EX-99.2 3 ef20033554_ex99-2.htm EXHIBIT 99.2

Exhibit 99.2
 
 
NYSE: MDV
 
QUARTERLY SUPPLEMENTAL DATA
 


June 30, 2024
 
Financial Information
 
and
 
Portfolio Information


Modiv Industrial, Inc.
Supplemental Information - Second Quarter 2024

Table of Contents
     
About the Data
3
     
Company Overview
4
     
Financial Results
 
 
Earnings Release
5
 
Consolidated Statements of Operations - Last Five Quarters
11
 
Consolidated Statements of Comprehensive Income (Loss) - Last Five Quarters
13
 
Earnings (Loss) Per Share - Last Five Quarters
14
 
FFO and AFFO - Last Five Quarters
15
 
Adjusted EBITDA - Last Five Quarters
17
 
Leverage Ratio
18
     
Balance Sheets and Capitalization
 
 
Capitalization
19
 
Consolidated Balance Sheets
20
 
Debt Overview
21
 
Credit Facility and Mortgage Notes Covenants
22
     
Real Estate
 
 
Real Estate Acquisitions
23
 
Real Estate Dispositions
24
 
Top 20 Tenants
25
 
Property Type
26
 
Tenant Industry Diversification
27
 
Tenant Geographic Diversification
28
 
Lease Expirations
29
     
Appendix
 
 
Disclosures Regarding Non-GAAP and Other Metrics
30

2

About the Data
 
This data and other information described herein are as of and for the three months ended June 30, 2024 unless otherwise indicated. Future performance may not be consistent with past performance and is subject to change and inherent risks and uncertainties. This information should be read in conjunction with Modiv Industrial, Inc.'s. Annual Report on Form 10-K for the year ended December 31, 2023 filed on March 7, 2024 and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2024 and June 30, 2024, including the financial statements and management's discussion and analysis of financial condition and results of operations filed on May 2, 2024 and August 6, 2024, respectively.
 
Forward-Looking Statements
 
Information set forth herein contains forward-looking statements, which reflect our current views regarding our business, financial performance, growth prospects and strategies, market opportunities, and market trends. Forward-looking statements include all statements that are not historical facts. In some cases, you can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “approximately,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates,” or the negative version of these words or other comparable words. All of the forward-looking statements herein are subject to various risks and uncertainties. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions, and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond our control. Although we believe that the expectations reflected in such forward-looking statements are based on reasonable assumptions, our actual results, performance, and achievements could differ materially from those expressed in or by the forward-looking statements and may be affected by a variety of risks and other factors. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from such forward-looking statements. These factors include, but are not limited to, changes in the rate of inflation and interest rates, general economic conditions, local real estate conditions, tenant financial health, property acquisitions and dispositions and the timing of any acquisitions and dispositions, supply-chain disruptions and negative impacts associated with the violence and unrest in the Middle East, and the ongoing Russian war against Ukraine and sanctions which have been implemented by the United States and other countries against Russia and Iran. These and other risks, assumptions, and uncertainties are described in our filings with the SEC, which are available on the SEC’s website at www.sec.gov. You are cautioned not to place undue reliance on any forward-looking statements included herein. All forward-looking statements are made as of the date of this document and the risk that actual results, performance, and achievements will differ materially from the expectations expressed or referenced herein will increase with the passage of time. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as required by law.

3

Company Overview
Modiv Industrial, Inc. (NYSE:MDV) (“Modiv Industrial”, the “Company”, “we”, “us” and “our”) is a real estate investment trust (“REIT”) that acquires, owns and manages a portfolio of single-tenant net-lease real estate. The Company actively acquires critical industrial manufacturing properties with long-term leases to tenants that fuel the national economy and strengthen the nation's supply chains. For more information, please visit: www.modiv.com.
 
Modiv Industrial strives towards a “best-in-class” corporate governance structure through a board of directors and management team with decades of institutional real estate industry experience.
 
Management Team:
Independent Directors:
   
Aaron S. Halfacre
Adam S. Markman
Chief Executive Officer and Director
Chairman of the Board
   
Raymond J. Pacini
Curtis B. McWilliams
Chief Financial Officer and Secretary
 
   
John C. Raney
Thomas H. Nolan, Jr.
Chief Operating Officer and General Counsel
 
   
Sandra G. Sciutto
Kimberly Smith
Chief Accounting Officer
 
   
William R. Broms
Connie Tirondola
Chief Investment Officer
 
 
Investor Inquiries:
management@modiv.com
 
Transfer Agent:
Computershare Trust Company, N.A.
150 Royall Street
Canton, MA 02021
800-736-3001

4


Modiv Industrial Announces Second Quarter 2024 Results

Reno, Nevada, August 6, 2024 – Modiv Industrial, Inc. (“Modiv Industrial”, “Modiv”, the “Company”, “we” or “our”), (NYSE:MDV), the only public REIT exclusively focused on acquiring industrial manufacturing real estate, today announced operating results for the second quarter ended June 30, 2024.
 
Highlights:


Second quarter rental income of $11.3 million.  Due to the elimination of some non-NNN tenant reimbursements related to the August 2023 portfolio disposition of 13 properties, rental income decreased $493,000. Concurrently during the quarter, we benefitted from an $834,000 decrease in property expenses and $179,000 decrease in G&A.


Second quarter AFFO of $3.9 million increased by $575,000, or 17.3% year over year.


On July 15, 2024, we completed the acquisition of an industrial manufacturing property for $5.2 million with a company that produces optical systems for the defense and aerospace industries. The property is located in the Tampa Florida MSA and the tenant entered into a 20-year lease, with 2.85% annual rent escalations, at an initial cap rate of 8.0% and a weighted average cap rate of 10.6%.


On August 1, 2024, we repurchased 656,191 Class C units in our operating partnership and 123,809 shares of MDV common stock from First City Investment Group, LLC based on the 10-day average closing price as of July 29, 2024 of $14.80 per share for a total of $11,544,000. These units and shares were originally issued at $25.00 in January 2022, representing an accretive full-cycle transaction of nearly $8 million. The reduction of shares outstanding from this repurchase results in an increased AFFO per diluted share for the recent quarter of $0.37 on a pro forma basis assuming the repurchase occurred at the beginning of the quarter. This repurchase also terminates a tax protection agreement thereby allowing the KIA auto dealership property to be recycled to buy additional industrial manufacturing assets.


Fully covered dividend yield of 7.79% based on our closing price of $14.76 on August 5, 2024.

5

“We’re back…it’s been a little more than three months since our last earnings release…what a summer. For those who are reading this for the first time, I encourage you to pull up the prior quarter press releases as each of these missives ties to the other. This summer has been very similar to spring with still more price volatility, economic uncertainty and geo-political risk. Modiv stock, along with other REITs, has seen whipsaw price action as the market seems to swoon with admiration or hide with fright on any given day. As of this writing, the market appears to be hot to trot for some big (and quick) rate cuts – not too dissimilar to the market’s mood back in December. We hope it happens this time (but ideally not on the heels of an economic meltdown), but we are fully prepared for a meaningful rate cut not to happen for a while should that be the case.

If volatility and uncertainty are the malady, then patience and discipline are the medicine. With abundant patience and ironclad discipline, the price volatility and economic/political uncertainty we’ve all experienced is simply data that should be used to inform, not emote. That’s been our approach even though it hasn’t always been fun. As they say, patience begets patience – what you gain from patience is the ability to continue to be patient. Same holds true for discipline. Not sexy, but it works and, most importantly, it is working for us.

