Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 28, 2022 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-11290 | |
Entity Registrant Name | NATIONAL RETAIL PROPERTIES, INC. | |
Entity Central Index Key | 0000751364 | |
Current Fiscal Year End Date | --03-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 56-1431377 | |
Entity Address, Address Line One | 450 South Orange Avenue, Suite 900 | |
Entity Address, City or Town | Orlando | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 32801 | |
City Area Code | 407 | |
Local Phone Number | 265-7348 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | NNN | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 175,910,695 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
ASSETS | ||
Real estate portfolio | $ 7,591,643 | $ 7,444,289 |
Real estate held for sale | 562 | 5,557 |
Cash and cash equivalents | 53,736 | 171,322 |
Receivables, net of allowance of $717 and $782, respectively | 2,816 | 3,154 |
Accrued rental income, net of allowance of $4,351 and $4,587, respectively | 30,727 | 31,942 |
Debt costs, net of accumulated amortization of $19,946 and $19,377, respectively | 6,921 | 7,443 |
Other assets | 85,408 | 87,347 |
Total assets | 7,771,813 | 7,751,054 |
Liabilities: | ||
Mortgages payable, including unamortized premium and net of unamortized debt costs | 10,515 | 10,697 |
Notes payable, net of unamortized discount and unamortized debt costs | 3,736,781 | 3,735,769 |
Accrued interest payable | 58,022 | 23,923 |
Other liabilities | 68,749 | 79,002 |
Total liabilities | 3,874,067 | 3,849,391 |
Stockholders’ equity: | ||
Common stock, $0.01 par value. Authorized 375,000,000 shares; 175,810,465 and 175,635,792 shares issued and outstanding, respectively | 1,759 | 1,757 |
Capital in excess of par value | 4,669,590 | 4,662,714 |
Accumulated deficit | (759,232) | (747,853) |
Accumulated other comprehensive income (loss) | (14,373) | (14,956) |
Total stockholders’ equity of NNN | 3,897,744 | 3,901,662 |
Noncontrolling interests | 2 | 1 |
Total equity | 3,897,746 | 3,901,663 |
Total liabilities and equity | $ 7,771,813 | $ 7,751,054 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Receivables allowance | $ 717 | $ 782 |
Accrued rental income allowance | 4,351 | 4,587 |
Debt costs accumulated amortization | $ 19,946 | $ 19,377 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares issued (in shares) | 175,810,465 | 175,635,792 |
Common stock, shares authorized (in shares) | 375,000,000 | 375,000,000 |
Common stock, shares outstanding (in shares) | 175,810,465 | 175,635,792 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenues: | ||
Rental income | $ 189,763 | $ 179,198 |
Interest and other income from real estate transactions | 516 | 580 |
Total revenues | 190,279 | 179,778 |
Operating expenses: | ||
General and administrative | 11,042 | 11,748 |
Real estate | 7,198 | 7,725 |
Depreciation and amortization | 52,680 | 49,980 |
Leasing transaction costs | 88 | 38 |
Impairment losses – real estate, net of recoveries | 1,632 | 2,131 |
Executive retirement costs | 3,594 | 0 |
Total operating expenses | 76,234 | 71,622 |
Gain on disposition of real estate | 3,992 | 4,281 |
Earnings from operations | 118,037 | 112,437 |
Other expenses (revenues): | ||
Interest and other income | (35) | (65) |
Interest expense | 36,699 | 34,587 |
Loss on early extinguishment of debt | 0 | 21,328 |
Total other expenses (revenues) | 36,664 | 55,850 |
Net earnings | 81,373 | 56,587 |
Earnings attributable to noncontrolling interests | (1) | 0 |
Net earnings attributable to NNN | 81,372 | 56,587 |
Series F preferred stock dividends | 0 | (4,485) |
Net earnings attributable to common stockholders | $ 81,372 | $ 52,102 |
Net earnings per share of common stock: | ||
Basic (in dollars per share) | $ 0.46 | $ 0.30 |
Diluted (in dollars per share) | $ 0.46 | $ 0.30 |
Weighted average number of common shares outstanding: | ||
Basic (in shares) | 174,772,243 | 174,589,300 |
Diluted (in shares) | 174,911,213 | 174,714,617 |
Other comprehensive income: | ||
Net earnings attributable to NNN | $ 81,372 | $ 56,587 |
Amortization of interest rate hedges | 583 | 1,368 |
Comprehensive income attributable to NNN | 81,955 | 57,955 |
Comprehensive earnings attributable to noncontrolling interests | 1 | 0 |
Total comprehensive income | $ 81,956 | $ 57,955 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) | Total | Series F Preferred Stock | Total Stockholders’ Equity of NNN | Total Stockholders’ Equity of NNNSeries F Preferred Stock | Preferred StockSeries F Preferred Stock | Common Stock | Capital in Excess of Par Value | Accumulated Deficit | Accumulated DeficitSeries F Preferred Stock | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests |
Balances at Dec. 31, 2020 | $ 4,319,304,000 | $ 4,319,300,000 | $ 345,000,000 | $ 1,753,000 | $ 4,633,771,000 | $ (644,779,000) | $ (16,445,000) | $ 4,000 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net earnings | 56,587,000 | 56,587,000 | 56,587,000 | ||||||||
Dividends declared and paid: | |||||||||||
Preferred stock dividends declared and paid | $ (4,485,000) | $ (4,485,000) | $ (4,485,000) | ||||||||
Common stock dividends declared and paid | (90,270,000) | (90,270,000) | 578,000 | (90,848,000) | |||||||
Issuance of common stock: | |||||||||||
Director compensation | 267,000 | 267,000 | 267,000 | ||||||||
Stock purchase plan | 70,000 | 70,000 | 70,000 | ||||||||
ATM equity program | 1,234,000 | 1,234,000 | 1,000 | 1,233,000 | |||||||
Restricted shares, net of forfeitures | 3,000 | (3,000) | |||||||||
Stock issuance costs | (156,000) | (156,000) | (156,000) | ||||||||
Amortization of deferred compensation | 3,920,000 | 3,920,000 | 3,920,000 | ||||||||
Amortization of interest rate hedges | 1,368,000 | 1,368,000 | 1,368,000 | ||||||||
Balances at Mar. 31, 2021 | 4,287,839,000 | 4,287,835,000 | $ 345,000,000 | 1,757,000 | 4,639,680,000 | (683,525,000) | (15,077,000) | 4,000 | |||
Balances at Dec. 31, 2021 | 3,901,663,000 | 3,901,662,000 | 1,757,000 | 4,662,714,000 | (747,853,000) | (14,956,000) | 1,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net earnings | 81,373,000 | 81,372,000 | 81,372,000 | 1,000 | |||||||
Dividends declared and paid: | |||||||||||
Common stock dividends declared and paid | (92,055,000) | (92,055,000) | 696,000 | (92,751,000) | |||||||
Issuance of common stock: | |||||||||||
Director compensation | 305,000 | 305,000 | 305,000 | ||||||||
Stock purchase plan | 52,000 | 52,000 | 52,000 | ||||||||
Restricted shares, net of forfeitures | 2,000 | (2,000) | |||||||||
Stock issuance costs | (65,000) | (65,000) | (65,000) | ||||||||
Amortization of deferred compensation | 5,890,000 | 5,890,000 | 5,890,000 | ||||||||
Amortization of interest rate hedges | 583,000 | 583,000 | 583,000 | ||||||||
Balances at Mar. 31, 2022 | $ 3,897,746,000 | $ 3,897,744,000 | $ 1,759,000 | $ 4,669,590,000 | $ (759,232,000) | $ (14,373,000) | $ 2,000 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Common stock dividends declared and paid (in dollars per share) | $ 0.5300 | $ 0.5200 |
Issuance of common stock - Director compensation (in shares) | 8,429 | 8,324 |
Issuance of common stock - Stock purchase plan (in shares) | 1,173 | 1,715 |
Issuance of common stock - ATM equity program (in shares) | 30,000 | |
Issuance of common stock - restricted shares, net (in shares) | 153,300 | 287,957 |
Series F Preferred Stock | ||
Preferred stock dividends declared and paid (in dollars per share) | $ 0.3250 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | |||
Cash flows from operating activities: | ||||
Net earnings | $ 81,373 | $ 56,587 | ||
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||||
Depreciation and amortization | 52,680 | 49,980 | ||
Impairment losses – real estate, net of recoveries | 1,632 | 2,131 | ||
Loss on early extinguishment of debt | 0 | 21,328 | ||
Amortization of notes payable discount | 415 | 993 | ||
Amortization of debt costs | 1,171 | 1,840 | ||
Amortization of mortgages payable premium | (21) | (21) | ||
Amortization of interest rate hedges | 583 | 1,368 | ||
Gain on disposition of real estate | (3,992) | (4,281) | ||
Performance incentive plan expense | 6,246 | 4,318 | ||
Performance incentive plan payment | (103) | (721) | ||
Change in operating assets and liabilities, net of assets acquired and liabilities assumed: | ||||
Decrease (increase) in receivables | 338 | (273) | ||
Decrease in accrued rental income | 1,096 | 8,332 | ||
Decrease (increase) in other assets | (115) | 1,067 | ||
Increase in accrued interest payable | 34,099 | 25,267 | ||
Decrease in other liabilities | (11,043) | (6,438) | ||
Other | (21) | (307) | ||
Net cash provided by operating activities | 164,338 | 161,170 | ||
Cash flows from investing activities: | ||||
Proceeds from the disposition of real estate | 20,315 | 18,067 | ||
Additions to real estate accounted for using the operating method | (209,483) | (106,490) | ||
Principal payments received on mortgages and notes receivable | 102 | 93 | ||
Other | (577) | (182) | ||
Net cash used in investing activities | (189,643) | (88,512) | ||
Cash flows from financing activities: | ||||
Repayment of mortgages payable | (165) | (156) | ||
Proceeds from Notes Payable | 0 | 441,594 | ||
Repayments of Notes Payable | 0 | 350,000 | ||
Payment for early extinguishment of debt | 0 | (21,328) | ||
Payment of debt issuance costs | (48) | (5,145) | ||
Proceeds from issuance of common stock | 748 | 1,882 | ||
Stock issuance costs | (65) | (177) | ||
Payment of common stock dividends | (92,751) | (90,848) | ||
Net cash used in financing activities | (92,281) | (28,663) | ||
Net increase (decrease) in cash, cash equivalents and restricted cash | (117,586) | 43,995 | ||
Cash, cash equivalents and restricted cash at beginning of period | 171,322 | [1] | 267,236 | [1] |
Cash, cash equivalents and restricted cash at end of period | 53,736 | [1] | 311,231 | [1] |
Supplemental disclosure of cash flow information: | ||||
Interest paid, net of amount capitalized | 550 | 5,203 | ||
Supplemental disclosure of noncash investing and financing activities: | ||||
Change in other comprehensive income | 583 | 1,368 | ||
Work in progress accrual balance | 8,914 | 4,739 | ||
Restricted cash and cash held in escrow | 0 | 0 | ||
Series F Preferred Stock | ||||
Cash flows from financing activities: | ||||
Payment of Series F preferred stock dividends | $ 0 | $ (4,485) | ||
[1] | Cash, cash equivalents and restricted cash is the aggregate of cash and cash equivalents and restricted cash and cash held in escrow from the Condensed Consolidated Balance Sheets. NNN had no restricted cash and cash held in escrow at March 31, 2022 and 2021 . |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Summary of Significant Accounting Policies | Note 1 – Organization and Summary of Significant Accounting Policies : Organization and Nature of Business – National Retail Properties, Inc., a Maryland corporation, is a fully integrated real estate investment trust (“REIT”) formed in 1984. The terms "NNN" or the "Company" refer to National Retail Properties, Inc. and all of its consolidated subsidiaries. NNN's assets primarily include real estate assets. NNN acquires, owns, invests in and develops properties that are leased primarily to retail tenants under long-term net leases and primarily held for investment ("Properties", "Property Portfolio", or individually a "Property") . March 31, 2022 Property Portfolio: Total properties 3,271 Gross leasable area (square feet) 33,545,000 States 48 Weighted average remaining lease term (years) 10.6 The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by U.S. generally accepted accounting principles. The unaudited condensed consolidated financial statements reflect all adjustments (including normal recurring accruals) which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. Operating results for the quarter ended March 31, 2022, may not be indicative of the results that may be expected for the year ending December 31, 2022. See "Note 8 – Subsequent Events." Amounts as of December 31, 2021, included in the condensed consolidated financial statements have been derived from the audited consolidated financial statements as of that date. The unaudited condensed consolidated financial statements, included herein, should be read in conjunction with the consolidated financial statements and notes thereto as well as Management's Discussion and Analysis of Financial Condition and Results of Operations in NNN's Form 10-K