 | 6,300 | 32,200 | |
Right-of-use assets | 8,476 | 3,200 | ||
Lease liabilities | 8,256 | 2,772 | ||
Additional Paid-in Capital | ||||
Supplemental Cash Flow Elements [Line Items] | ||||
Stock Issued During Period, Value, Conversion of Units | 21,235 | 1,926 | 14,206 | |
Non-controlling Interests | ||||
Supplemental Cash Flow Elements [Line Items] | ||||
Stock Issued During Period, Value, Conversion of Units | $ (21,235) | $ (1,926) | $ (14,206) | |
Common Stock and OP Units | ||||
Supplemental Cash Flow Elements [Line Items] | ||||
Stock Issued During Period, Shares, Conversion of Units | 1,277,070 | 118,400 | 2,934,489 | |
Stock Issued During Period, Value, Conversion of Units | $ 21,200 | $ 1,900 | $ 47,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | Dec. 31, 2023 USD ($) |
Loss Contingencies [Line Items] | |
Potential liability due to taxable sales of applicable properties | $ 20.4 |
Property and Acquisition Commitment fund | $ 111 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Feb. 16, 2024 | Jan. 12, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Subsequent Event [Line Items] | |||||
Gain on sale of real estate | $ 54,310 | $ 15,953 | $ 13,523 | ||
Gain (Loss) on Termination of Lease | 7,500 | 2,500 | 33,500 | ||
Lease Termination Impact [Member] | |||||
Subsequent Event [Line Items] | |||||
Gain on sale of real estate | 25,700 | ||||
Gain (Loss) on Termination of Lease | 4,000 | ||||
Proceeds from Sale of Property | 16,000 | ||||
Revolving Credit Facility | |||||
Subsequent Event [Line Items] | |||||
Repayments of Debt | 18,500 | ||||
Proceeds from Issuance of Debt | 32,500 | ||||
Real Estate [Member] | |||||
Subsequent Event [Line Items] | |||||
Additional selling expense | $ 5,113 | $ 1,586 | $ 3,918 | ||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Distribution paid | $ 56,000 | ||||
Quarterly distribution per share | $ 0.285 | ||||
Quarterly distribution payable date | Apr. 15, 2024 | ||||
Quarterly distribution date of record | Mar. 29, 2024 | ||||
Dividends payable declared date | Feb. 16, 2024 |
Summary of Significant Accou_13
Summary of Significant Accounting Policies - Summary of Impact of Simultaneous Transactions (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||
Lease termination fee income | $ 7,500 | $ 2,500 | $ 33,500 |
Total Lease revenues, net | 442,888 | 407,513 | 382,876 |
Amortization expense | 900 | 8,500 | 3,800 |
Loss on sale of properties | 54,310 | 15,953 | 13,523 |
Lease Termination Impact | |||
Finite-Lived Intangible Assets [Line Items] | |||
Lease termination fee income | 4,000 | ||
Loss on sale of properties | 25,700 | ||
Above Market and Below Market Leases | Lease Revenues, Net | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | 5,859 | 4,822 | 3,264 |
Acquired In-Place Leases | Depreciation and Amortization | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 34,487 | $ 40,090 | $ 32,857 |
Schedule III - Real Estate As_2
Schedule III - Real Estate Assets and Accumulated Depreciation (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Encumbrance | [1] | $ 79,172 | ||||
Initial Costs to Company, Land | [1],[2] | 760,421 | ||||
Initial Costs to Company, Buildings and Improvements | [1],[2] | 4,089,734 | ||||
Costs Capitalized Subsequent to Acquisition, Land | [1] | 5,410 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | [1] | 128,095 | ||||
Gross Amount at Which Carried at Close of Period, Land | [1] | 765,831 | ||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | [1] | 4,217,829 | ||||
Total | 4,983,660 | [1],[3] | $ 5,008,230 | $ 4,205,191 | $ 3,704,488 | |
Accumulated Depreciation | 626,597 | [1] | $ 533,965 | $ 430,141 | $ 349,977 | |
Industrial Property | Manufacturing | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | 131,548 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 647,751 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 14,020 | |||||
Gross Amount at Which Carried at Close of Period, Land | 131,548 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 661,771 | |||||
Total | [3] | 793,319 | ||||
Accumulated Depreciation | $ 92,248 | |||||
Date Acquired | 2011-2023 | |||||
Industrial Property | Manufacturing | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Industrial Property | Manufacturing | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Industrial Property | Distribution & Warehouse | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 89,157 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 573,064 | ||||
Costs Capitalized Subsequent to Acquisition, Land | 4,511 | |||||
Costs Capitalized Subsequent to Acquisition, Improvements | 19,859 | |||||
Gross Amount at Which Carried at Close of Period, Land | 93,668 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 592,923 | |||||
Total | [3] | 686,591 | ||||
Accumulated Depreciation | $ 76,225 | |||||
Date Acquired | 2012-2022 | |||||
Industrial Property | Distribution & Warehouse | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Industrial Property | Distribution & Warehouse | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Industrial Property | Food Processing | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 49,322 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 529,669 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 51,842 | |||||
Gross Amount at Which Carried at Close of Period, Land | 49,322 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 581,511 | |||||