To be fair, we are not a stone-cold company bereft of sentiment. In fact, we have a great sense of calm knowing that our company is stronger than it has ever been – we are ideally poised for the winds of fortune should they choose to blow our way. We also hold a sense of balanced optimisim that the market tumult experienced by asset-intensive companies will come full circle eventually. However, trying to guess when that happens could make one sick so we will stick to taking our medicine. Grit, grind, get it done!

Business Outlook:
 
Acquisition Activity – You may have noticed above that the Tampa-MSA acquisition had a closing purchase price of $5.2 million but last quarter’s release we noted that the LOI we had signed was for $6.4 million. When we first entered into the LOI, it was for the main building (which we ultimately ended up acquiring) and a second, smaller building. After we completed our site tour (I physically tour every purchase along with Bill Broms, our CIO), we identified that the second building wasn’t in the same line of business and after conducting some additional due diligence decided we weren’t a buyer of that asset. Consistent with our disciplined approach, we offered the seller a choice: we can walk away from both or we can drop the second building.

6

Yes, it is a small purchase, but it is accretive, and we always want to make sure each dollar of capital deployed is working hard as it can to create value. We continue to look at individual acquisitions but currently have not found a single asset acquisition that compels us.

Share Repurchase – Way, way back in the fall of 2021, before we had listed on the NYSE, back when interest rates had a 3-handle, and before we had conflicts in the Ukraine and Gaza (so basically ancient history)… we entered into negotiations with the then owner of the KIA auto dealership property which is attractively located along the 405 freeway in Los Angeles County. The owner was looking to shelter taxes on the potential sale of the property and we offered a 721 exchange/UPREIT transaction. The sale leaseback transaction that we entered into resulted in an accretive equity issuance in January 2022 of $32.8 million at a share price of $25.00. 

Flash forward to 2Q24, after all the market carnage we have witnessed over the past two years, when the owner of the shares we had issued at $25 reached out to us seeking liquidity to pursue another attractive investment opportunity. On a per share basis, the math was a no-brainer, so we entered into a transaction that allowed us to accretively repurchase a large block of the shares (59% of the original total) at a price of $14.80 – a nearly $8 million “green trade” and over 100 bps net effective improvement in the cap rate on that asset. Another example of us making sure each dollar of capital deployed is “earning its keep”.

Discussions with Potential Strategic Partners – For several quarters now we have been keeping you apprised of our ongoing discussions with potential strategic partners with the view that affording you the most transparency that we can helps to better inform you, the investor. In our last earnings release I metaphorically described two battleships, one located alongside the English shore and the other located along the shore of Miami. As of this writing, we have entered into a non-binding LOI with the Miami shore battleship. This LOI, which is subject to satisfactorily addressing several contingencies that may or may not be met (meaning this might not happen), contemplates Modiv entering into a non-controlling joint venture arrangement whereby we would acquire a less-than-majority (but meaningful) stake in their portfolio of industrial manufacturing assets. The real estate private equity firm that steers the battleship is a savvy and respected enterprise that we believe makes for an ideal joint venture partner. We do not anticipate the JV growing in size after we enter into it and, under the right market conditions, would be pleased to have the opportunity to acquire all or some of the assets in the future. We would be acquiring said JV stake with a mix of cash and stock, with the stock being issued at a premium price comfortably above our 30, 60, 90, 120 and 180-day VWAP ranges. The negotiated cap rate is attractive and this transaction will be accretive, even before taking into consideration the host of other strategic benefits it brings.
 
7

Next steps for us, and the other battleship, are to clear the contingencies and then enter into a formal purchase agreement. We are contemplating this transaction as a “sign and close” so the next time you will most likely hear from on us on this topic will be either an 8-K disclosing the consummation of the deal or a future 10-Q where we tell you why it didn’t close. That being said, we know their portfolio well, I have toured each one of the assets personally, and there is a natural complement to us both in terms of industry and location.

It is also worth noting that we are still in discussions with the English shore battleship (in fact, I spoke to them last week), which means we could potentially enter into another transaction at some point down the road.

Gratitude – I want to take a special moment to express how thankful I am for the contributions made by Adam Markman and Curtis McWilliams as members of our board of directors. They first joined our board five years ago and have been instrumental in our evolution. They have informed us of their intent not to stand for reelection and I felt it important to recognize their positive impact over these many years. Change is inevitable in life and, on behalf of Modiv, I wish them the very best in their future endeavors. Personally, I wish to stand tall, shoulders back, and offer them a sharp salute for their service. Thank you gentleman, it’s been an honor.

Ok, that wraps it up. Zulu Foxtrot Golf. Back to the grindstone!” – Aaron Halfacre, CEO of Modiv Industrial.

Conference Call and Webcast
 
A conference call and audio webcast with analysts and investors will be held on Tuesday, August 6, 2024, at 10:30 a.m. Eastern Time / 7:30 a.m. Pacific Time, to discuss the second quarter 2024 operating results and answer questions.
 
Live conference call: 1-877-407-0789 or 1-201-689-8562 at 10:30 a.m. Eastern Time, Tuesday, August 6, 2023
 
Webcast: To listen to the webcast, either live or archived, please use this link https://viavid.webcasts.com/starthere.jsp?ei=1683079&tp_key=e72f68c908 or visit the investor relations page of Modiv’s website at www.modiv.com.
 
8

About Modiv Industrial
 
Modiv Industrial, Inc. is an internally managed REIT that is focused on single-tenant net-lease industrial manufacturing real estate. The Company actively acquires critical industrial manufacturing properties with long-term leases to tenants that fuel the national economy and strengthen the nation’s supply chains. For more information, please visit: www.modiv.com.
 
Forward-looking Statements
 
Certain statements contained in this press release, other than historical facts, may be considered forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include, but are not limited to, statements regarding our plans, strategies and prospects, both business and financial. Such forward-looking statements are subject to various risks and uncertainties, including but not limited to those described under the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 7, 2024. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this press release and in the Company’s other filings with the SEC. Any forward-looking statements herein speak only as of the time when made and are based on information available to the Company as of such date and are qualified in their entirety by this cautionary statement. The Company assumes no obligation to revise or update any such statement now or in the future, unless required by law. 
 
Notice Involving Non-GAAP Financial Measures
 
In addition to U.S. GAAP financial measures, this press release and the supplemental financial and operating report included in our Form 8-K dated August 6, 2024 contain and may refer to certain non-GAAP financial measures. These non-GAAP financial measures are in addition to, not a substitute for or superior to, measures of financial performance prepared in accordance with GAAP. These non-GAAP financial measures should not be considered replacements for, and should be read together with, the most comparable GAAP financial measures. Reconciliations to the most directly comparable GAAP financial measures and statements of why management believes these measures are useful to investors are provided below.
 
9

AFFO is a measure that is not calculated in accordance with accounting principles generally accepted in the United States of America (GAAP). See the Reconciliation of Non-GAAP Measures later in this press release.
 
The Company defines initial cap rate for property acquisitions as the initial annual cash rent divided by the purchase price of the property. The Company defines weighted average cap rate for property acquisitions as the average annual cash rent including rent escalations over the lease term, divided by the purchase price of the property. 