for the year ended December 31, 2021. COVID-19 Pandemic – During 2021 and 2020, NNN and its tenants were impacted by the novel strain of coronavirus and its variants ("COVID-19") pandemic which resulted in the loss of revenue for certain tenants and challenged their ability to pay rent. As a result, NNN entered into rent deferral lease amendments with certain tenants (See Note 2). Principles of Consolidation – NNN’s condensed consolidated financial statements include the accounts of each of the respective majority owned and controlled affiliates, including transactions whereby NNN has been determined to be the primary beneficiary in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codifications ("ASC") guidance included in Consolidation. All significant intercompany account balances and transactions have been eliminated. Real Estate Portfolio – NNN records the acquisition of real estate at cost, including acquisition and closing costs. The cost of Properties developed or funded by NNN includes direct and indirect costs of construction, property taxes, interest and other miscellaneous costs incurred during the development period until the project is substantially complete and available for occupancy. NNN recorded $ 98,000 and $ 63,000 in capitalized interest during the development period for the quarters ended March 31, 2022 and 2021, respectively. Purchase Accounting for Acquisition of Real Estate Subject to a Lease – In accordance with the FASB guidance on business combinations, consideration for the real estate acquired is allocated to the acquired tangible assets, consisting of land, building and tenant improvements, and, if applicable, to identified intangible assets and liabilities, consisting of the value of above-market and below-market leases and the value of in-place leases, as applicable, based on their respective fair values. The fair value estimate is sensitive to significant assumptions, such as establishing a range of relevant market assumptions for land, building and rent and where the acquired property falls within that range. These market assumptions for land, building and rent use the most relevant comparable properties for an acquisition. The final range relies upon ranking comparable properties' attributes from most to least similar. The fair value of the tangible assets of an acquired property is determined by valuing the property as if it were vacant, and the "as-if-vacant" value is then allocated to land, building and tenant improvements based on the determination of their fair values. In allocating the fair value of the identified intangible assets and liabilities of an acquired property, above-market and below-market in-place lease values are recorded as other assets or liabilities based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases, and (ii) management’s estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining term of the lease and the renewal option terms if it is probable that the tenant will exercise options. The capitalized above-market lease values are amortized as a reduction of rental income over the remaining terms of the respective leases. The capitalized below-market lease values are amortized as an increase to rental income over the initial term unless the Company believes that it is likely that the tenant will renew the lease for an option term whereby the Company amortizes the value attributable to the renewal over the renewal period. The aggregate value of other acquired intangible assets, consisting of in-place leases, is measured by the excess of (i) the purchase price paid for a property after adjusting existing in-place leases to market rental rates over (ii) the estimated fair value of the property as-if-vacant, determined as set forth above. The value of in-place leases exclusive of the value of above-market and below-market in-place leases is amortized to expense over the remaining non-cancelable periods of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts relating to that lease would be written off in that period. The value of tenant relationships is reviewed on individual transactions to determine if future value was derived from the acquisition. Lease Accounting – NNN records its leases on the Property Portfolio in accordance with FASB Accounting Standards Update ("ASU") 2016-02, "Leases (Topic 842)," ("ASC 842"). In addition, NNN recorded right-of-use assets and operating lease liabilities as lessee under operating leases in accordance with ASC 842. NNN's real estate is generally leased to tenants on a net lease basis, whereby the tenant is responsible for all operating expenses relating to the Property, including property taxes, insurance, maintenance, repairs and capital expenditures. The leases on the Property Portfolio are predominantly classified as operating leases and are accounted for as follows: Operating method – Properties with leases accounted for using the operating method are recorded at the cost of the real estate and depreciated on the straight-line method over their estimated remaining useful lives, which generally range from 20 to 40 years for buildings and improvements and 15 years for land improvements. Leasehold interests are amortized on the straight-line method over the terms of their respective leases. Revenue is recognized as rentals are earned and expenses (including depreciation) are charged to operations as incurred. When scheduled rentals vary during the lease term, income is recognized on a straight-line basis so as to produce a constant periodic rent over the term of the lease. Accrued rental income is the aggregate difference between the scheduled rents which vary during the lease term and the income recognized on a straight-line basis. In April 2020, the FASB issued interpretive guidance relating to the accounting for lease concessions provided as a result of COVID-19. In this guidance, entities can elect not to apply lease modification accounting with respect to such lease concessions and instead, treat the concession as if it was a part of the existing contract. This guidance is only applicable to COVID-19 related lease concessions that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee. NNN elected to make this policy election for COVID-19 lease concessions, including the rent deferral lease amendments effective during the years ended December 31, 2021 and 2020. During 2021 and 2020, NNN entered into rent deferral lease amendments with certain tenants, for an aggregate $ 4,758,000 and $ 52,019,000 of rent originally due for the years ending December 31, 2021 and 2020, respectively. The rent deferral lease amendments require the deferred rents to be repaid at a later time during the lease term. Approximately $ 31,776,000 of deferred rent was repaid in 2021 and approximately $ 4,063,000 of deferred rent was repaid during the quarter ended March 31, 2022. An additional $ 10,463,000 is due in 2022, with substantially all remaining deferred rent coming due periodically by December 31, 2023. Collectability – In accordance with ASC 842, NNN reviews the collectability of its rental income on an ongoing basis. NNN considers collectability indicators when analyzing accounts receivable (and accrued rent) and historical bad debt levels, tenant credit-worthiness and current economic trends, all of which assists in evaluating the probability of outstanding and future rental income collections. In addition, tenants in bankruptcy are analyzed and considerations are made in connection with the expected recovery of pre-petition and post-petition bankruptcy claims. At the point NNN deems the collection of rental income not probable, uncollected previously recognized rental revenue and any related accrued rent are reversed and, subsequently, any rental income is only recognized when cash receipts are received. NNN includes an allowance for doubtful accounts in rental income on the Consolidated Statements of Income and Comprehensive Income. As a result of the review of rental income collectability, no outstanding receivables and related accrued rent were written off during the quarters ended March 31, 2022 and 2021, and no tenants were reclassified as cash basis for accounting purposes. The following table summarizes those tenants classified as cash basis for accounting purposes as of: March 31, 2022 2021 Number of tenants 9 12 Cash basis tenants as a percent of: Total properties 5.4 % 6.1 % Total gross leasable area 7.0 % 7.7 % During the quarters ended March 31, 2022 and 2021, NNN recognized $ 15,786,000 and $ 11,314,000 , respectively, of rental income from certain tenants previously classified as cash basis for accounting. During the quarter ended March 31, 2022, two tenants were reclassified to accrual basis for accounting purposes due to their improved qualitative and/or quantitative credit factors. The impact of the reclassification was immaterial. Impairment – Real Estate – NNN periodically assesses its long-lived real estate assets for possible impairment whenever certain events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. These indicators include, but are not limited to: changes in real estate market conditions, the ability of NNN to re-lease properties that are currently vacant or become vacant, properties reclassified as held for sale, persistent vacancies greater than one year, and properties leased to tenants in bankruptcy. Management evaluates whether an impairment in carrying value has occurred by comparing the estimated future cash flows (undiscounted and without interest charges), and the residual value of the real estate, with the carrying value of the individual asset. The future undiscounted cash flows are primarily driven by estimated future market rents. Future cash flow estimates are sensitive to the assumptions made by management regarding future market rents, which are affected by expectations about future market and economic conditions. If an impairment is indicated, a loss will be recorded for the amount by which the carrying value of the asset exceeds its estimated fair value. NNN's Properties are leased primarily to retail tenants under long-term net leases and primarily held for investment. Generally, NNN’s Property leases provide for initial terms of 10 to 20 years, with cash flows provided over the entire term. NNN generally intends to hold these assets for the long-term, therefore, a temporary change in cash flows due to COVID-19 alone was determined not to be an indicator of impairment. Credit Losses on Financial Instruments – FASB ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326),” (“ASC 326”) requires entities to estimate an expected lifetime credit loss on financial assets ranging from short-term trade accounts receivable to long-term financings. The guidance requires a lifetime credit loss expected at inception and requires pooling of assets, which share similar risk characteristics. NNN is required to evaluate current economic conditions, as well as, make future expectations of economic conditions. In addition, the measurement of the expected credit loss is over the asset’s contractual term. NNN had mortgages receivable of $ 1,927,000 and $ 2,023,000 included in other assets on the Condensed Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021 , respectively, net of $ 123,000 and $ 129,000 allowance for credit loss, respectively. NNN measures the allowance for credit loss based on the fair value of the collateral and the historical collectability trend analysis over 15 years. Debt Costs – Line of Credit Payable – Debt costs incurred in connection with NNN's $ 1,100,000,000 unsecured revolving line of credit have been deferred and are being amortized to interest expense over the term of the loan commitment using the straight-line method, which approximates the effective interest method. NNN has recorded debt costs associated with the credit facility as an asset, in debt costs on the Condensed Consolidated Balance Sheets. Debt Costs – Notes Payable – Debt costs incurred in connection with the issuance of NNN’s notes payable have been deferred and are being amortized to interest expense over the term of the respective debt obligation using the effective interest method. These costs of $ 38,145,000 , as of March 31, 2022 and December 31, 2021, are included in notes payable on the Condensed Consolidated Balance Sheets net of accumulated amortization of $ 9,859,000 and $ 9,262,000 , respectively. Revenue Recognition – Rental revenues for properties under construction commence upon completion