Total | [3] | 630,833 | ||||
Accumulated Depreciation | $ 51,899 | |||||
Date Acquired | 2012-2022 | |||||
Industrial Property | Food Processing | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Industrial Property | Food Processing | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Industrial Property | Flex and R&D | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Encumbrance | $ 44,206 | |||||
Initial Costs to Company, Land | [2] | 53,961 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 138,299 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 4 | |||||
Gross Amount at Which Carried at Close of Period, Land | 53,961 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 138,303 | |||||
Total | [3] | 192,264 | ||||
Accumulated Depreciation | $ 24,183 | |||||
Date Acquired | 2013-2019 | |||||
Industrial Property | Flex and R&D | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Industrial Property | Flex and R&D | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Industrial Property | Cold Storage | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Encumbrance | $ 18,725 | |||||
Initial Costs to Company, Land | [2] | 10,610 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 118,474 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 42 | |||||
Gross Amount at Which Carried at Close of Period, Land | 10,610 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 118,516 | |||||
Total | [3] | 129,126 | ||||
Accumulated Depreciation | $ 20,638 | |||||
Date Acquired | 2017-2023 | |||||
Industrial Property | Cold Storage | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 7 years | |||||
Industrial Property | Cold Storage | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Industrial Property | Services | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 58,731 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 74,062 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 3,680 | |||||
Gross Amount at Which Carried at Close of Period, Land | 58,731 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 77,742 | |||||
Total | [3] | 136,473 | ||||
Accumulated Depreciation | $ 9,504 | |||||
Date Acquired | 2013-2023 | |||||
Industrial Property | Services | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Industrial Property | Services | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Industrial Property | Untenanted | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 1,048 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 7,545 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 1 | |||||
Gross Amount at Which Carried at Close of Period, Land | 1,048 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 7,546 | |||||
Total | [3] | 8,594 | ||||
Accumulated Depreciation | $ 1,492 | |||||
Date Acquired | 2017 | |||||
Industrial Property | Untenanted | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Industrial Property | Untenanted | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Healthcare Properties | Clinical | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 32,857 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 279,802 | ||||
Costs Capitalized Subsequent to Acquisition, Land | 557 | |||||
Costs Capitalized Subsequent to Acquisition, Improvements | 10,566 | |||||
Gross Amount at Which Carried at Close of Period, Land | 33,414 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 290,368 | |||||
Total | [3] | 323,782 | ||||
Accumulated Depreciation | $ 62,853 | |||||
Date Acquired | 2010-2022 | |||||
Healthcare Properties | Clinical | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 7 years | |||||
Healthcare Properties | Clinical | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Healthcare Properties | Healthcare Services | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 17,995 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 119,986 | ||||
Costs Capitalized Subsequent to Acquisition, Land | (145) | |||||
Costs Capitalized Subsequent to Acquisition, Improvements | 832 | |||||
Gross Amount at Which Carried at Close of Period, Land | 17,850 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 120,818 | |||||
Total | [3] | 138,668 | ||||
Accumulated Depreciation | $ 14,927 | |||||
Date Acquired | 2009-2022 | |||||
Healthcare Properties | Healthcare Services | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Healthcare Properties | Healthcare Services | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Healthcare Properties | Animal Health Services | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 15,943 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 111,107 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | (144) | |||||
Gross Amount at Which Carried at Close of Period, Land | 15,943 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 110,963 | |||||
Total | [3] | 126,906 | ||||
Accumulated Depreciation | $ 17,634 | |||||
Date Acquired | 2015-2021 | |||||
Healthcare Properties | Animal Health Services | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Healthcare Properties | Animal Health Services | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Healthcare Properties | Surgical | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 9,942 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 117,006 | ||||
Costs Capitalized Subsequent to Acquisition, Land | 290 | |||||
