Real Estate | Real Estate As of March 31, 2024, the Company owned 31 properties, located in 12 states. The following table presents the Company's real estate portfolio as of March 31, 2024 (dollars in thousands): Tenant Market Site Type Land Building and Improvements (1) Total Real Estate Accumulated Depreciation Net Real Estate Acreage Connecticut Dispensary $ 395 $ 534 $ 929 $ (80) $ 849 Acreage Massachusetts Cultivation 481 9,310 9,791 (1,229) 8,562 Acreage Pennsylvania Cultivation 952 9,209 10,161 (1,173) 8,988 Ayr Wellness, Inc. Nevada Cultivation 1,002 12,577 13,579 (672) 12,907 Ayr Wellness, Inc. Pennsylvania Cultivation 2,964 11,565 14,529 (710) 13,819 Bloom Medicinal Missouri Cultivation 948 24,775 25,723 (606) (2) 25,117 Calypso Enterprises Pennsylvania Cultivation 1,486 30,527 32,013 (1,669) (2) 30,344 Columbia Care California Dispensary 1,082 2,692 3,774 (262) 3,512 Columbia Care Illinois Dispensary 162 1,053 1,215 (99) 1,116 Columbia Care Illinois Cultivation 801 10,560 11,361 (1,002) 10,359 Columbia Care Massachusetts Dispensary 108 2,212 2,320 (232) 2,088 Columbia Care Massachusetts Cultivation 1,136 12,690 13,826 (1,618) 12,208 Cresco Labs Illinois Cultivation 276 50,456 50,732 (6,091) 44,641 Curaleaf Connecticut Dispensary 184 2,748 2,932 (278) 2,654 Curaleaf Florida Cultivation 388 75,595 75,983 (6,879) 69,104 Curaleaf Illinois Dispensary 69 525 594 (55) 539 Curaleaf Illinois Dispensary 65 959 1,024 (104) 920 Curaleaf Illinois Dispensary 606 1,128 1,734 (120) 1,614 Curaleaf Illinois Dispensary 281 3,072 3,353 (318) 3,035 Curaleaf North Dakota Dispensary 779 1,395 2,174 (146) 2,028 Curaleaf Ohio Dispensary 574 2,788 3,362 (337) 3,025 Curaleaf Pennsylvania Dispensary 877 1,041 1,918 (141) 1,777 Curaleaf Pennsylvania Dispensary 216 2,011 2,227 (208) 2,019 Greenlight (3) Arkansas Dispensary 238 1,919 2,157 (199) 1,958 Mint Arizona Cultivation 2,400 17,183 19,583 — (2) 19,583 Organic Remedies Missouri Cultivation 204 20,897 21,101 (2,452) 18,649 PharmaCann Massachusetts Dispensary 411 1,701 2,112 (313) 1,799 PharmaCann Ohio Dispensary 281 1,269 1,550 (51) 1,499 PharmaCann Pennsylvania Dispensary 44 1,271 1,315 (120) 1,195 Revolutionary Clinics Massachusetts Cultivation 926 41,934 42,860 (3,373) 39,487 Trulieve Pennsylvania Cultivation 1,061 43,209 44,270 (4,529) 39,741 Total Real Estate $ 21,397 $ 398,805 $ 420,202 $ (35,066) $ 385,136 (1) Includes construction in progress in the amount of $32.1 million that had been funded as of March 31, 2024. (2) A portion of this investment is currently under development or undergoing building improvements. Once the development or improvements are completed and placed-in service, the Company will begin depreciating the applicable part of the property. (3) GL Partners, Inc. (Greenlight) acquired the tenant and was added as a guarantor, however Curaleaf remains an additional guarantor subject to certain conditions in the lease agreement. Note 3 - Real Estate (continued) Real Estate Acquisitions 2024 Acquisitions The Company did not acquire any properties during the three months ended March 31, 2024. 2023 Acquisitions During the year ended December 31, 2023, the Company exercised its option to acquire an adjacent parcel of land to expand its cultivation facility in Missouri and invested approximately $350 thousand and committed to fund $16.2 million to expand the facility (refer to the Tenant Improvements ("TI") table below for details). The following table presents the real estate acquisitions for the year ended December 31, 2023 (in thousands): Tenant Market Site Type Closing Date Real Estate Acquisition Costs Bloom Medicinal Missouri Cultivation March 3, 2023 $ 350 Total $ 350 Tenant Improvements Funded 2024 Tenant Improvements During the three months ended March 31, 2024, the Company funded approximately $7.9 million of tenant improvements. The following table presents the tenant improvements funded and the remaining unfunded commitments for the three months ended March 31, 2024 (in thousands): Tenant Market Site Type Closing Date TI Funded Unfunded Commitments Mint Arizona Cultivation June 24, 2021 $ 2,361 $ 1,427 Bloom Medicinal Missouri Cultivation April 1, 