of construction of the leased asset and delivery of the leased asset to the tenant. Rental revenues for non-development real estate assets are recognized when earned in accordance with ASC 842 , based on the terms of the lease of the leased asset. Lease termination fees are recognized when collected subsequent to the related lease that is cancelled and NNN no longer has continuing involvement with the former tenant with respect to that property. The core principle of ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)" ("ASU 2014-09"), is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Certain contracts are excluded from ASU 2014-09, including lease contracts within the scope of ASC 842. NNN determined the key revenue stream impacted by ASU 2014-09 is gain on disposition of real estate reported on the Condensed Consolidated Statements of Income and Comprehensive Income. In accordance with ASU 2014-09, NNN evaluates any separate contracts or performance obligations to determine proper timing and/or amount of revenue recognition, as well as, transaction price allocation. Earnings Per Share – Earnings per share have been computed pursuant to the FASB guidance included in Earnings Per Share . The guidance requires classification of the Company’s unvested restricted share units, which carry rights to receive nonforfeitable dividends, as participating securities requiring the two-class method of computing earnings per share. Under the two-class method, earnings per common share are computed by dividing the sum of distributed earnings to common stockholders and undistributed earnings allocated to common stockholders by the weighted average number of common shares outstanding for the period. In applying the two-class method, undistributed earnings are allocated to both common shares and participating securities based on the weighted average shares outstanding during the period. The following table is a reconciliation of the numerator and denominator used in the computation of basic and diluted earnings per common share using the two-class method (dollars in thousands): Quarter Ended March 31, 2022 2021 Basic and Diluted Earnings: Net earnings attributable to NNN $ 81,372 $ 56,587 Less: Series F preferred stock dividends — ( 4,485 ) Net earnings available to NNN’s common stockholders 81,372 52,102 Less: Earnings allocated to unvested restricted shares ( 156 ) ( 151 ) Net earnings used in basic and diluted earnings per share $ 81,216 $ 51,951 Basic and Diluted Weighted Average Shares Outstanding: Weighted average number of shares outstanding 175,635,634 175,391,723 Less: Unvested restricted shares ( 294,665 ) ( 288,658 ) Less: Unvested contingent restricted shares ( 568,726 ) ( 513,765 ) Weighted average number of shares outstanding used in basic earnings per share 174,772,243 174,589,300 Other dilutive securities 138,970 125,317 Weighted average number of shares outstanding used in diluted earnings per share 174,911,213 174,714,617 Income Taxes – NNN has made an election to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, and related regulations. NNN generally will not be subject to federal income tax on income it distributed to stockholders, providing it distributes 100 percent of its REIT taxable income and meets certain other requirements for qualifying as a REIT. For the quarters ended March 31, 2022 and 2021, NNN believes it has qualified as a REIT. Notwithstanding NNN’s qualification for taxation as a REIT, NNN is subject to certain state and local income, franchise and excise taxes. Fair Value Measurement – NNN’s estimates of fair value of financial and non-financial assets and liabilities are based on the framework established in the fair value accounting guidance. The framework specifies a hierarchy of valuation inputs which was established to increase consistency, clarity and comparability in fair value measurements and related disclosures. The guidance describes a fair value hierarchy based upon three levels of inputs that may be used to measure fair value, two of which are considered observable and one that is considered unobservable. The following describes the three levels: • Level 1 – Valuation is based upon quoted prices in active markets for identical assets or liabilities. • Level 2 – Valuation is based upon inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include option pricing models, discounted cash flow models and similar techniques. Accumulated Other Comprehensive Income (Loss) – The following table outlines the changes in accumulated other comprehensive income (loss) for the quarter ended March 31, 2022 (dollars in thousands): Gain (Loss) on (1) Beginning balance, December 31, 2021 $ ( 14,956 ) Reclassifications from accumulated other comprehensive income to net earnings 583 (2) Ending balance, March 31, 2022 $ ( 14,373 ) (1) Additional disclosure is included in Note 6 – Derivatives. (2) Recorded in interest expense on the Condensed Consolidated Statements of Income and Comprehensive Income. New Accounting Pronouncements – ASU 2020-04, Reference Rate Reform (Topic 848) (“ASU 2020-04”) contains practical expedients for reference rate reform-related activities, including the transition away from the London Interbank Offered Rate ("LIBOR"), that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. In 2021, NNN elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. NNN continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur. NNN had no derivative financial instruments outstanding as of March 31, 2022 . Use of Estimates – Additional critical accounting policies of NNN include management’s estimates and assumptions relating to the reporting of assets and liabilities, revenues and expenses and the disclosure of contingent assets and liabilities and are required to prepare the condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America. Significant accounting policies include management’s estimates of the useful lives used in calculating depreciation expense relating to real estate asset purchase accounting for acquisition of real estate subject to a lease, the recoverability of the carrying value of long-lived assets and management's evaluation of the probability of outstanding and future lease payment collections. Actual results could differ from those estimates. |
Real Estate
Real Estate | 3 Months Ended |
Mar. 31, 2022 | |
Real Estate [Abstract] | |
Real Estate | Note 2 – Real Estate : Real Estate – Portfolio Leases – At March 31, 2022, NNN’s real estate portfolio had a weighted average remaining lease term of 10.6 years and consisted of 3,285 leases classified as operating leases and an additional five leases accounted for as direct financing leases. The following is a summary of the general structure of the leases in the Property Portfolio, although the specific terms of each lease can vary significantly. Generally, the Property leases provide for initial terms of 10 to 20 years. The Properties are generally leased under net leases, pursuant to which the tenant typically bears responsibility for substantially all property costs and expenses associated with ongoing maintenance, repair, replacement and operation of the property, including utilities, property taxes and property and liability insurance. Certain Properties are subject to leases under which NNN retains responsibility for specific costs and expenses of the Property. NNN's leases provide for annual base rental payments (generally payable in monthly installments), and generally provide for limited increases in rent as a result of (i) increases in the Consumer Price Index, (ii) fixed increases, or, to a lesser extent, (iii) increases in the tenant’s sales volume. Generally, NNN's leases provide the tenant with one or more multi-year renewal options, subject to generally the same terms and conditions provided under the initial lease term, including rent increases. NNN’s lease term is based on the non-cancellable base term unless economic incentives make it reasonably certain that an option period to extend the lease will be exercised, in which event NNN includes the renewal options. Some of the leases also provide that in the event NNN wishes to sell the Property subject to that lease, NNN first must offer the lessee the right to purchase the Property on the same terms and conditions as any offer which NNN intends to accept for the sale of the Property. Real Estate Portfolio – NNN's real estate consisted of the following at (dollars in thousands): March 31, December 31, Land and improvements (1) $ 2,556,405 $ 2,527,483 Buildings and improvements 6,536,540 6,375,583 Leasehold interests 355 355 9,093,300 8,903,421 Less accumulated depreciation and amortization ( 1,517,047 ) ( 1,470,062 ) 7,576,253 7,433,359 Work in progress for buildings and improvements 11,811 7,277 Accounted for using the operating method 7,588,064 7,440,636 Accounted for using the direct financing method 3,579 3,653 $ 7,591,643 $ 7,444,289 (1) Includes $ 8,070 and $ 8,979 in land for Properties under construction at March 31, 2022 and December 31, 2021, respectively. NNN recognized the following revenues in rental income (dollars in thousands): Quarter Ended March 31, 2022 2021 Rental income from operating leases $ 184,311 $ 173,583 Earned income from direct financing leases 151 158 Percentage rent 701 104 Real estate expense reimbursement from tenants 4,600 5,353 $ 189,763 $ 179,198 Some leases provide for a free rent period or scheduled rent increases throughout the lease term. Such amounts are recognized on a straight-line basis over the terms of the leases. For the quarters ended March 31, 2022 and 2021 , NNN recognized ($ 1,206,000 ) and ($ 8,445,000 ), respectively, of accrued rental income, net of reserves. Included in accrued rental income are the impacts of the rent deferral lease amendments NNN entered into as a result of the COVID-19 pandemic. During the quarters ended March 31, 2022 and 2021 , NNN recorded ($ 1,780,000 ) and ($ 9,381,000 ), respectively, of net straight-line accrued rental income related to such amendments. At March 31, 2022 and December 31, 2021 , the balance of accrued rental income was $ 30,727,000 and $ 31,942,000 , respectively, net of allowance of $ 4,351,000 and $ 4,587,000 , respectively. Real Estate – Intangibles In accordance with purchase accounting for the acquisition of real estate subject to a lease, NNN has recorded intangible assets and lease liabilities that consisted of the following at (dollars in thousands): March 31, December 31, Intangible lease assets (included in other assets ): Above-market in-place leases $ 15,335 $ 15,335 Less: accumulated amortization ( 10,993 ) ( 10,821 ) Above-market in-place leases, net $ 4,342 $ 4,514 In-place leases $ 121,431 $ 122,069 Less: accumulated amortization ( 74,480 ) ( 73,345 ) In-place leases, net $ 46,951 $ 48,724 Intangible lease liabilities (included in other liabilities ): Below-market in-place leases $ 41,160 $ 41,705 Less: accumulated amortization ( 27,214 ) ( 27,447 ) Below-market in-place leases, net $ 13,946 $ 14,258 The amounts amortized as a net increase to rental income for above-market and below-market in-place leases for the quarters ended March 31, 2022 and 2021 , were $ 140,000 and $ 162,000 , respectively. The value of in-place leases amortized to expense for the quarters ended March 31, 2022 and 2021 , was $ 1,773,000 and $ 1,800,000 , respectively. Real Estate – Held For Sale On a quarterly basis, the Company evaluates its Properties for held for sale classification based on specific criteria as outlined in ASC 360, Property, Plant and Equipment, including management’s intent to commit to a plan to sell the asset. NNN anticipates the disposition of Properties classified as held for sale to occur within 12 months. Real estate held for sale consisted of the following as of (dollars in thousands): March 31, December 31, (1) Land and improvements $ 546 $ 6,440 Building and improvements 1,192 4,313 1,738 10,753 Less accumulated depreciation and amortization ( 714 ) ( 1,331 ) Less impairment ( 462 ) ( 3,865 ) $ 562 $ 5,557 Number of Properties 2 2 (1) Both properties classified as held for sale as of December 31, 2021 were sold during the quarter ended March 31, 2022. Real Estate – Dispositions The following table summarizes the Properties sold and the corresponding gain recognized on the disposition of Properties (dollars in thousands): Quarter Ended March 31, 2022 2021 # of Sold Net # of Sold Net Gain on disposition of real estate 10 $ 3,992 11 $ 4,281 Real Estate – Commitments NNN has committed to fund construction on 13 Properties. The improvements on such Properties are estimated to be completed within 12 months. These construction commitments, as of March 31, 2022, are outlined in the table below (dollars in thousands): Total commitment (1) $ 38,889 Less amount funded 19,881 Remaining commitment $ 19,008 (1) Includes land, construction costs, tenant improvements, lease costs and capitalized interest. Real Estate – Impairments NNN periodically assesses its long-lived real estate assets for possible impairment whenever certain events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. These indicators include, but are not limited to: changes in real estate market conditions, the ability of NNN to re-lease properties that are currently vacant or become vacant, properties reclassified as held for sale, persistent vacancies greater than one year, and properties leased to tenants in bankruptcy. Management evaluates whether an impairment in carrying value has occurred by comparing the estimated future cash flows (undiscounted and without interest charges), and the residual value of the real estate, with the carrying value of the individual asset. The future undiscounted cash flows are primarily driven by estimated future market rents. Future cash flow estimates are sensitive to the assumptions made by management regarding future market rents, which are affected by expectations about future market and economic conditions. If an impairment is indicated, a loss will be recorded for the amount by which the carrying value of the asset exceeds its estimated fair value. NNN's Properties are leased primarily to retail tenants under long-term net leases and primarily held for investment. Generally, NNN’s Property leases provide for initial terms of 10 to 20 years, with cash flows provided over the entire term. NNN generally intends to hold these assets for the long-term, therefore, a temporary change in cash flows due to the COVID-19 pandemic alone was determined not to be an indicator of impairment. As a result of NNN's review of long-lived assets, including identifiable intangible assets, NNN recognized real estate impairments, net of recoveries as summarized in the table below (dollars in thousands): Quarter Ended March 31, 2022 2021 Total real estate impairments, net of recoveries $ 1,632 $ 2,131 Number of Properties: Vacant 3 6 Occupied 2 1 The valuation of impaired assets is determined using widely accepted valuation techniques including discounted cash flow analysis, income capitalization, analysis of recent comparable sales transactions, actual sales negotiations and bona fide purchase offers received from third parties, which are Level 3 inputs. NNN may consider a single valuation technique or multiple valuation techniques, as appropriate, when estimating the fair value of its real estate. |
Line of Credit Payable
Line of Credit Payable | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Line of Credit Payable | Note 3 – Line of Credit Payable : In June 2021, NNN amended and restated its credit agreement to increase the borrowing capacity under its unsecured revolving credit facility from $ 900,000,000 to $ 1,100,000,000 and amended certain other terms under the former revolving credit facility (as the context requires, the previous and new revolving credit facility, the "Credit Facility"). The Credit Facility had no weighted average outstanding balance during the quarter ended March 31, 2022 . The Credit Facility matures in June 2025, unless the Company exercises its options to extend maturity to June 2026. The Credit Facility bears interest at LIBOR plus 77.5 basis points; however, such interest rate may change pursuant to a tiered interest rate structure based on NNN's debt rating. Additionally, as part of NNN's environmental, social and governance ("ESG") initiative, pricing may be reduced if specified ESG metrics are achieved. The Credit Facility also includes an accordion feature which permits NNN to increase the facility size up to $ 2,000,000,000 , subject to lender approval. In connection with the Credit Facility, loan costs are classified as debt costs on the Condensed Consolidated Balance Sheets. As of March 31, 2022, there was no outstanding balance and $ 1,100,000,000 was available for future borrowings under the Credit Facility, and NNN was in compliance with each of the financial covenants. |
Notes Payable
Notes Payable | 3 Months Ended |
Mar. 31, 2022 | |
Notes Payable [Abstract] | |
Notes Payable | Note 4 – Notes Payable : In 2021, NNN filed prospectus supplements to the prospectus contained in its August 2020 shelf registration statement and issued $ 450,000,000 aggregate principal amount of 3.500 % notes due April 2051 (the “2051 Notes”) and $ 450,000,000 aggregate principal amount of 3.000 % notes due April 2052 (the "2052 Notes" and, together with the 2051 Notes, the "Notes" ). Each note issuance is summarized in the table below (dollar in thousands): Notes Issue Date Principal Discount (1) Net Price Stated Rate Effective Rate (2) Maturity Date 2051 Notes March 2021 $ 450,000 $ 8,406 $ 441,594 3.500 % 3.602 % April 2051 2052 Notes (3) September 2021 450,000 10,422 439,578 3.000 % 3.118 % April 2052 (1) The note discounts are amortized to interest expense over the respective term of each debt obligation using the effective interest method. (2) Includes the effects of the discount at issuance. (3) NNN entered into forward swaps which were hedging the risk of changes in forecasted interest payments on forecasted issuance of long-term debt. Upon the issuance of the 2052 Notes, NNN terminated such derivatives, and the resulting fair value was deferred in accumulated other comprehensive income (loss) and is being amortized over the term of the respective notes using the effective interest method. Additional disclosure is included in Note 6 – Derivatives. Each series of Notes is a senior unsecured obligation of NNN and is subordinated to all secured debt of NNN and to the debt and other liabilities of NNN's subsidiaries. Each series of Notes is redeemable at NNN's option, at any time, in whole or in part, at a redemption price equal to (i) the sum of the outstanding principal amount of the notes being redeemed plus accrued interest thereon, up to but not including the redemption date, and (ii) the make-whole amount, if any, as defined in the applicable supplemental indenture related to the notes. In connection with the Notes, NNN incurred debt issuance costs totaling $ 10,144,000 consisting primarily of underwriting discounts and commissions, legal and accounting fees, rating agency fees and printing expenses. Debt issuance costs for all note issuances have been deferred and presented as a reduction to notes payable and are being amortized over the term of the respective notes using the effective interest method. In March 2021, NNN redeemed the $ 350,000,000 3.300 % notes payable that were due in April 2023. The notes were redeemed at a price equal to 100 % of the principal amount, plus (i) a make-whole amount of $ 21,328,000 which is included in loss on early extinguishment of debt on the Condensed Consolidated Statement of Income and Comprehensive Income, and (ii) accrued and unpaid interest. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Stockholders' Equity | Note 5 – Stockholders' Equity : Universal Shelf Registration Statement – In August 2020, NNN filed a shelf registration statement with the Securities and Exchange Commission (the "Commission") which was automatically effective and permits the issuance by NNN of an indeterminate amount of debt and equity securities. Preferred Stock – In October 2021, NNN redeemed all outstanding depositary shares ( 13,800,000 ) representing interests in its 5.200 % Series F preferred stock. The Series F preferred stock was redeemed at $ 25.00 per depositary share, plus all accrued and unpaid dividends through, but not including, the redemption date, for an aggregate redemption price of $ 25.111944 per depositary share. The excess carrying amount of the Series F preferred stock redeemed over the cash paid to redeem the Series F preferred stock was $ 10,897,000 , representing issuance costs which is reflected as a reduction to earnings attributable to common stockholders. At-The-Market Offerings – Under NNN's shelf registration statement, NNN has established an at-the-market equity program ("ATM") which allows NNN to sell shares of common stock from time to time. The following outlines NNN's ATM program: 2020 ATM Established date August 2020 Termination date August 2023 Total allowable shares 17,500,000 Total shares issued as of March 31, 2022 1,599,304 The following table outlines the common stock issuances pursuant to NNN's ATM equity program for the quarter ended March 31, 2021 (dollars in thousands, except per share data): Shares of common stock 30,000 Average price per share (net) $ 38.59 Net proceeds $ 1,158 Stock issuance costs (1) $ 75 (1) Stock issuance costs consist primarily of underwriters' fees and commissions, and legal and accounting fees. There were no common stock issuances pursuant to NNN's ATM equity program for the quarter ended March 31, 2022. Dividend Reinvestment and Stock Purchase Plan – In February 2021, NNN filed a shelf registration statement that was automatically effective with the Commission for its Dividend Reinvestment and Stock Purchase Plan ("DRIP"), which permits NNN to issue up to 6,000,000 shares of common stock. The following table outlines the common stock issuances pursuant to NNN's DRIP (dollars in thousands): Quarter Ended March 31, 2022 2021 Shares of common stock 17,571 15,769 Net proceeds $ 748 $ 569 Dividends – The following table outlines the dividends declared and paid for each issuance of NNN's stock (dollars in thousands, except per share data): Quarter Ended March 31, 2022 2021 Series F preferred stock (1) : Dividends $ — $ 4,485 Per depositary share — 0.3250 Common stock: Dividends 92,751 90,848 Per share 0.5300 0.5200 (1) The Series F preferred stock was redeemed in October 2021. In April 2022, NNN declared a dividend of $ 0.5300 per share, which is payable in May 2022 to its common stockholders of record as of April 29, 2022 . |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Note 6 – Derivatives : In accordance with the guidance on derivatives and hedging, NNN records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative and the resulting designation. Derivatives used to hedge the exposure to changes in the fair value of an asset, liability, or a firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives used to hedge the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. NNN’s objective in using derivatives is to add stability to interest expense and to manage its exposure to interest rate movements or other identified risks. To accomplish this objective, NNN primarily uses treasury locks, forward starting swaps and interest rate swaps as part of its cash flow hedging strategy. Treasury locks and forward starting swaps are used to hedge forecasted debt issuances. Treasury locks designated as cash flow hedges lock in the yield/price of a treasury security. Forward starting swaps also lock the associated swap spread. Interest rate swaps designated as cash flow hedges are used to hedge the variable cash flows associated with floating rate debt and involve the receipt or payment of variable rate amounts in exchange for fixed-rate payments over the life of the agreements without exchange of the underlying principal amount. For derivatives designated as cash flow hedges, the change in the fair value of the derivative is initially reported in other comprehensive income (loss) (outside of earnings) and subsequently reclassified to earnings when the hedged transaction affects earnings. NNN discontinues hedge accounting prospectively when it is determined that the derivative is no longer effective in offsetting changes in the cash flows of the hedged item, the derivative expires or is sold, terminated or exercised, the derivative is re-designated as a hedging instrument or management determines that designation of the derivative as a hedging instrument is no longer appropriate. When hedge accounting is discontinued, NNN recognizes any changes in its fair value in earnings and continues to carry the derivative on the balance sheet or may choose to settle the derivative at that time with a cash payment or receipt. NNN records a cash settlement of forward starting swaps in the Condensed