Inquiries:
management@modiv.com
 
10

Modiv Industrial, Inc.
Consolidated Statements of Operations - Last Five Quarters

(Unaudited)
 
   
Three Months Ended
 
   
June 30,
2024
   
March 31,
2024
   
December 31,
2023
   
September 30,
2023
   
June 30,
2023
 
Income:
                             
Rental income (a)
 
$
11,343,521
   
$
11,900,567
   
$
12,288,516
   
$
12,500,338
   
$
11,836,563
 
Management fee income
   
65,993
     
65,993
     
65,993
     
65,993
     
65,993
 
Total income
   
11,409,514
     
11,966,560
     
12,354,509
     
12,566,331
     
11,902,556
 
                                         
Expenses:
                                       
General and administrative
   
1,418,893
     
1,999,401
     
1,402,055
     
1,735,104
     
1,597,776
 
Stock compensation expense (b)
   
67,500
     
1,378,502
     
1,381,001
     
8,469,867
     
660,170
 
Depreciation and amortization
   
4,136,528
     
4,133,501
     
4,147,570
     
4,175,209
     
3,956,334
 
Property expenses (c)
   
694,043
     
983,982
     
731,081
     
1,195,224
     
1,527,868
 
Impairment of real estate investment property (d)
   
     
     
888,186
     
     
 
Total expenses
   
6,316,964
     
8,495,386
     
8,549,893
     
15,575,404
     
7,742,148
 
Gain (loss) on sale of real estate investments (e)
   
     
3,187,806
     
     
(1,708,801
)
   
 
Operating income (loss)
   
5,092,550
     
6,658,980
     
3,804,616
     
(4,717,874
)
   
4,160,408
 
                                         
Other income (expense):
                                       
Interest income
   
197,883
     
123,839
     
28,967
     
26,386
     
216,841
 
Dividend income
   
4,955
     
108,373
     
285,000
     
190,000
     
 
Income from unconsolidated investment in a real estate property
   
74,211
     
73,854
     
72,043
     
79,164
     
72,773
 
Interest (expense) income, including unrealized gain or loss on interest rate swaps and net of derivative settlements (f)
   
(4,103,350
)
   
(2,307,149
)
   
(7,045,059
)
   
(2,922,918
)
   
179,931
 
Loss on sale of investment in common stock (g)
   
(4,513
)
   
     
     
     
 
(Decrease) increase in fair value of investment in common/preferred stock (g)
   
     
(20,574
)
   
978,658
     
440,000
     
 
Other
   
     
     
33,724
     
     
 
Other (expense) income, net
   
(3,830,814
)
   
(2,021,657
)
   
(5,646,667
)
   
(2,187,368
)
   
469,545
 
                                         
Net income (loss)
   
1,261,736
     
4,637,323
     
(1,842,051
)
   
(6,905,242
)
   
4,629,953
 
Less: net loss (income) attributable to noncontrolling interests in Operating Partnership
   
63,181
     
(912,864
)
   
546,967
     
1,368,896
     
(649,643
)
Net income (loss) attributable to Modiv Industrial, Inc.
   
1,324,917
     
3,724,459
     
(1,295,084
)
   
(5,536,346
)
   
3,980,310
 
Preferred stock dividends
   
(921,875
)
   
(921,875
)
   
(921,875
)
   
(921,875
)
   
(921,875
)
Net income (loss) attributable to common stockholders
 
$
403,042
   
$
2,802,584
   
$
(2,216,959
)
 
$
(6,458,221
)
 
$
3,058,435
 
                                         
Net income (loss) per share attributable to common stockholders:
                                       
Basic
 
$
0.04
   
$
0.33
   
$
(0.29
)
 
$
(0.86
)
 
$
0.41
 
Net income (loss) per share attributable to common stockholders and noncontrollling interests:
                                       
Diluted
 
$
0.03
   
$
0.33
   
$
(0.29
)
 
$
(0.86
)
 
$
0.35
 
                                         
Weighted-average number of common shares outstanding:
                                       
Basic
   
9,441,485
     
8,568,353
     
7,621,871
     
7,548,052
     
7,532,106
 
Diluted (h)
   
11,419,115
     
11,359,258
     
7,621,871
     
7,548,052
     
10,638,311
 
                                         
Distributions declared per common share (i)
 
$
0.2875
   
$
0.2875
   
$
1.3975
   
$
0.2875
   
$
0.2875
 
 
11

(a)
Rental income includes tenant reimbursements for property expenses.
 
(b)
Since there are no stock incentive awards currently outstanding, stock compensation expense for the second quarter of 2024 only reflects the portion of independent directors’ fees that are paid in common stock. Stock compensation expense in the third quarter of 2023 included a one-time non-cash catch-up adjustment of $7,822,197 related to our determination that it was probable that we would achieve our performance target for FFO of $1.05 per diluted share for the year ending December 31, 2023, exclusive of the dilutive effect of the performance units and related stock compensation expense. Our FFO per fully diluted share excluding the dilutive impact of the performance units and the related stock compensation expense was $1.77 for the year ended December 31, 2023. As a result of achieving our performance target of FFO of $1.05 per diluted share (excluding the performance units), our Class R OP Units automatically converted based on a conversion ratio of 2.5 Class C OP Units for each Class R OP Unit for a total of 790,857 Class C OP Units, some of which were then exchanged for the Company's Class C Common Stock, as of March 31, 2024. Stock compensation expense of $733,332 for the performance units was recorded for the fourth quarter of 2023 and the first quarter of 2024 to recognize the final vesting periods.
 
(c)
The decrease in property expenses for the second quarter of 2024 compared with the comparable period of 2023 primarily reflects decreases in repairs and maintenance and property taxes related to properties sold during August 2023 which included modified gross leases and double-net leases. Property expenses are largely offset by tenant reimbursements included in rental income.
 
(d)
The impairment charge for the fourth quarter of 2023 relates to an office property located in Nashville, Tennessee leased to Cummins, Inc. through February 29, 2024, which was sold on February 28, 2024. The impairment charge was based on the sale agreement executed on December 15, 2023, reflecting the excess of the property's carrying value over the property's contracted sale price, less estimated selling costs for the sale.
 
(e)
Gain on sale of real estate investments of $3,187,806 for the first quarter of 2024 relates to the sales of two non-core properties. Loss on sale of real estate investments for the third quarter of 2023 includes a loss of $(1,887,040) on the sale of 13 non-core properties to Generation Income Properties, Inc. ("GIPR") (11 retail and two office), partially offset by a gain on the sale of the Rocklin, California property. Sale proceeds from the GIPR sale included cash of $30,000,000 and newly issued GIPR preferred stock with a liquidation value of $12,000,000. The loss includes the $2,380,000 difference between the $12,000,000 liquidation value and the $9,620,000 fair value of our investment in GIPR’s newly-created Series A Redeemable Preferred Stock received on August 10, 2023.
 
(f)
Interest expense (income), including unrealized gain or loss on interest rate swaps and net of derivative settlements in the second and first quarters of 2024 include $550,042 and $(1,289,364), respectively, of net unrealized loss (gain) on interest rate swaps and $1,634,702 and $1,670,732, respectively, of derivative cash settlements received. The fourth quarter of 2023 includes $3,400,138 unrealized loss on interest rate swaps, net of $1,617,279 of derivative cash settlements received. The third quarter of 2023 is net of $(795,425) unrealized gain on interest rate swaps and $1,586,641 of derivative cash settlements received and the second quarter of 2023 is net of $(3,708,598) unrealized gain on interest rate swaps and $1,401,716 of derivative cash settlements received.
 