Costs Capitalized Subsequent to Acquisition, Improvements | 135 | |||||
Gross Amount at Which Carried at Close of Period, Land | 10,232 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 117,141 | |||||
Total | [3] | 127,373 | ||||
Accumulated Depreciation | $ 22,823 | |||||
Date Acquired | 2014-2021 | |||||
Healthcare Properties | Surgical | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Healthcare Properties | Surgical | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Healthcare Properties | Life Science | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 10,306 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 78,056 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 1,327 | |||||
Gross Amount at Which Carried at Close of Period, Land | 10,306 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 79,383 | |||||
Total | [3] | 89,689 | ||||
Accumulated Depreciation | $ 17,246 | |||||
Date Acquired | 2011-2018 | |||||
Healthcare Properties | Life Science | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Healthcare Properties | Life Science | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Restaurant Properties | Quick Service Restaurants | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 50,424 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 238,984 | ||||
Costs Capitalized Subsequent to Acquisition, Land | 197 | |||||
Costs Capitalized Subsequent to Acquisition, Improvements | 3,167 | |||||
Gross Amount at Which Carried at Close of Period, Land | 50,621 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 242,151 | |||||
Total | [3] | 292,772 | ||||
Accumulated Depreciation | $ 55,126 | |||||
Date Acquired | 2009-2023 | |||||
Restaurant Properties | Quick Service Restaurants | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Restaurant Properties | Quick Service Restaurants | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Restaurant Properties | Casual Dining | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 75,431 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 269,079 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 12 | |||||
Gross Amount at Which Carried at Close of Period, Land | 75,431 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 269,091 | |||||
Total | [3] | 344,522 | ||||
Accumulated Depreciation | $ 46,392 | |||||
Date Acquired | 2011-2022 | |||||
Restaurant Properties | Casual Dining | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Restaurant Properties | Casual Dining | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Retail | General Merchandise | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Encumbrance | $ 16,241 | |||||
Initial Costs to Company, Land | [2] | 80,669 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 294,923 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 156 | |||||
Gross Amount at Which Carried at Close of Period, Land | 80,669 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 295,079 | |||||
Total | [3] | 375,748 | ||||
Accumulated Depreciation | $ 28,352 | |||||
Date Acquired | 2016-2022 | |||||
Retail | General Merchandise | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Retail | General Merchandise | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Retail | Automotive | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 31,813 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 117,973 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 73 | |||||
Gross Amount at Which Carried at Close of Period, Land | 31,813 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 118,046 | |||||
Total | [3] | 149,859 | ||||
Accumulated Depreciation | $ 23,047 | |||||
Date Acquired | 2014-2022 | |||||
Retail | Automotive | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 7 years | |||||
Retail | Automotive | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Retail | Home Furnishings | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 3,625 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 90,644 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 981 | |||||
Gross Amount at Which Carried at Close of Period, Land | 3,625 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 91,625 | |||||
Total | [3] | 95,250 | ||||
Accumulated Depreciation | $ 16,820 | |||||
Date Acquired | 2017-2018 | |||||
Retail | Home Furnishings | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Retail | Home Furnishings | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Retail | Child Care | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 1,263 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 8,804 | ||||
Gross Amount at Which Carried at Close of Period, Land | 1,263 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 8,804 | |||||
Total | [3] | 10,067 | ||||
Accumulated Depreciation | $ 249 | |||||
Date Acquired | 2022-2023 | |||||
Retail | Child Care | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Retail | Child Care | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Office Properties | Untenanted | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 188 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 3,147 | ||||
Gross Amount at Which Carried at Close of Period, Land | 188 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 3,147 | |||||
Total | [3] | 3,335 | ||||
Accumulated Depreciation | $ 255 | |||||
Date Acquired | 2010 | |||||