2022 5,533 3,294 Ayr Wellness, Inc. Pennsylvania Cultivation June 30, 2022 — 750 Calypso Pennsylvania Cultivation August 5, 2022 — 987 Total $ 7,894 $ 6,458 . Note 3 - Real Estate (continued) 2023 Tenant Improvements During the year ended December 31, 2023, the Company funded approximately $14.4 million of tenant improvements. The following table presents the tenant improvements funded and the remaining unfunded commitments for the year ended December 31, 2023 (in thousands): Tenant Market Site Type Closing Date TI Funded Unfunded Commitments Mint Arizona Cultivation June 24, 2021 $ 4,281 $ 3,788 (1) Organic Remedies Missouri Cultivation December 20, 2021 282 — Bloom Medicinal Missouri Cultivation April 1, 2022 7,858 8,826 Ayr Wellness, Inc. Pennsylvania Cultivation June 30, 2022 — 750 Calypso Pennsylvania Cultivation August 5, 2022 2,013 987 Total $ 14,434 $ 14,351 (1) Effective June 1, 2023, the lease agreement was amended to include an additional TI commitment of approximately $6.5 million. Disposal of Real Estate 2024 Dispositions There were no sales of real estate during the three months ended March 31, 2024. 2023 Dispositions On October 27, 2023, the Company closed on the sale of its property in Palmer, Massachusetts, for $2.0 million, which was leased to Mint. The Company's investment in the property was $1.9 million. Upon closing, Mint's lease agreement was terminated and they paid a portion of the closing costs, resulting in a break-even sale of the property. Therefore, the Company did not recognize a gain or loss on sale of the property. Note 3 - Real Estate (continued) Construction in Progress 2024 Construction in Progress As of March 31, 2024 and December 31, 2023, construction in progress was $32.1 million and $24.2 million, respectively, and is classified in "Buildings and Improvements" in the accompanying consolidated balance sheets. Tenant Site Type Beginning Balance Fundings Placed-in-Service Ending Balance (1) Mint Cultivation $ 14,822 $ 2,361 $ — $ 17,183 Bloom Medicinals Cultivation 7,324 5,533 — 12,857 Calypso Cultivation 2,013 — — 2,013 Total $ 24,159 $ 7,894 $ — $ 32,053 (1) These properties were under development as of March 31, 2024. Once the development is completed and placed-in-service, the Company will begin depreciating this asset. 2023 Construction in Progress Tenant Site Type Beginning Balance (1) Fundings (1) Placed-in-Service Ending Balance (2) Mint Cultivation $ 10,541 4,281 — $ 14,822 Bloom Medicinals Cultivation — 7,324 — 7,324 Calypso Cultivation — 2,013 — 2,013 Total $ 10,541 $ 13,618 $ — $ 24,159 (1) The table does not include approximately $1.6 million of tenant improvements that had been funded as of January 1, 2023 for the development of a cultivation facility in Massachusetts. These tenant improvements were never placed in service and the property was sold on October 27, 2023. (2) These properties were under development as of December 31, 2023. Once the development is completed and placed-in-service, the Company will begin depreciating this asset. Depreciation and Amortization For both the three months ended March 31, 2024 and 2023, depreciation expense on the Company's real estate assets was approximately $3.1 million. Amortization of the Company’s acquired in-place lease intangible assets was approximately $0.5 million for both the three months ended March 31, 2024 and 2023. The acquired in-place lease intangible assets have a weighted average remaining amortization period of approximately 9.96 years. Note 3 - Real Estate (continued) In-place Leases The following table presents the future amortization of the Company’s acquired in-place leases as of March 31, 2024 (in thousands): Year Amortization Expense 2024 (nine months ending December 31, 2024) $ 1,490 2025 1,985 2026 1,985 2027 1,985 2028 1,985 Thereafter 9,853 Total $ 19,283 Impairment The Company did not identify any situations in its review of tenant activities and changes in the business condition of all of its properties that would require the recognition of an impairment loss. Accordingly, the Company did not record an impairment loss for the three months ended March 31, 2024 and March 31, 2023, respectively. |