(g)
Decrease (increase) in fair value of investment in common/preferred stock reflects adjustments to fair value. We received 2,794,597 shares of GIPR common stock on January 31, 2024 in redemption for the $12,000,000 liquidation value of GIPR Series A Redeemable Preferred Stock and immediately distributed 2,623,153 shares of the GIPR common stock to our stockholders. We sold the remaining 171,444 shares of GIPR common stock in the open market by May 9, 2024 at an average price of $3.80 per share for aggregate net proceeds of $652,118.
 
(h)
Diluted shares outstanding for periods when we reported a net loss do not include the OP Units since they would be anti-dilutive. Diluted shares during the second quarter of 2024 include Class C OP Units and the first quarter of 2024 and the second quarter of 2023 include Class C, Class M, Class P and Class R OP Units.
 
(i)
Distributions for the three months ended December 31, 2023 include the distribution of GIPR common stock of $1.11 per share declared on December 29, 2023 which reflects 0.28 shares of GIPR common stock per one share of our common stock multiplied by $3.95 which was the closing price of GIPR common stock on December 29, 2023.

12

Modiv Industrial, Inc.
Consolidated Statements of Comprehensive Income (Loss) - Last Five Quarters

(Unaudited)
 
   
Three Months Ended
 
   
June 30,
2024
   
March 31,
2024
   
December 31,
2023
   
September 30,
2023
   
June 30,
2023
 
Net income (loss)
 
$
1,261,736
   
$
4,637,323
   
$
(1,842,051
)
 
$
(6,905,242
)
 
$
4,629,953
 
                                         
Other comprehensive loss: cash flow hedge adjustment
                                       
Add: Amortization of unrealized holding gain on interest rate swap (a)
   
(253,093
)
   
(253,093
)
   
(258,655
)
   
(253,092
)
   
(253,093
)
Comprehensive income (loss)
   
1,008,643
     
4,384,230
     
(2,100,706
)
   
(7,158,334
)
   
4,376,860
 
                                         
Net loss (income) attributable to noncontrolling interest in Operating Partnership
   
63,181
     
(912,864
)
   
546,967
     
1,368,896
     
(649,643
)
Other comprehensive loss attributable to noncontrolling interest in Operating Partnership: cash flow hedge adjustment
                                       
Add: Amortization of unrealized holding gain on interest rate swap (a)
   
43,568
     
62,185
     
44,959
     
44,264
     
44,341
 
Comprehensive loss (income) attributable to noncontrolling interest in Operating Partnership
   
106,749
     
(850,679
)
   
591,926
     
1,413,160
     
(605,302
)
Comprehensive income (loss) attributable to Modiv Industrial, Inc.
 
$
1,115,392
   
$
3,533,551
   
$
(1,508,780
)
 
$
(5,745,174
)
 
$
3,771,558
 
 
(a)
Due to the $150 million Term Loan swap's failure to qualify as a cash flow hedge for each of the quarterly periods presented, the unrealized gain on interest rate swap derivative on the consolidated balance sheet is being amortized on a straight-line basis, as a reduction to interest expense, through the maturity date of the Term Loan. The $100 million Term Loan interest rate swap derivative instrument failed to qualify as a cash flow hedge during each of the quarterly periods presented because the swap was deemed ineffective due to the one-time cancellation option on December 31, 2024 as compared with the maturity of the Term Loan.

13

Modiv Industrial, Inc.
Earnings (Loss) Per Share - Last Five Quarters

(Unaudited)
 
   
Three Months Ended
 
   
June 30,
2024
   
March 31,
2024
   
December 31,
2023
   
September 30,
2023
   
June 30,
2023
 
Numerator - Basic:
                             
Net income (loss)
 
$
1,261,736
   
$
4,637,323
   
$
(1,842,051
)
 
$
(6,905,242
)
 
$
4,629,953
 
Less: net loss (income) attributable to noncontrolling interest in Operating Partnership
   
63,181
     
(912,864
)
   
546,967
     
1,368,896
     
(649,643
)
Preferred stock dividends
   
(921,875
)
   
(921,875
)
   
(921,875
)
   
(921,875
)
   
(921,875
)
Net income (loss) attributable to common stockholders
 
$
403,042
   
$
2,802,584
   
$
(2,216,959
)
 
$
(6,458,221
)
 
$
3,058,435
 
                                         
Numerator - Diluted:
                                       
Net income (loss)
 
$
1,261,736
   
$
4,637,323
   
$
(1,842,051
)
 
$
(6,905,242
)
 
$
4,629,953
 
Preferred stock dividends
   
(921,875
)
   
(921,875
)
   
(921,875
)
   
(921,875
)
   
(921,875
)
Net income (loss) attributable to common stockholders and noncontrolling interests
 
$
339,861
   
$
3,715,448
   
$
(2,763,926
)
 
$
(7,827,117
)
 
$
3,708,078
 
                                         
Denominator:
                                       
Weighted average shares outstanding - basic (a)
   
9,441,485
     
8,568,353
     
7,621,871
     
7,548,052
     
7,532,106
 
Operating Partnership Units - Class C (a)(b)(c)(d)
   
1,977,630
     
2,790,905
     
     
     
3,106,205
 
Weighted average shares outstanding - diluted
   
11,419,115
     
11,359,258
     
7,621,871
     
7,548,052
     
10,638,311
 
                                         
Earnings (loss) per share attributable to common stockholders:
                                       
Basic
 
$
0.04
   
$
0.33
   
$
(0.29
)
 
$
(0.86
)
 
$
0.41
 
Earnings (loss) per share attributable to common stockholders and noncontrolling interests:
                                       
Diluted
 
$
0.03
   
$
0.33
   
$
(0.29
)
 
$
(0.86
)
 
$
0.35
 
 
(a)
An aggregate of 1,980,823 of Classes M, P and R Units automatically converted to Class C OP Units during the first quarter of 2024. An aggregate of 1,566,110 and 51,381 units of the 3,350,720 outstanding Class C OP Units were exchanged for Class C common stock during the first and second quarters of 2024, respectively.
 
(b)
We issued 1,312,382 Class C OP Units at an agreed upon value of $25.00 per unit in connection with our January 18, 2022 acquisition of a KIA auto dealership property in an “UPREIT” transaction. These units were not included in the computation of Diluted EPS for the quarters ended December 31, 2023 and September 30, 2023 because their effect would be anti-dilutive. Half of these Class C OP Units or 656,191 units were exchanged for Class C common stock during the first quarter of 2024.
 
(c)
The weighted average Class C OP Units of 1,599,898 for the quarters ended March 31, 2024 and June 30, 2023 included the weighted effect of 287,516 units issued in April 2023 in conjunction with our acquisition in an “UPREIT” transaction of the property in Reading, Pennsylvania leased to Summit Steel & Manufacturing, LLC.
 
(d)
During both the three months ended December 31, 2023 and September 30, 2023, the weighted average dilutive effect of 1,980,822 and 1,506,307 shares, respectively, related to Classes M, P and R Operating Partnership units were excluded from the computation of Diluted EPS because their effect would be anti-dilutive. There were no other outstanding securities or commitments to issue common stock that would have a dilutive effect for the periods then ended.