Office Properties | Untenanted | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Office Properties | Untenanted | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Office Properties | Corporate Headquarters | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 7,554 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 70,395 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 2,222 | |||||
Gross Amount at Which Carried at Close of Period, Land | 7,554 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 72,617 | |||||
Total | [3] | 80,171 | ||||
Accumulated Depreciation | $ 13,356 | |||||
Date Acquired | 2012-2022 | |||||
Office Properties | Corporate Headquarters | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Office Properties | Corporate Headquarters | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Office Properties | Strategic Operations | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 7,864 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 92,282 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 9,092 | |||||
Gross Amount at Which Carried at Close of Period, Land | 7,864 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 101,374 | |||||
Total | [3] | 109,238 | ||||
Accumulated Depreciation | $ 21,162 | |||||
Date Acquired | 2016-2018 | |||||
Office Properties | Strategic Operations | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 7 years | |||||
Office Properties | Strategic Operations | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Office Properties | Call Center | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | [2] | $ 2,870 | ||||
Initial Costs to Company, Buildings and Improvements | [2] | 30,855 | ||||
Costs Capitalized Subsequent to Acquisition, Improvements | 10,228 | |||||
Gross Amount at Which Carried at Close of Period, Land | 2,870 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 41,083 | |||||
Total | [3] | 43,953 | ||||
Accumulated Depreciation | $ 10,166 | |||||
Date Acquired | 2014-2019 | |||||
Office Properties | Call Center | Minimum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 15 years | |||||
Office Properties | Call Center | Maximum | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Life on Which Depreciation is Computed (Years) | 39 years | |||||
Office Properties | Acquisitions in Process | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Buildings and Improvements | [2],[4] | $ 163 | ||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | [4] | 163 | ||||
Total | [3],[4] | 163 | ||||
Office Properties | Property under Development | ||||||
Real Estate And Accumulated Depreciation [Line Items] | ||||||
Initial Costs to Company, Land | 17,300 | |||||
Initial Costs to Company, Buildings and Improvements | 77,664 | |||||
Costs Capitalized Subsequent to Acquisition, Improvements | 17,300 | |||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 77,664 | |||||
Total | $ 94,964 | |||||
[1] This schedule excludes properties subject to leases that are classified as direct financing leases, sales-type leases, as well as the value of right-of-use assets recorded on certain of the properties where the Company is lessee under a ground lease. The initial cost to the Company represents the original purchase price of the property (see Note 5). The aggregate cost of real estate owned as of December 31, 2023 for U.S. federal income tax purposes was approximately $ 5.1 billion. Acquisition costs in progress represents costs incurred during the year ended December 31, 2023 related to asset acquisitions expected to close during the year ended December 31, 2024. |
Schedule III - Real Estate As_3
Schedule III - Real Estate Assets and Accumulated Depreciation (Parenthetical) (Detail) $ in Billions | Dec. 31, 2023 USD ($) |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
Aggregate cost of real estate owned | $ 5.1 |
Schedule III - Change in Real E
Schedule III - Change in Real Estate Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract] | ||||
Balance, beginning of period | $ 5,008,230 | $ 4,205,191 | $ 3,704,488 | |
Acquisitions, developments, and improvements | 167,089 | 929,972 | 613,646 | |
Dispositions | (154,907) | (118,028) | (109,761) | |
Impairment | (36,752) | (8,905) | (3,182) | |
Balance, end of period | $ 4,983,660 | [1],[2] | $ 5,008,230 | $ 4,205,191 |
[1] The aggregate cost of real estate owned as of December 31, 2023 for U.S. federal income tax purposes was approximately $ 5.1 billion. This schedule excludes properties subject to leases that are classified as direct financing leases, sales-type leases, as well as the value of right-of-use assets recorded on certain of the properties where the Company is lessee under a ground lease. |
Schedule III - Change in Accumu
Schedule III - Change in Accumulated Depreciation (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract] | ||||
Balance, beginning of period | $ 533,965 | $ 430,141 | $ 349,977 | |
Acquisitions and building improvements | 122,778 | 115,892 | 100,878 | |
Dispositions | (24,547) | (8,165) | (19,543) | |
Impairment | (5,599) | (3,903) | (1,171) | |
Balance, end of period | $ 626,597 | [1] | $ 533,965 | $ 430,141 |
[1] This schedule excludes properties subject to leases that are classified as direct financing leases, sales-type leases, as well as the value of right-of-use assets recorded on certain of the properties where the Company is lessee under a ground lease. |