Consolidated Statements of Cash Flows as an operating activity. The following table outlines NNN's terminated derivatives which were hedging the risk of changes in forecasted interest payments on forecasted issuance of long-term debt (dollars in thousands): Notes Payable Terminated Description Aggregate Liability Fair Value (1) 2024 May 2014 Three forward starting swaps $ 225,000 $ 6,312 $ 6,312 2025 October 2015 Four forward starting swaps 300,000 13,369 13,369 2026 December 2016 Two forward starting swaps 180,000 ( 13,352 ) ( 13,345 ) 2027 September 2017 Two forward starting swaps 250,000 7,690 7,688 2028 September 2018 Two forward starting swaps 250,000 ( 4,080 ) ( 4,080 ) 2030 March 2020 Three forward starting swaps 200,000 13,141 13,141 2052 September 2021 Two forward starting swaps 120,000 1,584 1,584 (1) The amount reported in accumulated other comprehensive income (loss) will be reclassified to interest expense as interest payments are made on the related notes payable. As of March 31, 2022 , $ 14,373,000 remained in other comprehensive income (loss) related to NNN’s previously terminated interest rate hedges. During the quarters ended March 31, 2022 and 2021, NNN reclassified out of other comprehensive income (loss) $ 583,000 and $ 1,368,000 , respectively, as an increase in interest expense. Over the next 12 months, NNN estimates that an additional $ 2,398,000 will be reclassified as an increase in interest expense from these terminated derivatives. Amounts reported in accumulated other comprehensive income (loss) related to derivatives will be reclassified to interest expense as interest payments are made on NNN’s long-term debt. NNN does not use derivatives for trading or speculative purposes or currently have any derivatives that are not designated as hedges. NNN had no derivative financial instruments outstanding at March 31, 2022 . |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2022 | |
Financial Instruments, Owned, at Fair Value [Abstract] | |
Fair Value of Financial Instruments | Note 7 – Fair Value of Financial Instruments : NNN believes the carrying value of its Credit Facility approximates fair value based upon its nature, terms and variable interest rate. NNN believes that the carrying value of its mortgages payable at March 31, 2022 and December 31, 2021, approximate fair value based upon current market prices of comparable instruments (Level 3). At March 31, 2022 and December 31, 2021, the fair value of NNN’s notes payable excluding unamortized discount and debt costs was $ 3,624,822,000 and $ 4,032,757,000 , respectively, based upon quoted market prices as of the close of the period, which is a Level 1 valuation since NNN's notes payable are publicly traded. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 8 – Subsequent Events : NNN reviewed its subsequent events and transactions that have occurred after March 31, 2022, the date of the interim condensed consolidated balance sheet. There were no reportable subsequent events or transactions. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation – NNN’s condensed consolidated financial statements include the accounts of each of the respective majority owned and controlled affiliates, including transactions whereby NNN has been determined to be the primary beneficiary in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codifications ("ASC") guidance included in Consolidation. All significant intercompany account balances and transactions have been eliminated. |
Real Estate Portfolio and Impairment | Real Estate Portfolio – NNN records the acquisition of real estate at cost, including acquisition and closing costs. The cost of Properties developed or funded by NNN includes direct and indirect costs of construction, property taxes, interest and other miscellaneous costs incurred during the development period until the project is substantially complete and available for occupancy. NNN recorded $ 98,000 and $ 63,000 in capitalized interest during the development period for the quarters ended March 31, 2022 and 2021, respectively. Purchase Accounting for Acquisition of Real Estate Subject to a Lease – In accordance with the FASB guidance on business combinations, consideration for the real estate acquired is allocated to the acquired tangible assets, consisting of land, building and tenant improvements, and, if applicable, to identified intangible assets and liabilities, consisting of the value of above-market and below-market leases and the value of in-place leases, as applicable, based on their respective fair values. The fair value estimate is sensitive to significant assumptions, such as establishing a range of relevant market assumptions for land, building and rent and where the acquired property falls within that range. These market assumptions for land, building and rent use the most relevant comparable properties for an acquisition. The final range relies upon ranking comparable properties' attributes from most to least similar. The fair value of the tangible assets of an acquired property is determined by valuing the property as if it were vacant, and the "as-if-vacant" value is then allocated to land, building and tenant improvements based on the determination of their fair values. In allocating the fair value of the identified intangible assets and liabilities of an acquired property, above-market and below-market in-place lease values are recorded as other assets or liabilities based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases, and (ii) management’s estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining term of the lease and the renewal option terms if it is probable that the tenant will exercise options. The capitalized above-market lease values are amortized as a reduction of rental income over the remaining terms of the respective leases. The capitalized below-market lease values are amortized as an increase to rental income over the initial term unless the Company believes that it is likely that the tenant will renew the lease for an option term whereby the Company amortizes the value attributable to the renewal over the renewal period. The aggregate value of other acquired intangible assets, consisting of in-place leases, is measured by the excess of (i) the purchase price paid for a property after adjusting existing in-place leases to market rental rates over (ii) the estimated fair value of the property as-if-vacant, determined as set forth above. The value of in-place leases exclusive of the value of above-market and below-market in-place leases is amortized to expense over the remaining non-cancelable periods of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts relating to that lease would be written off in that period. The value of tenant relationships is reviewed on individual transactions to determine if future value was derived from the acquisition. Impairment – Real Estate – NNN periodically assesses its long-lived real estate assets for possible impairment whenever certain events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. These indicators include, but are not limited to: changes in real estate market conditions, the ability of NNN to re-lease properties that are currently vacant or become vacant, properties reclassified as held for sale, persistent vacancies greater than one year, and properties leased to tenants in bankruptcy. Management evaluates whether an impairment in carrying value has occurred by comparing the estimated future cash flows (undiscounted and without interest charges), and the residual value of the real estate, with the carrying value of the individual asset. The future undiscounted cash flows are primarily driven by estimated future market rents. Future cash flow estimates are sensitive to the assumptions made by management regarding future market rents, which are affected by expectations about future market and economic conditions. If an impairment is indicated, a loss will be recorded for the amount by which the carrying value of the asset exceeds its estimated fair value. NNN's Properties are leased primarily to retail tenants under long-term net leases and primarily held for investment. Generally, NNN’s Property leases provide for initial terms of 10 to 20 years, with cash flows provided over the entire term. NNN generally intends to hold these assets for the long-term, therefore, a temporary change in cash flows due to COVID-19 alone was determined not to be an indicator of impairment. |
Lease Accounting, Lessee | Lease Accounting – NNN records its leases on the Property Portfolio in accordance with FASB Accounting Standards Update ("ASU") 2016-02, "Leases (Topic 842)," ("ASC 842"). In addition, NNN recorded right-of-use assets and operating lease liabilities as lessee under operating leases in accordance with ASC 842. NNN's real estate is generally leased to tenants on a net lease basis, whereby the tenant is responsible for all operating expenses relating to the Property, including property taxes, insurance, maintenance, repairs and capital expenditures. The leases on the Property Portfolio are predominantly classified as operating leases and are accounted for as follows: Operating method – Properties with leases accounted for using the operating method are recorded at the cost of the real estate and depreciated on the straight-line method over their estimated remaining useful lives, which generally range from 20 to 40 years for buildings and improvements and 15 years for land improvements. Leasehold interests are amortized on the straight-line method over the terms of their respective leases. Revenue is recognized as rentals are earned and expenses (including depreciation) are charged to operations as incurred. When scheduled rentals vary during the lease term, income is recognized on a straight-line basis so as to produce a constant periodic rent over the term of the lease. Accrued rental income is the aggregate difference between the scheduled rents which vary during the lease term and the income recognized on a straight-line basis. In April 2020, the FASB issued interpretive guidance relating to the accounting for lease concessions provided as a result of COVID-19. In this guidance, entities can elect not to apply lease modification accounting with respect to such lease concessions and instead, treat the concession as if it was a part of the existing contract. This guidance is only applicable to COVID-19 related lease concessions that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee. NNN elected to make this policy election for COVID-19 lease concessions, including the rent deferral lease amendments effective during the years ended December 31, 2021 and 2020. During 2021 and 2020, NNN entered into rent deferral lease amendments with certain tenants, for an aggregate $ 4,758,000 and $ 52,019,000 of rent originally due for the years ending December 31, 2021 and 2020, respectively. The rent deferral lease amendments require the deferred rents to be repaid at a later time during the lease term. Approximately $ 31,776,000 of deferred rent was repaid in 2021 and approximately $ 4,063,000 of deferred rent was repaid during the quarter ended March 31, 2022. An additional $ 10,463,000 is due in 2022, with substantially all remaining deferred rent coming due periodically by December 31, 2023. Collectability – In accordance with ASC 842, NNN reviews the collectability of its rental income on an ongoing basis. NNN considers collectability indicators when analyzing accounts receivable (and accrued rent) and historical bad debt levels, tenant credit-worthiness and current economic trends, all of which assists in evaluating the probability of outstanding and future rental income collections. In addition, tenants in bankruptcy are analyzed and considerations are made in connection with the expected recovery of pre-petition and post-petition bankruptcy claims. At the point NNN deems the collection of rental income not probable, uncollected previously recognized rental revenue and any related accrued rent are reversed and, subsequently, any rental income is only recognized when cash receipts are received. NNN includes an allowance for doubtful accounts in rental income on the Consolidated Statements of Income and Comprehensive Income. As a result of the review of rental income collectability, no outstanding receivables and related accrued rent were written off during the quarters ended March 31, 2022 and 2021, and no tenants were reclassified as cash basis for accounting purposes. The following table summarizes those tenants classified as cash basis for accounting purposes as of: March 31, 2022 2021 Number of tenants 9 12 Cash basis tenants as a percent of: Total properties 5.4 % 6.1 % Total gross leasable area 7.0 % 7.7 % During the quarters ended March 31, 2022 and 2021, NNN recognized $ 15,786,000 and $ 11,314,000 , respectively, of rental income from certain tenants previously classified as cash basis for accounting. During the quarter ended March 31, 2022, two tenants were reclassified to accrual basis for accounting purposes due to their improved qualitative and/or quantitative credit factors. The impact of the reclassification was immaterial. |