14

Modiv Industrial, Inc.
FFO and AFFO - Last Five Quarters

(Unaudited)
 
   
Three Months Ended
 
   
June 30,
2024
   
March 31,
2024
   
December 31,
2023
   
September 30,
2023
   
June 30,
2023
 
Net income (loss) (in accordance with GAAP)
 
$
1,261,736
   
$
4,637,323
   
$
(1,842,051
)
 
$
(6,905,242
)
 
$
4,629,953
 
Preferred stock dividends
   
(921,875
)
   
(921,875
)
   
(921,875
)
   
(921,875
)
   
(921,875
)
Net income (loss) attributable to common stockholders and Class C OP Unit holders
   
339,861
     
3,715,448
     
(2,763,926
)
   
(7,827,117
)
   
3,708,078
 
FFO adjustments:
                                       
Depreciation and amortization of real estate properties
   
4,136,528
     
4,133,501
     
4,147,570
     
4,175,209
     
3,956,334
 
Amortization of lease incentives
   
1,198
     
(3,786
)
   
(63,956
)
   
40,397
     
88,570
 
Depreciation and amortization for unconsolidated investment in a real estate property
   
188,934
     
188,919
     
188,889
     
187,479
     
186,069
 
Impairment of real estate investment property
   
     
     
888,186
     
     
 
Loss (gain) on sale of real estate investments, net
   
     
(3,187,806
)
   
     
1,708,801
     
 
FFO attributable to common stockholders and Class C OP Unit holders
   
4,666,521
     
4,846,276
     
2,396,763
     
(1,715,231
)
   
7,939,051
 
AFFO adjustments:
                                       
Stock compensation (a)
   
67,500
     
1,378,502
     
1,381,001
     
8,469,867
     
660,170
 
Deferred financing costs
   
221,495
     
221,497
     
210,604
     
165,709
     
195,213
 
Due diligence expenses, including abandoned pursuit costs
   
     
     
     
1,208
     
3,848
 
Amortization of deferred rents
   
(1,422,070
)
   
(1,671,798
)
   
(1,704,137
)
   
(1,772,403
)
   
(1,580,358
)
Unrealized losses (gains) on interest rate swap valuation
   
550,042
     
(1,289,364
)
   
3,400,138
     
(795,425
)
   
(3,708,598
)
Amortization of (below) above market lease intangibles, net
   
(211,599
)
   
(211,599
)
   
(211,600
)
   
(204,011
)
   
(195,901
)
Loss on sale of investment in common stock
   
4,513
     
     
     
     
 
Decrease (increase) in fair value of investment in common/preferred stock
   
     
20,574
     
(978,658
)
   
(440,000
)
   
 
Other adjustments for unconsolidated investment in a real estate property
   
23,826
     
23,825
     
17,821
     
11,819
     
11,819
 
AFFO attributable to common stockholders and Class C OP Unit holders (b)
 
$
3,900,228
   
$
3,317,913
   
$
4,511,932
   
$
3,721,533
   
$
3,325,244
 
                                         
Weighted Average Shares Outstanding:
                                       
Basic
   
9,441,485
     
8,568,353
     
7,621,871
     
7,548,052
     
7,532,106
 
Fully diluted (b) (c)
   
11,419,115
     
11,359,258
     
11,202,591
     
11,128,772
     
10,638,311
 
                                         
FFO Per Share:
                                       
Basic
 
$
0.49
   
$
0.57
   
$
0.31
   
$
(0.23
)
 
$
1.05
 
Fully diluted
 
$
0.41
   
$
0.43
   
$
0.21
   
$
(0.23
)
 
$
0.75
 
                                         
AFFO Per Share:
                                       
Basic
 
$
0.41
   
$
0.39
   
$
0.59
   
$
0.49
   
$
0.44
 
Fully diluted
 
$
0.34
   
$
0.29
   
$
0.40
   
$
0.33
   
$
0.31
 

15

(a)
Since there are no stock incentive awards currently outstanding, stock compensation expense for the second quarter of 2024 only reflects the portion of independent directors' fees that are paid in common stock. Stock compensation expense in the third quarter of 2023 included a one-time non-cash catch-up adjustment of $7,822,197 related to our determination that it was probable that we would achieve our performance target for FFO of $1.05 per diluted share for the year ending December 31, 2023, exclusive of the dilutive effect of the performance units and related stock compensation expense. Our FFO per fully diluted share excluding the dilutive impact of the performance units and the related stock compensation expense was $1.77 for the year ended December 31, 2023. As a result of achieving our performance target of FFO of $1.05 per diluted share (excluding the performance units), our Class R OP Units automatically converted based on a conversion ratio of 2.5 Class C OP Units for each Class R OP Unit for a total of 790,857 Class C OP Units, some of which were then exchanged for the Company's Class C Common Stock, as of March 31, 2024. Stock compensation expense of $733,332 for the performance units was recorded for the fourth quarter of 2023 and the first quarter of 2024 to recognize the final vesting periods.
 
(b)
The weighted average Class C OP Units includes the 287,516 units issued in April 2023 in conjunction with our acquisition in an “UPREIT” transaction of the property in Reading, Pennsylvania leased to Summit Steel & Manufacturing, LLC.
 
(c)
Includes the Class C OP Units to compute the weighted average number of shares during the second quarter of 2024 and Class C, Class M, Class P and Class R OP Units to compute the weighted average number of shares during for the first quarter of 2024 and the second, third and fourth quarters of 2023 presented above, including the performance portion of the Class R OP Units for the quarters ended September 30, 2023, December 31, 2023 and March 31, 2024.

16

Modiv Industrial, Inc.
Adjusted EBITDA - Last Five Quarters

(Unaudited)
 
   
Three Months Ended
 
   
June 30,
2024
   
March 31,
2024
   
December 31,
2023
   
September 30,
2023
   
June 30,
2023
 
Net income (loss) (in accordance with GAAP)
 
$
1,261,736
   
$
4,637,323
   
$
(1,842,051
)
 
$
(6,905,242
)
 
$
4,629,953
 
Depreciation and amortization of real estate properties
   
4,136,528
     
4,133,501
     
4,147,570
     
4,175,209
     
3,956,334
 
Depreciation and amortization for unconsolidated investment in a real estate property
   
188,934
     
188,919
     
188,889
     
187,479
     
186,069
 
Interest expense, including unrealized gain or loss on interest rate swaps and net of derivative settlements (a)
   
4,103,350
     
2,307,149
     
7,045,059
     
2,922,918
     
(179,931
)
Interest expense on unconsolidated investment in real estate property
   
93,650
     
94,234
     
95,801
     
96,375
     
95,932
 
Impairment of real estate investment property (b)
   
     
     
888,186
     
     
 
Stock compensation
   
67,500
     
1,378,502
     
1,381,001
     
8,469,867
     
660,170
 
Due diligence expenses, including abandoned pursuit costs
   
     
     
     
1,208
     
3,848
 
Gain (loss) on sale of real estate investments, net
   
     
(3,187,806
)
   
     
1,708,801
     
 
Loss on sale of investment in common stock
   
4,513
     
     
     
     
 
Decrease (increase) in fair value of investment in common/preferred stock
   
     
20,574
     
(978,658
)
   
(440,000
)
   
 
Adjusted EBITDA
 
$
9,856,211
   
$
9,572,396
   
$
10,925,797
   
$
10,216,615
   
$
9,352,375
 
                                         
Annualized adjusted EBITDA
 
$
39,424,844
   
$
38,289,580
   
$
43,703,188
   
$
40,866,460
   
$
37,409,500
 
                                         
Net debt:
                                       
Debt
 
$
281,082,633
   
$
281,153,337
   
$
281,200,000
   
$
284,284,849
   
$
294,361,357
 
Debt of unconsolidated investment in real estate property (c)
   
9,138,019
     
9,197,045
     
9,256,466
     
9,315,322
     
9,372,615
 
Cash and restricted cash
   
(18,869,651
)
   
(18,404,990
)
   
(3,129,414
)
   
(5,641,610
)
   
(9,912,110
)
Cash of unconsolidated investment in real estate property (c)
   
(298,147
)
   
(350,269
)
   
(350,937
)
   
(387,278
)
   
(494,250
)
   
$
271,052,854
   
$
271,595,123
   
$
286,976,115
   
$
287,571,283
   
$
293,327,612
 
                                         
Net debt / Adjusted EBITDA
   
6.9
x
   
7.1
x
   
6.6
x
   
7.0
x
   
7.8
x
 
(a)
Includes unrealized losses (gains) on swap valuations of $550,042 and $(1,289,364) in the second and first quarters of 2024, respectively, and $3,400,138, $(795,425) and $(3,708,598) in the fourth, third and second quarters of 2023, respectively.
 
(b)
The impairment charge for the fourth quarter of 2023 related to an office property located in Nashville, Tennessee leased to Cummins, Inc. through February 29, 2024 that was sold on February 28, 2024. The impairment charge was based on the sale agreement executed on December 15, 2023 reflecting the excess of the property's carrying value over the property's contracted sale price less estimated selling costs for the sale.
 
(c)
Includes our approximate 72.71% pro rata share of the tenant-in-common's mortgage note payable and cash of our unconsolidated investment in real estate property.

17

Modiv Industrial, Inc.
Leverage Ratio

(Unaudited)
 
We calculate our leverage ratio in conformance with the definition used in our KeyBank credit facility as set forth below.
 
   
As of
 
   
June 30,
2024
   
December 31,
2023
 
Total Asset Value
           
Cash and cash equivalents
 
$
18,869,651
   
$
3,129,414
 
Borrowing base value (a)
   
490,506,028
     
471,126,446
 
Other real estate value
   
76,220,000
     
102,340,000
 
Pro-rata share of unconsolidated investment in a real estate property
   
28,349,665
     
28,402,455
 
Total asset value
 
$
613,945,344
   
$
604,998,315
 
                 
Indebtedness
               
Credit facility term loan
 
$
250,000,000
   
$
250,000,000
 
Mortgage debt
   
31,082,633
     
31,200,000
 
Pro-rata share of unconsolidated investment in a real estate property
   
9,138,019
     
9,256,466
 
Total indebtedness
 
$
290,220,652
   
$
290,456,466
 
                 
Leverage Ratio
   
47
%
   
48
%
 
(a)
The increase in borrowing base properties reflects the addition of the property leased to OES following repayment of the mortgage in December 2023, partially offset by the two properties sold in January and February of 2024.

18

Modiv Industrial, Inc.
Capitalization as of June 30, 2024

(Unaudited)
 
PREFERRED EQUITY
     
7.375% Series A Cumulative Redeemable Perpetual Preferred Stock
 
$
50,000,000
 
% of Total Capitalization
   
10
%
         
COMMON EQUITY
       
Shares of Class C Common Stock
   
9,482,076
 
Class C OP Units
   
1,963,229
 
Total Class C Common Stock and Class C OP Units
   
11,445,305
 
Price Per Share / Unit at June 30, 2024
 
$
14.14
 
IMPLIED EQUITY MARKET CAPITALIZATION
 
$
161,836,613
 
% of Total Capitalization
   
33
%
         
DEBT
       
Mortgage Debt
       
Costco Property
 
$
18,732,633
 
Taylor Fresh Foods Property
   
12,350,000
 
Total Mortgage Debt
 
$
31,082,633
 
KeyBank Credit Facility
       
Revolver
 
$
 
Term Loan (a) & (b)
   
250,000,000
 
Total Credit Facility
 
$
250,000,000
 
TOTAL DEBT
 
$
281,082,633
 
% of Total Capitalization
   
57
%
% of Total Debt - Floating Rate Debt
   
%
% of Total Debt - Fixed Rate Debt (a) (b) & (c)
   
100
%
% of Total Debt
   
100
%
ENTERPRISE VALUE
       
Total Capitalization
 
$
492,919,246
 
Less: Cash and Cash Equivalents
   
(18,869,651
)
Enterprise Value
 
$
474,049,595
 
 
(a)
On May 10, 2022, we purchased a five-year swap at 2.258% on our $150,000,000 term loan that results in a fixed interest rate of 4.058% based on our leverage ratio of 47% as of June 30, 2024. Under our Credit Agreement, the interest rate will continue to vary based on our leverage ratio. The counter-party has a one-time right of cancellation on December 31, 2024.
 
(b)
On October 26, 2022, we purchased another five-year swap at 3.44% on our $100,000,000 term loan commitment that results in a fixed interest rate of 5.24% based on our leverage ratio of 47% as of June 30, 2024. Under our Credit Agreement, the interest rate will continue to vary based on our leverage ratio. The counter-party has a one-time right of cancellation on December 31, 2024.
 
(c)
The weighted average interest rate for the $281,082,633 Total Debt outstanding was 4.52% as of June 30, 2024.

19

Modiv Industrial, Inc.
Consolidated Balance Sheets

(Unaudited)
 
       
   
June 30,
2024
   
December 31,
2023
 
Assets
           
Real estate investments:
           
Land
 
$
104,858,693
   
$
104,858,693
 
Buildings and improvements
   
399,880,932
     
399,666,781
 
Equipment
   
4,429,000
     
4,429,000
 
Tenant origination and absorption costs
   
15,707,458
     
15,707,458
 
Total investments in real estate property
   
524,876,083
     
524,661,932
 
Accumulated depreciation and amortization
   
(59,171,642
)
   
(50,901,612
)
Total real estate investments, net, excluding unconsolidated investment in real estate property and real estate investments held for sale, net
   
465,704,441
     
473,760,320
 
Unconsolidated investment in a real estate property
   
9,656,786
     
10,053,931
 
Total real estate investments, net, excluding real estate investments held for sale, net
   
475,361,227
     
483,814,251
 
Real estate investments held for sale, net
   
     
11,557,689
 
Total real estate investments, net
   
475,361,227
     
495,371,940
 
Cash and cash equivalents
   
18,869,651
     
3,129,414
 
Tenant deferred rent and other receivables
   
16,064,411
     
12,794,568
 
Above-market lease intangibles, net
   
1,276,959
     
1,313,959
 
Prepaid expenses and other assets
   
5,228,889
     
4,173,221
 
Investment in preferred stock
   
     
11,038,658
 
Interest rate swap derivatives
   
2,730,521
     
2,970,733
 
Other assets related to real estate investments held for sale
   
     
103,337
 
Total assets
 
$
519,531,658
   
$
530,895,830
 
Liabilities and Equity
               
Mortgage notes payable, net
 
$
30,927,344
   
$
31,030,241
 
Credit facility term loan, net
   
248,753,691
     
248,508,515
 
Accounts payable, accrued and other liabilities
   
3,728,094
     
4,469,508
 
Distributions payable
   
2,018,679
     
12,174,979
 
Below-market lease intangibles, net
   
8,408,406
     
8,868,604
 
Interest rate swap derivative
   
     
473,348
 
Other liabilities related to real estate investments held for sale
   
     
248,727
 
Total liabilities
   
293,836,214
     
305,773,922
 
                 
Commitments and contingencies
               
                 
7.375% Series A cumulative redeemable perpetual preferred stock, $0.001 par value, 2,000,000 shares authorized, issued and outstanding as of June 30, 2024 and December 31, 2023 with an aggregate liquidation value of $50,000,000
   