Credit Losses on Financial Instruments | Credit Losses on Financial Instruments – FASB ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326),” (“ASC 326”) requires entities to estimate an expected lifetime credit loss on financial assets ranging from short-term trade accounts receivable to long-term financings. The guidance requires a lifetime credit loss expected at inception and requires pooling of assets, which share similar risk characteristics. NNN is required to evaluate current economic conditions, as well as, make future expectations of economic conditions. In addition, the measurement of the expected credit loss is over the asset’s contractual term. NNN had mortgages receivable of $ 1,927,000 and $ 2,023,000 included in other assets on the Condensed Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021 , respectively, net of $ 123,000 and $ 129,000 allowance for credit loss, respectively. NNN measures the allowance for credit loss based on the fair value of the collateral and the historical collectability trend analysis over 15 years. |
Debt Costs | Debt Costs – Line of Credit Payable – Debt costs incurred in connection with NNN's $ 1,100,000,000 unsecured revolving line of credit have been deferred and are being amortized to interest expense over the term of the loan commitment using the straight-line method, which approximates the effective interest method. NNN has recorded debt costs associated with the credit facility as an asset, in debt costs on the Condensed Consolidated Balance Sheets. Debt Costs – Notes Payable – Debt costs incurred in connection with the issuance of NNN’s notes payable have been deferred and are being amortized to interest expense over the term of the respective debt obligation using the effective interest method. These costs of $ 38,145,000 , as of March 31, 2022 and December 31, 2021, are included in notes payable on the Condensed Consolidated Balance Sheets net of accumulated amortization of $ 9,859,000 and $ 9,262,000 , respectively. Revenue Recognition – Rental revenues for properties under construction commence upon completion of construction of the leased asset and delivery of the leased asset to the tenant. Rental revenues for non-development real estate assets are recognized when earned in accordance with ASC 842 , based on the terms of the lease of the leased asset. Lease termination fees are recognized when collected subsequent to the related lease that is cancelled and NNN no longer has continuing involvement with the former tenant with respect to that property. The core principle of ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)" ("ASU 2014-09"), is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Certain contracts are excluded from ASU 2014-09, including lease contracts within the scope of ASC 842. NNN determined the key revenue stream impacted by ASU 2014-09 is gain on disposition of real estate reported on the Condensed Consolidated Statements of Income and Comprehensive Income. In accordance with ASU 2014-09, NNN evaluates any separate contracts or performance obligations to determine proper timing and/or amount of revenue recognition, as well as, transaction price allocation. |
Earnings Per Share | Earnings Per Share – Earnings per share have been computed pursuant to the FASB guidance included in Earnings Per Share . The guidance requires classification of the Company’s unvested restricted share units, which carry rights to receive nonforfeitable dividends, as participating securities requiring the two-class method of computing earnings per share. Under the two-class method, earnings per common share are computed by dividing the sum of distributed earnings to common stockholders and undistributed earnings allocated to common stockholders by the weighted average number of common shares outstanding for the period. In applying the two-class method, undistributed earnings are allocated to both common shares and participating securities based on the weighted average shares outstanding during the period. The following table is a reconciliation of the numerator and denominator used in the computation of basic and diluted earnings per common share using the two-class method (dollars in thousands): Quarter Ended March 31, 2022 2021 Basic and Diluted Earnings: Net earnings attributable to NNN $ 81,372 $ 56,587 Less: Series F preferred stock dividends — ( 4,485 ) Net earnings available to NNN’s common stockholders 81,372 52,102 Less: Earnings allocated to unvested restricted shares ( 156 ) ( 151 ) Net earnings used in basic and diluted earnings per share $ 81,216 $ 51,951 Basic and Diluted Weighted Average Shares Outstanding: Weighted average number of shares outstanding 175,635,634 175,391,723 Less: Unvested restricted shares ( 294,665 ) ( 288,658 ) Less: Unvested contingent restricted shares ( 568,726 ) ( 513,765 ) Weighted average number of shares outstanding used in basic earnings per share 174,772,243 174,589,300 Other dilutive securities 138,970 125,317 Weighted average number of shares outstanding used in diluted earnings per share 174,911,213 174,714,617 |
Income Taxes | Income Taxes – NNN has made an election to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, and related regulations. NNN generally will not be subject to federal income tax on income it distributed to stockholders, providing it distributes 100 percent of its REIT taxable income and meets certain other requirements for qualifying as a REIT. For the quarters ended March 31, 2022 and 2021, NNN believes it has qualified as a REIT. Notwithstanding NNN’s qualification for taxation as a REIT, NNN is subject to certain state and local income, franchise and excise taxes. |
Fair Value Measurement | Fair Value Measurement – NNN’s estimates of fair value of financial and non-financial assets and liabilities are based on the framework established in the fair value accounting guidance. The framework specifies a hierarchy of valuation inputs which was established to increase consistency, clarity and comparability in fair value measurements and related disclosures. The guidance describes a fair value hierarchy based upon three levels of inputs that may be used to measure fair value, two of which are considered observable and one that is considered unobservable. The following describes the three levels: • Level 1 – Valuation is based upon quoted prices in active markets for identical assets or liabilities. • Level 2 – Valuation is based upon inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include option pricing models, discounted cash flow models and similar techniques. |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) – The following table outlines the changes in accumulated other comprehensive income (loss) for the quarter ended March 31, 2022 (dollars in thousands): Gain (Loss) on (1) Beginning balance, December 31, 2021 $ ( 14,956 ) Reclassifications from accumulated other comprehensive income to net earnings 583 (2) Ending balance, March 31, 2022 $ ( 14,373 ) (1) Additional disclosure is included in Note 6 – Derivatives. (2) Recorded in interest expense on the Condensed Consolidated Statements of Income and Comprehensive Income. |
New Accounting Pronouncements | New Accounting Pronouncements – ASU 2020-04, Reference Rate Reform (Topic 848) (“ASU 2020-04”) contains practical expedients for reference rate reform-related activities, including the transition away from the London Interbank Offered Rate ("LIBOR"), that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. In 2021, NNN elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. NNN continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur. NNN had no derivative financial instruments outstanding as of March 31, 2022 . |
Use of Estimates | Use of Estimates – Additional critical accounting policies of NNN include management’s estimates and assumptions relating to the reporting of assets and liabilities, revenues and expenses and the disclosure of contingent assets and liabilities and are required to prepare the condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America. Significant accounting policies include management’s estimates of the useful lives used in calculating depreciation expense relating to real estate asset purchase accounting for acquisition of real estate subject to a lease, the recoverability of the carrying value of long-lived assets and management's evaluation of the probability of outstanding and future lease payment collections. Actual results could differ from those estimates. |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of NNN's Investment Portfolio | NNN acquires, owns, invests in and develops properties that are leased primarily to retail tenants under long-term net leases and primarily held for investment ("Properties", "Property Portfolio", or individually a "Property") . March 31, 2022 Property Portfolio: Total properties 3,271 Gross leasable area (square feet) 33,545,000 States 48 Weighted average remaining lease term (years) 10.6 |
Summary of tenants classified as cash basis | The following table summarizes those tenants classified as cash basis for accounting purposes as of: March 31, 2022 2021 Number of tenants 9 12 Cash basis tenants as a percent of: Total properties 5.4 % 6.1 % Total gross leasable area 7.0 % 7.7 % |
Computation of Basic and Diluted Earnings Per Share | The following table is a reconciliation of the numerator and denominator used in the computation of basic and diluted earnings per common share using the two-class method (dollars in thousands): Quarter Ended March 31, 2022 2021 Basic and Diluted Earnings: Net earnings attributable to NNN $ 81,372 $ 56,587 Less: Series F preferred stock dividends — ( 4,485 ) Net earnings available to NNN’s common stockholders 81,372 52,102 Less: Earnings allocated to unvested restricted shares ( 156 ) ( 151 ) Net earnings used in basic and diluted earnings per share $ 81,216 $ 51,951 Basic and Diluted Weighted Average Shares Outstanding: Weighted average number of shares outstanding 175,635,634 175,391,723 Less: Unvested restricted shares ( 294,665 ) ( 288,658 ) Less: Unvested contingent restricted shares ( 568,726 ) ( 513,765 ) Weighted average number of shares outstanding used in basic earnings per share 174,772,243 174,589,300 Other dilutive securities 138,970 125,317 Weighted average number of shares outstanding used in diluted earnings per share 174,911,213 174,714,617 |
Changes in Accumulated Other Comprehensive Income (Loss) | The following table outlines the changes in accumulated other comprehensive income (loss) for the quarter ended March 31, 2022 (dollars in thousands): Gain (Loss) on (1) Beginning balance, December 31, 2021 $ ( 14,956 ) Reclassifications from accumulated other comprehensive income to net earnings 583 (2) Ending balance, March 31, 2022 $ ( 14,373 ) (1) Additional disclosure is included in Note 6 – Derivatives. (2) Recorded in interest expense on the Condensed Consolidated Statements of Income and Comprehensive Income. |
Real Estate (Tables)
Real Estate (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Real Estate [Abstract] | |
Summary of Real Estate Subject to Operating Leases | Real Estate Portfolio – NNN's real estate consisted of the following at (dollars in thousands): March 31, December 31, Land and improvements (1) $ 2,556,405 $ 2,527,483 Buildings and improvements 6,536,540 6,375,583 Leasehold interests 355 355 9,093,300 8,903,421 Less accumulated depreciation and amortization ( 1,517,047 ) ( 1,470,062 ) 7,576,253 7,433,359 Work in progress for buildings and improvements 11,811 7,277 Accounted for using the operating method 7,588,064 7,440,636 Accounted for using the direct financing method 3,579 3,653 $ 7,591,643 $ 7,444,289 (1) Includes $ 8,070 and $ 8,979 in land for Properties under construction at March 31, 2022 and December 31, 2021, respectively. |