2,000
     
2,000
 
Class C common stock, $0.001 par value, 300,000,000 shares authorized, 9,825,586 shares issued and 9,482,076 shares outstanding as of June 30, 2024 and 8,048,110 shares issued and 7,704,600 shares outstanding as of December 31, 2023
   
9,825
     
8,048
 
Class S common stock, $0.001 par value, 100,000,000 shares authorized no shares issued and outstanding as of June 30, 2024 and December 31, 2023
   
     
 
Additional paid-in-capital
   
337,780,646
     
292,617,486
 
Treasury stock, at cost, 343,510 shares held as of June 30, 2024 and December 31, 2023
   
(5,290,780
)
   
(5,290,780
)
Cumulative distributions and net losses
   
(147,660,654
)
   
(145,551,586
)
Accumulated other comprehensive income
   
2,140,570
     
2,658,170
 
Total Modiv Industrial, Inc. equity
   
186,981,607
     
144,443,338
 
Noncontrolling interests in the Operating Partnership
   
38,713,837
     
80,678,570
 
Total equity
   
225,695,444
     
225,121,908
 
Total liabilities and equity
 
$
519,531,658
   
$
530,895,830
 

20

Modiv Industrial, Inc.
Debt Overview

(Unaudited)
 
   
Outstanding Balance
          
Collateral
 
June 30,
2024
   
December 31,
2023
   
Interest Rate
 
Loan
Maturity
Mortgage Notes:
                      
Costco property
 
$
18,732,633
   
$
18,850,000
     
4.85
%(b)
1/1/2030
Taylor Fresh Foods property
   
12,350,000
     
12,350,000
     
3.85
%(b)
11/1/2029
     
31,082,633
     
31,200,000
            
Less unamortized deferred financing costs
   
(155,289
)
   
(169,759
)
          
Mortgage notes payable, net
   
30,927,344
     
31,030,241
            
                               
KeyBank Credit Facility (a):
                            
Revolver
   
     
     
7.23
%(c)
1/18/2026
Term loan
   
250,000,000
     
250,000,000
     
4.53
%(d)
1/18/2027
Total Credit Facility
   
250,000,000
     
250,000,000
            
Less unamortized deferred financing costs
   
(1,246,309
)
   
(1,491,485
)
          
     
248,753,691
     
248,508,515
            
Total debt, net
 
$
279,681,035
   
$
279,538,756
     
4.52
%(e)
 
 
(a)
Our $400,000,000 Credit Facility is comprised of a $150,000,000 Revolver and a $250,000,000 Term Loan. The Credit Facility includes an accordion option that allows us to request additional Revolver and Term Loan lender commitments up to a total of $750,000,000. As of the filing date of this Supplemental Data, the $250,000,000 Term Loan is fully drawn and the Revolver has zero outstanding balance.
 
(b)
Contractual fixed rate.
 
(c)
The interest rate on the Revolver is based on our leverage ratio at the end of the prior quarter. With our leverage ratio at 47% as of June 30, 2024, the spread over the Secured Overnight Financing Rate (‘‘SOFR’’), including a 10 basis point credit adjustment, is 185 basis points and the interest rate on the Revolver was 7.2250% as of June 30, 2024, although we had no outstanding borrowings under the Revolver. We also pay an annual unused fee of up to 25 basis points on the Revolver, based on the daily amount of the unused commitment.
 
(d)
To mitigate the risk of rising interest rates, on May 10, 2022, we purchased a five-year swap at fixing SOFR at 2.258% on the $150,000,000 term loan that results in a fixed interest rate of 4.058% based on our leverage ratio of 47% as of June 30, 2024. On October 26, 2022, we purchased another five-year swap fixing SOFR at 3.44% on our $100,000,000 term loan commitment which results in a fixed interest rate of 5.24% based on our leverage ratio of 47% as of June 30, 2024. Under our Credit Agreement, the interest rate will continue to vary based on our leverage ratio. The weighted average interest rate on the Term Loan was 4.53% as of June 30, 2024. We are evaluating various alternatives available to enter into new swap agreements given the likely exercise of the cancellation options.
 
(e)
The weighted average interest rate for the $281,082,633 Total Debt outstanding was 4.52% as of June 30, 2024.

21

Modiv Industrial, Inc.
Covenants


Credit Facility and Mortgage Notes Covenants
 
The following is a summary of key financial covenants for our credit facility and mortgage notes, as defined and calculated per the terms of the facility's credit agreement and the mortgage notes' governing documents, respectively, which are included in our filings with the U.S. Securities and Exchange Commission. These calculations, which are not based on U.S. GAAP measurements are presented to demonstrate that as of June 30, 2024, we are in compliance with the covenants.
 
Unsecured Credit Facility Covenants
 
Required
   
June 30,
2024
 
Maximum leverage ratio
 
<60%
     
47%

Minimum fixed charge coverage ratio
 
>1.50x
     
1.74x

Maximum secured indebtedness ratio
   
40%

   
7%

Minimum consolidated tangible net worth
 
$
215,058,172
   
$
287,508,870
 
Weighted average lease term (years)
   
7
     
16
 

Mortgage Notes Key Covenants
 
Debt service
coverage ratio
   
June 30,
2024
 
Costco property
 
N.A.
   
N.A.
 
Taylor Fresh Foods property
   
1.5
     
3.4
 

22

Modiv Industrial, Inc.
Real Estate Acquisitions – Proforma (a)

(Unaudited)
 
The following table summarizes our property acquisition activity from January 1, 2023 through July 31, 2024:
 
Tenant and Location
 
Property
Type
 
Acquisition
Date
 
Area
(Square
Feet)
   
Lease
Term
(Years)
   
Annual
Rent
Increase
   
Acquisition
Price
   
Initial Cap
Rate
   
Weighted
Average
Cap Rate
 
Plastic Products, Princeton, MN
 
Industrial
 
January 2023
   
148,012
     
5.8
     
3.0
%
   
6,368,776
     
7.5
%
   
9.2
%
Stealth Manufacturing, Savage MN
 
Industrial
 
March 2023
   
55,175
     
20.0
     
2.5
%
   
5,500,000
     
7.7
%
   
9.8
%
Lindsay Precast, Gap, PA (a)
 
Industrial
 
April 2023
   
137,086
     
24.0
     
2.2
%
   
18,343,624
     
7.5
%
   
10.1
%
Summit Steel, Reading, PA
 
Industrial
 
April 2023
   
116,560
     
20.0
     
2.9
%
   
11,200,000
     
7.3
%
   
9.7
%
PBC Linear, Roscoe, IL
 
Industrial
 
April 2023
   
219,287
     
20.0
     
2.5
%
   
20,000,000
     
7.8
%
   
9.4
%
Cameron Tool, Lansing, MI
 
Industrial
 
May 2023
   
93,085
     
20.0
     
2.5
%
   
5,721,174
     
8.5
%
   
10.9
%
S.J. Electro Systems, Minnesota (2) and Texas
 
Industrial
 
May 2023
   
159,680
     
17.0
     
2.8
%
   
15,975,000
     
7.5
%
   
9.4
%
Titan, Alleyton, TX
 
Industrial
 
May 2023
   
223,082
     
20.0
     
2.9
%
   
17,100,000
     
8.2
%
   
10.8
%
Vistech, Piqua, OH
 
Industrial
 
July 2023
   
335,525
     
25.0
     
3.0
%
   
13,500,000
     
9.0
%
   
13.1
%
SixAxis, Andrews, SC
 
Industrial
 
July 2023
   
213,513
     
25.0
     
2.8
%
   
15,440,000
     
7.5
%
   
10.5
%
Torrent, Seminole, FL
 
Industrial
 
July 2024
   
29,699
     
20.0
     
2.9
%
   
5,125,000
     
8.0
%
   
10.6
%
             
1,730,704
                   
$
134,273,574
                 
 
(a)
Includes a 29,699 square foot manufacturing property used in the production of optical systems for the defense and aerospace industries. The property is located in Seminole, Florida (Tampa metro) and was acquired on July 15, 2024.
 