Rental Income, Operating Leases | NNN recognized the following revenues in rental income (dollars in thousands): Quarter Ended March 31, 2022 2021 Rental income from operating leases $ 184,311 $ 173,583 Earned income from direct financing leases 151 158 Percentage rent 701 104 Real estate expense reimbursement from tenants 4,600 5,353 $ 189,763 $ 179,198 |
Intangible Assets, Lease Liabilities, and Related Amortization | In accordance with purchase accounting for the acquisition of real estate subject to a lease, NNN has recorded intangible assets and lease liabilities that consisted of the following at (dollars in thousands): March 31, December 31, Intangible lease assets (included in other assets ): Above-market in-place leases $ 15,335 $ 15,335 Less: accumulated amortization ( 10,993 ) ( 10,821 ) Above-market in-place leases, net $ 4,342 $ 4,514 In-place leases $ 121,431 $ 122,069 Less: accumulated amortization ( 74,480 ) ( 73,345 ) In-place leases, net $ 46,951 $ 48,724 Intangible lease liabilities (included in other liabilities ): Below-market in-place leases $ 41,160 $ 41,705 Less: accumulated amortization ( 27,214 ) ( 27,447 ) Below-market in-place leases, net $ 13,946 $ 14,258 |
Real Estate Held for Sale | Real estate held for sale consisted of the following as of (dollars in thousands): March 31, December 31, (1) Land and improvements $ 546 $ 6,440 Building and improvements 1,192 4,313 1,738 10,753 Less accumulated depreciation and amortization ( 714 ) ( 1,331 ) Less impairment ( 462 ) ( 3,865 ) $ 562 $ 5,557 Number of Properties 2 2 (1) Both properties classified as held for sale as of December 31, 2021 were sold during the quarter ended March 31, 2022. |
Gains on Dispositions of Properties | The following table summarizes the Properties sold and the corresponding gain recognized on the disposition of Properties (dollars in thousands): Quarter Ended March 31, 2022 2021 # of Sold Net # of Sold Net Gain on disposition of real estate 10 $ 3,992 11 $ 4,281 |
Remaining Funding Commitments | These construction commitments, as of March 31, 2022, are outlined in the table below (dollars in thousands): Total commitment (1) $ 38,889 Less amount funded 19,881 Remaining commitment $ 19,008 (1) Includes land, construction costs, tenant improvements, lease costs and capitalized interest. |
Real Estate Impairments | As a result of NNN's review of long-lived assets, including identifiable intangible assets, NNN recognized real estate impairments, net of recoveries as summarized in the table below (dollars in thousands): Quarter Ended March 31, 2022 2021 Total real estate impairments, net of recoveries $ 1,632 $ 2,131 Number of Properties: Vacant 3 6 Occupied 2 1 |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Payable [Abstract] | |
Notes Payable | Each note issuance is summarized in the table below (dollar in thousands): Notes Issue Date Principal Discount (1) Net Price Stated Rate Effective Rate (2) Maturity Date 2051 Notes March 2021 $ 450,000 $ 8,406 $ 441,594 3.500 % 3.602 % April 2051 2052 Notes (3) September 2021 450,000 10,422 439,578 3.000 % 3.118 % April 2052 (1) The note discounts are amortized to interest expense over the respective term of each debt obligation using the effective interest method. (2) Includes the effects of the discount at issuance. (3) NNN entered into forward swaps which were hedging the risk of changes in forecasted interest payments on forecasted issuance of long-term debt. Upon the issuance of the 2052 Notes, NNN terminated such derivatives, and the resulting fair value was deferred in accumulated other comprehensive income (loss) and is being amortized over the term of the respective notes using the effective interest method. Additional disclosure is included in Note 6 – Derivatives. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Schedule of ATM Program | The following outlines NNN's ATM program: 2020 ATM Established date August 2020 Termination date August 2023 Total allowable shares 17,500,000 Total shares issued as of March 31, 2022 1,599,304 |
Schedule of Common Stock Issuances Pursuant to Equity Programs | The following table outlines the common stock issuances pursuant to NNN's ATM equity program for the quarter ended March 31, 2021 (dollars in thousands, except per share data): Shares of common stock 30,000 Average price per share (net) $ 38.59 Net proceeds $ 1,158 Stock issuance costs (1) $ 75 (1) Stock issuance costs consist primarily of underwriters' fees and commissions, and legal and accounting fees. |
Schedule of Common Stock Issuances Pursuant to DRIP | The following table outlines the common stock issuances pursuant to NNN's DRIP (dollars in thousands): Quarter Ended March 31, 2022 2021 Shares of common stock 17,571 15,769 Net proceeds $ 748 $ 569 |
Schedule of Dividends Declared and Paid | The following table outlines the dividends declared and paid for each issuance of NNN's stock (dollars in thousands, except per share data): Quarter Ended March 31, 2022 2021 Series F preferred stock (1) : Dividends $ — $ 4,485 Per depositary share — 0.3250 Common stock: Dividends 92,751 90,848 Per share 0.5300 0.5200 (1) The Series F preferred stock was redeemed in October 2021. |
Derivatives (Tables)
Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | The following table outlines NNN's terminated derivatives which were hedging the risk of changes in forecasted interest payments on forecasted issuance of long-term debt (dollars in thousands): Notes Payable Terminated Description Aggregate Liability Fair Value (1) 2024 May 2014 Three forward starting swaps $ 225,000 $ 6,312 $ 6,312 2025 October 2015 Four forward starting swaps 300,000 13,369 13,369 2026 December 2016 Two forward starting swaps 180,000 ( 13,352 ) ( 13,345 ) 2027 September 2017 Two forward starting swaps 250,000 7,690 7,688 2028 September 2018 Two forward starting swaps 250,000 ( 4,080 ) ( 4,080 ) 2030 March 2020 Three forward starting swaps 200,000 13,141 13,141 2052 September 2021 Two forward starting swaps 120,000 1,584 1,584 (1) The amount reported in accumulated other comprehensive income (loss) will be reclassified to interest expense as interest payments are made on the related notes payable. |
Organization and Summary of S_4
Organization and Summary of Significant Accounting Policies (Summary of NNN's Investment Portfolio) (Details) | 3 Months Ended |
Mar. 31, 2022ft² | |
Property Portfolio: | |
Total properties | 3,271 |
Gross leasable area (square feet) | 33,545,000 |
States | 48 |
Weighted average remaining lease term | 10 years 7 months 6 days |
Organization and Summary of S_5
Organization and Summary of Significant Accounting Policies - (Summary of tenants classified as cash basis) (Details) - Tenant | Mar. 31, 2022 | Mar. 31, 2021 |
Accounting Policies [Abstract] | ||
Percentage of tenants for which revenue recognized on cash basis | 9 | 12 |
Cash basis tenants as a percent of: | ||
Percentage of total properties for which revenue recognized on cash basis | 5.40% | 6.10% |
Percentage of aggregate gross leasable area for which revenue recognized on cash basis | 7.00% | 7.70% |
Organization and Summary of S_6
Organization and Summary of Significant Accounting Policies (Computation of Basic and Diluted Earnings per Share) (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Basic and Diluted Earnings: | ||
Net earnings attributable to NNN | $ 81,372 | $ 56,587 |
Less: Series F preferred stock dividends | 0 | (4,485) |
Net earnings attributable to common stockholders | 81,372 | 52,102 |
Less: Earnings allocated to unvested restricted shares | (156) | (151) |
Net earnings used in basic and diluted earnings per share | $ 81,216 | $ 51,951 |
Basic and Diluted Weighted Average Shares Outstanding: | ||
Weighted average number of shares outstanding (in shares) | 175,635,634 | 175,391,723 |
Less: Unvested restricted shares (in shares) | (294,665) | (288,658) |
Less: Unvested contingent restricted shares (in shares) | (568,726) | (513,765) |
Weighted Average Number of Shares Outstanding, Basic, Total | 174,772,243 | 174,589,300 |
Other dilutive securities (in shares) | 138,970 | 125,317 |
Weighted average number of shares outstanding used in diluted earnings per share (in shares) | 174,911,213 | 174,714,617 |
Organization and Summary of S_7
Organization and Summary of Significant Accounting Policies (Changes in AOCI) (Details) | 3 Months Ended | |
Mar. 31, 2022USD ($) | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balances | $ 3,901,663,000 | |
Balances | 3,897,746,000 | |
AOCI, cash flow hedges | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balances | (14,956,000) | [1] |
Other comprehensive income (loss) | (583,000) | [1] |
Net other comprehensive income (loss) | 14,373,000 | [1] |
Balances | $ (14,373,000) | |
[1] | (1) Additional disclosure is included in Note 6 – Derivatives. (2) Recorded in interest expense on the Condensed Consolidated Statements of Income and Comprehensive Income. |
Organization and Summary of S_8
Organization and Summary of Significant Accounting Policies (Narrative) (Details) | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2022USD ($)Tenant | Mar. 31, 2021USD ($)Tenant | Dec. 31, 2022USD ($) | Dec. 31, 2021USD ($) | Jun. 30, 2021USD ($) | May 31, 2021USD ($) | Dec. 31, 2020USD ($) | |
Accounting Policies [Line Items] | |||||||
Interest costs capitalized | $ 98,000 | $ 63,000 | |||||
Percentage of total properties for which revenue recognized on cash basis | 5.40% | 6.10% | |||||
Percentage of aggregate gross leasable area for which revenue recognized on cash basis | 7.00% | 7.70% | |||||
Percentage of tenants for which revenue recognized on cash basis | Tenant | 9 | 12 | |||||
Lessor Lease, Rent Deferral Lease Amendments Due To Covid-19, Deferred Rent Originally Due Current Fiscal Year | $ 4,758,000,000 | $ 52,019,000,000 | |||||
Lessor Lease, Rent Deferral Lease Amendments Due To Covid-19, Deferred Rent Repaid | $ 4,063,000 | 31,776,000,000 | |||||
Revenue recognized on cash basis | 15,786,000,000 | $ 11,314,000 | |||||
Revolving credit facility borrowing capacity | 1,100,000,000,000 | $ 1,100,000,000,000 | $ 900,000,000,000 | ||||
Debt costs | $ 10,144,000 | ||||||
Rent repaid | $ 10,463,000,000 | ||||||
Number of tenants | Tenant | 2 | ||||||
Mortgage loan | |||||||
Accounting Policies [Line Items] | |||||||
Mortgage receivable | $ 1,927,000 | 2,023,000 | |||||
Allowance for credit loss | $ 123,000 | 129,000 | |||||
Collectability analysis, period used | 15 years | ||||||
Minimum | |||||||
Accounting Policies [Line Items] | |||||||
Initial lease term | 10 years | ||||||
Maximum | |||||||
Accounting Policies [Line Items] | |||||||
Initial lease term | 20 years | ||||||
Line of Credit | |||||||
Accounting Policies [Line Items] | |||||||
Revolving credit facility borrowing capacity | $ 1,100,000,000 | ||||||
Loans Payable | |||||||
Accounting Policies [Line Items] | |||||||
Debt costs | 38,145,000 | 38,145,000 | |||||
Debt costs accumulated amortization | $ 9,859,000 | $ 9,262,000 |
Real Estate (Key Information fo
Real Estate (Key Information for Leases) (Details) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022USD ($)Tenant | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | |
Lessor, Lease, Description [Line Items] | ||||
Weighted average remaining lease term | 10 years 7 months 6 days | |||
Operating | 3,285 | |||
Direct financing | 5 | |||
Leases classified as operating leases | 3,285 | |||
Straight Line Rent | $ | $ (1,780,000) | $ (9,381,000) | ||
Leases classified as direct financing leases | 5 | |||
Rent deferral, year ending December 31, 2021 | $ | $ 4,758,000,000 | $ 52,019,000,000 | ||
Deferred rent repaid | $ | $ 4,063,000 | $ 31,776,000,000 | ||
Minimum | ||||
Lessor, Lease, Description [Line Items] | ||||
Initial lease term | 10 years | |||
Maximum | ||||
Lessor, Lease, Description [Line Items] | ||||
Initial lease term | 20 years |
Real Estate (Summary of Real Es
Real Estate (Summary of Real Estate Subject to Operating Leases) (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Property Subject to or Available for Operating Lease [Line Items] | ||
Land and improvements | $ 2,556,405 | $ 2,527,483 |
Buildings and improvements | 6,536,540 | 6,375,583 |
Leasehold interests | 355 | 355 |
Real estate subject to operating leases, gross | 9,093,300 | 8,903,421 |
Less accumulated depreciation and amortization | (1,517,047) | (1,470,062) |
Real estate subject to operating leases, net, before work in progress | 7,576,253 | 7,433,359 |
Work in progress for buildings and improvements | 11,811 | 7,277 |
Accounted for using the operating method | 7,588,064 | 7,440,636 |
Accounted for using the direct financing method | 3,579 | 3,653 |
Real estate portfolio | 7,591,643 | 7,444,289 |
Asset under construction | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Land and improvements | $ 8,070 | $ 8,979 |
Real Estate (Rental Income) (De
Real Estate (Rental Income) (Details) | 3 Months Ended | ||
Mar. 31, 2022USD ($)Tenant | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | |
Lease Income [Abstract] | |||
Rental income from operating leases | $ 184,311,000 | $ 173,583,000 | |
Earned income from direct financing leases | 151,000 | 158,000 | |
Percentage rent | 701,000 | 104,000 | |
Real estate expense reimbursement from tenants | 4,600,000 | 5,353,000 | |
Total lease income | 189,763,000 | 179,198,000 | |
Rental income accrued during period | (1,206,000) | (8,445,000) | |
Balance of accrued rental income | 30,727,000 | $ 31,942,000 | |
Allowances | $ 4,351,000 | 4,587,000 | |
Number of tenants | Tenant | 2 | ||
Straight-line accrued rent from rent deferral repayments | $ (1,780,000) | $ (9,381,000) | |
Accrued rental income | 30,727,000 | 31,942,000 | |
Accrued rental income allowance | $ 4,351,000 | $ 4,587,000 |
Real Estate (Intangible Assets
Real Estate (Intangible Assets and Liabilities) (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Intangible lease liabilities (included in other liabilities): | |||
Below-market in-place leases | $ 41,160,000 | $ 41,705,000 | |
Less: accumulated amortization | (27,214,000) | (27,447,000) | |
Below-market in-place leases, net | 13,946,000 | 14,258,000 | |
Above-market in-place leases | |||
Intangible lease assets (included in other assets): | |||
Leases | 15,335,000 | 15,335,000 | |
Less: accumulated amortization | 10,993,000 | 10,821,000 | |
Leases, net | 4,342,000 | 4,514,000 | |
In-place leases | |||
Intangible lease assets (included in other assets): | |||
Leases | 121,431,000 | 122,069,000 | |
Less: accumulated amortization | 74,480,000 | 73,345,000 | |
Leases, net | 46,951,000 | $ 48,724,000 | |
Intangible lease liabilities (included in other liabilities): | |||
Amortization expense, in-place leases | 1,773,000 | $ 1,800,000 | |
Above-market and below-market in-place leases | |||
Intangible lease liabilities (included in other liabilities): | |||
Amortization expense, above- and below-market leases | $ 1,400,000 | $ 162,000 |
Real Estate - (Amortization of
Real Estate - (Amortization of Acquired Lease Intangibles) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Above-Market and Below-Market In-Place Lease Intangibles | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense, above- and below-market leases | $ 1,400,000 | $ 162,000 |
In-Place Lease Intangibles | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense, in-place leases | $ 1,773,000 | $ 1,800,000 |
Real Estate (Held For Sale) (De
Real Estate (Held For Sale) (Details) $ in Thousands | Mar. 31, 2022USD ($)Property | Dec. 31, 2021USD ($)Property |
Real Estate [Abstract] | ||
Land and improvements | $ 546 | $ 6,440 |
Building and improvements | 1,192 | 4,313 |
Real estate held-for-sale | 1,738 | 10,753 |
Less accumulated depreciation and amortization | (714) | (1,331) |
Less impairment | (462) | (3,865) |
Real estate held for sale | $ 562 | $ 5,557 |
Number of properties classified as held for sale | Property | 2 | 2 |
Real Estate (Dispositions) (Det
Real Estate (Dispositions) (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022USD ($)Property | Mar. 31, 2021USD ($)Property | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Gain | $ | $ 3,992 | $ 4,281 |
Assets Held-for-sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of properties sold at a gain | Property | 10 | 11 |
Real Estate (Commitments) (Deta
Real Estate (Commitments) (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($)Property | |
Real Estate [Abstract] | |
Number of properties | Property | 13 |
Period for improvements to construction commitments | 12 months |
Total commitment | $ 38,889 |
Less amount funded | 19,881 |
Remaining commitment | $ 19,008 |
Real Estate ((Impairments) (Det
Real Estate ((Impairments) (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022USD ($)Property | Mar. 31, 2021USD ($)Property | |
Lessor, Lease, Description [Line Items] | ||
Impairment of Real Estate | $ | $ 1,632 | $ 2,131 |
Number of Properties: | ||
Vacant | 3 | 6 |
Occupied | 2 | 1 |
Minimum | ||
Lessor, Lease, Description [Line Items] | ||
Initial lease term | 10 years | |
Maximum | ||
Lessor, Lease, Description [Line Items] | ||
Initial lease term | 20 years |
Line of Credit Payable (Details
Line of Credit Payable (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Jun. 30, 2021 | May 31, 2021 | |
Line of Credit Facility [Line Items] | |||
Revolving credit facility borrowing capacity | $ 1,100,000,000,000 | $ 1,100,000,000,000 | $ 900,000,000,000 |
Option to increase facility size | $ 2,000,000,000,000 | ||
LIBOR | |||
Line of Credit Facility [Line Items] | |||
Basis spread on variable rate | 77.50% | ||
Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Revolving credit facility borrowing capacity | $ 1,100,000,000 | ||
Line of credit payable | $ 0 |
Notes Payable (Details)
Notes Payable (Details) | 1 Months Ended | 3 Months Ended | |||||||||
Mar. 31, 2021USD ($) | Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Sep. 30, 2021USD ($)Instrument | Mar. 31, 2020USD ($)Instrument | Sep. 30, 2018USD ($)Instrument | Sep. 30, 2017USD ($)Instrument | Dec. 31, 2016USD ($)Instrument | Oct. 31, 2015USD ($)Instrument | May 31, 2014USD ($)Instrument | |
Debt Instrument [Line Items] | |||||||||||
Debt issuance costs | $ 10,144,000 | ||||||||||
Payment of debt issuance costs | 48,000 | $ 5,145,000 | |||||||||
Payment of make-whole premium | 0 | $ 21,328,000 | |||||||||
Forward Swap Member | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Number of interest rate derivatives terminated | Instrument | 2 | 3 | 2 | 2 | 2 | 4 | 3 | ||||
Aggregate notional amount | $ 120,000,000 | $ 200,000,000 | $ 250,000,000 | $ 250,000,000 | $ 180,000,000 | $ 300,000,000 | $ 225,000,000 | ||||
Loans Payable | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt issuance costs | 38,145,000 | $ 38,145,000 | |||||||||
2051 Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal | $ 450,000,000 | $ 450,000,000 | |||||||||
Stated Rate | 3.50% | 3.50% | |||||||||
Net Price | $ 441,594,000 | ||||||||||
Discount | $ 8,406,000 | ||||||||||
Effective Rate | 3.602% | ||||||||||
2052 Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal | $ 450,000,000 | $ 450,000,000 | |||||||||
Stated Rate | 3.00% | 3.00% | |||||||||
Net Price | $ 439,578,000 | ||||||||||
Discount | $ 10,422,000 | ||||||||||
Effective Rate | 3.118% | ||||||||||
2022 Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stated Rate | 3.30% | 3.30% | |||||||||
Notes payable redeemed | $ 350,000,000,000 | ||||||||||
Redemption price percentage | 100.00% | ||||||||||
Payment of make-whole premium | $ 21,328,000,000 |
Stockholders' Equity (DRIP) (De
Stockholders' Equity (DRIP) (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Feb. 28, 2021 | |
Class of Stock [Line Items] | ||||
Common stock, shares authorized (in shares) | 375,000,000 | 375,000,000 | ||
Net proceeds | $ 748 | $ 1,882 | ||
DRIP | ||||
Class of Stock [Line Items] | ||||
Common stock, shares authorized (in shares) | 6,000,000 | |||
Shares of common stock (in shares) | 17,571 | 15,769 | ||
Net proceeds | $ 748 | $ 569 |
Stockholders' Equity (ATM Progr
Stockholders' Equity (ATM Program) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||
Oct. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | ||
Class of Stock [Line Items] | |||||
Total allowable shares (in shares) | 375,000,000 | 375,000,000 | |||
Total shares issued (in shares) | 175,810,465 | 175,635,792 | |||
Net proceeds | $ 748,000 | $ 1,882,000 | |||
Stock issuance costs | $ 48,000 | $ 5,145,000 | |||
Series F Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Preferred stock, shares redeemed (in shares) | 13,800,000 | ||||
Dividend rate | 5.20% | ||||
Stated liquidation value per share (in dollars per share) | $ 25 | ||||
Aggregate redemption price (in dollars per share) | $ 25.111944 | ||||
Excess of redemption value over carrying value of preferred shares redeemed | $ 10,897,000 | ||||
ATM equity programs | |||||
Class of Stock [Line Items] | |||||
Shares of common stock (in shares) | 30,000 | ||||
Average price per share (net) (in dollars per share) | $ 38.59 | ||||
Net proceeds | $ 1,158,000 | ||||
Stock issuance costs | [1] | $ 75,000 | |||
2020 ATM | |||||
Class of Stock [Line Items] | |||||
Total allowable shares (in shares) | 17,500,000 | ||||
Total shares issued (in shares) | 1,599,304 | ||||
[1] | Stock issuance costs consist primarily of underwriters' fees and commissions, and legal and accounting fees. |
Stockholders' Equity (Dividends
Stockholders' Equity (Dividends) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Apr. 30, 2022 | Oct. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | ||
Class of Stock [Line Items] | |||||
Preferred stock dividends | $ 0 | $ 4,485 | |||
Common stock dividends | $ 92,751 | $ 90,848 | |||
Common stock dividends per share (in dollars per share) | $ 0.5300 | $ 0.5200 | |||
Common stock dividends declared (in dollars per share) | $ 0.5300 | $ 0.5200 | |||
Subsequent event | |||||
Class of Stock [Line Items] | |||||
Common stock dividends declared (in dollars per share) | $ 0.5300 | ||||
Series F Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Preferred stock dividends | [1] | $ 4,485 | |||
Preferred stock dividends per depositary share (in dollars per share) | [1] | $ 0.3250 | |||
Dividend rate | 5.20% | ||||
[1] | (1) The Series F preferred stock was redeemed in October 2021. |
Derivatives (Terminated Derivat
Derivatives (Terminated Derivatives) (Details) - Forward Swap Member $ in Thousands | Sep. 30, 2021USD ($)Instrument | Mar. 31, 2020USD ($)Instrument | Sep. 30, 2018USD ($)Instrument | Sep. 30, 2017USD ($)Instrument | Dec. 31, 2016USD ($)Instrument | Oct. 31, 2015USD ($)Instrument | May 31, 2014USD ($)Instrument | |
Derivative [Line Items] | ||||||||
Number of interest rate derivatives terminated | Instrument | 2 | 3 | 2 | 2 | 2 | 4 | 3 | |
Aggregate Notional Amount | $ 120,000 | $ 200,000 | $ 250,000 | $ 250,000 | $ 180,000 | $ 300,000 | $ 225,000 | |
Liability Fair Value When Terminated | 1,584 | 13,141 | 7,690 | 13,369 | 6,312 | |||
Asset Fair Value When Terminated | (4,080) | (13,352) | ||||||
Fair Value Deferred In Other Comprehensive Income | [1] | $ 1,584 | $ 13,141 | $ (4,080) | $ 7,688 | $ (13,345) | $ 13,369 | $ 6,312 |
[1] | (1) The amount reported in accumulated other comprehensive income (loss) will be reclassified to interest expense as interest payments are made on the related notes payable. |
Derivatives (Narrative) (Detail
Derivatives (Narrative) (Details) - USD ($) | 3 Months Ended | ||||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Derivative [Line Items] | |||||
Stockholders' equity | $ (3,897,746,000) | $ (4,287,839,000) | $ (3,901,663,000) | $ (4,319,304,000) | |
Gain (loss) reclassification to interest expense | 583,000 | 1,368,000 | |||
Interest rate cash flow hedge gain (loss) to be reclassified over next 12 months, net | 2,398,000,000 | ||||
AOCI, cash flow hedges | |||||
Derivative [Line Items] | |||||
Stockholders' equity | 14,373,000 | 14,956,000 | [1] | ||
Accumulated Other Comprehensive Income (Loss) | |||||
Derivative [Line Items] | |||||
Stockholders' equity | 14,373,000 | 15,077,000 | $ 14,956,000 | $ 16,445,000 | |
Gain (loss) reclassification to interest expense | $ 583,000 | $ 1,368,000 | |||
[1] | (1) Additional disclosure is included in Note 6 – Derivatives. (2) Recorded in interest expense on the Condensed Consolidated Statements of Income and Comprehensive Income. |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Financial Instruments, Owned, at Fair Value [Abstract] | ||
Fair value of notes payable | $ 3,624,822,000 | $ 4,032,757,000 |
Subsequent Events (Details)
Subsequent Events (Details) - Series F Preferred Stock | 1 Months Ended |
Oct. 31, 2021USD ($)$ / shares | |
Subsequent Event [Line Items] | |
Preferred stock redemption price including accrued dividends | $ 25.111944 |
Preferred stock redemption price per depository share | $ 25 |
Dividend rate | 5.20% |
Preferred stock redemption charge | $ | $ 10,897,000 |