(b)
Includes $1,800,000 funding provided for improvements to the previously acquired Lindsay property in Franklinton, North Carolina.

23

Modiv Industrial, Inc.
Real Estate Dispositions

(Unaudited)
 
The following table summarizes our property disposition activity from January 1, 2023 through June 30, 2024.
 
Tenant and Location
 
Property Type
 
Disposition
Date
 
Area (Square
Feet)
   
Disposition
Price
   
Cap Rate
 
Dollar General, Litchfield, ME
 
Retail
 
August 2023
   
9,026
     
1,247,974
     
7.5
%
Dollar General, Wilton, ME
 
Retail
 
August 2023
   
9,100
     
1,452,188
     
7.7
%
Dollar General, Thompsontown, PA
 
Retail
 
August 2023
   
9,100
     
1,111,831
     
7.7
%
Dollar General, Mt. Gilead, OH
 
Retail
 
August 2023
   
9,026
     
1,066,451
     
8.1
%
Dollar General, Lakeside, OH
 
Retail
 
August 2023
   
9,026
     
1,134,522
     
7.1
%
Dollar General, Castalia, OH
 
Retail
 
August 2023
   
9,026
     
1,111,831
     
7.1
%
Dollar General, Bakersfield, CA
 
Retail
 
August 2023
   
18,827
     
4,855,754
     
6.6
%
Dollar General, Big Spring, TX
 
Retail
 
August 2023
   
9,026
     
1,270,665
     
6.8
%
Dollar Tree, Morrow, GA
 
Retail
 
August 2023
   
10,906
     
1,293,355
     
8.0
%
PreK Education, San Antonio, TX
 
Retail
 
August 2023
   
50,000
     
12,888,169
     
7.2
%
Walgreens, Santa Maria, CA
 
Retail
 
August 2023
   
14,490
     
6,081,036
     
6.1
%
exp US Services, Maitland, FL
 
Office
 
August 2023
   
33,118
     
5,899,514
     
10.6
%
GSA (MSHA), Vacaville, CA
 
Office
 
August 2023
   
11,014
     
2,586,710
     
7.8
%
EMC Shop (formerly Gap), Rocklin, CA
 
Office
 
August 2023
   
40,110
     
5,466,960
     
8.1
%
Levins, Sacramento, CA
 
Industrial
 
January 2024
   
76,000
     
7,075,000
     
7.5
%
Cummins, Nashville, TN
 
Office
 
February 2024
   
87,230
     
7,950,000
   
N.A.
 
             
405,025
   
$
62,491,960
         

24

Modiv Industrial, Inc.
Top 20 Tenants

(Unaudited)
 
Tenant
   
ABR
   
Proforma ABR
as a Percentage
of Total Portfolio
   
Area
(Square Feet)
   
Proforma
Square Feet as a
Percentage of
Total Portfolio
 
Lindsay
   
$
5,305,583
     
13
%
   
755,281
     
17
%
KIA of Carson
     
4,002,202
     
10
%
   
72,623
     
2
%
State of CA OES
     
2,579,682
     
6
%
   
106,592
     
2
%
Costco Wholesale
     
2,472,296
     
6
%
   
97,191
     
2
%
AvAir
     
2,388,590
     
6
%
   
162,714
     
4
%
3M

   
1,891,311
     
5
%
   
410,400
     
9
%
Valtir
     
1,876,387
     
5
%
   
293,612
     
7
%
FUJIFILM Dimatix (a)
     
1,702,957
     
4
%
   
91,740
     
2
%
Taylor Fresh Foods
     
1,675,896
     
4
%
   
216,727
     
5
%
Pacific Bearing
     
1,560,000
     
4
%
   
219,287
     
5
%
Titan
     
1,443,320
     
4
%
   
223,082
     
5
%
Northrup Grumman
     
1,312,660
     
3
%
   
107,419
     
2
%
Vistech
     
1,248,413
     
3
%
   
335,525
     
7
%
SJE
     
1,233,840
     
3
%
   
159,680
     
3
%
SixAxis
     
1,178,990
     
3
%
   
213,513
     
5
%
Husqvarna
     
932,946
     
2
%
   
64,637
     
1
%
L3Harris
     
891,283
     
2
%
   
46,214
     
1
%
Summit Steel
     
844,896
     
2
%
   
116,560
     
3
%
Arrow-TruLine
     
800,923
     
2
%
   
206,155
     
4
%
WSP USA
     
762,288
     
2
%
   
37,449
     
1
%
Total Top 20 Tenants
   
$
36,104,463
     
89
%
   
3,936,401
     
87
%
 
(a)
Reflects our approximate 72.71% tenant-in-common interest (“TIC Interest”).

25

Modiv Industrial, Inc.
Property Type – Proforma (a)

(Unaudited)
 
Property Type
 
Number of
Properties
   
ABR
   
ABR as a
Percentage of
Total Portfolio
   
Area
(Square Feet)
   
Square Feet as
a Percentage of
Total Portfolio
 
Industrial core, including TIC Interest
   
39
   
$
30,614,485
     
76
%
   
4,196,496
     
93
%
Non-core (b)
   
4
     
9,880,177
     
24
%
   
302,442
     
7
%
Total Properties
   
43
   
$
40,494,662
     
100
%
   
4,498,938
     
100
%
 
(a)
Includes a 29,699 square foot manufacturing property used in the production of optical systems for the defense and aerospace industries. The property is located in Seminole, Florida (Tampa metro) and was acquired on July 15, 2024.
 
(b)
Non-core properties include the following:
 

(i)
our non-core acquisition of a leading KIA auto dealership located in a prime location in Los Angeles County acquired in January 2022 which was structured as an UPREIT transaction resulting in a favorable equity issuance of $32,809,550 of Class C OP Units at a cost basis of $25 per share;
 

(ii)
our 12 year lease with the State of California’s Office of Emergency Services ("OES") for one of our legacy assets located in Rancho Cordova, California that includes an attractive purchase option which OES may exercise anytime between May 1, 2024 and December 31, 2026. We have received preliminary indications from OES of interest in exercising the option. (We define legacy assets as those that were acquired by different management teams utilizing different investment objectives and underwriting criteria);
 

(iii)
our legacy property leased to Costco located in Issaquah, Washington which offers compelling redevelopment opportunities following Costco’s lease expiration given its higher density infill location and the fact that the land is zoned for additional uses to include multi-family. We entered into a purchase and sale agreement with KB Home, a national homebuilder, for the sale of this property, for a sale price of $28,650,000. On April 1, 2024, we entered into an amendment to the purchase and sale agreement for a revised sale price of $25,300,000 reflecting an agreement to reduce the sales price due to the City of Issaquah’s setback requirements resulting in a reduced number of townhomes planned for the property, with an agreement to increase the purchase price by $325,000 for each additional townhome the buyer can add to the development prior to closing. KB Home completed its due diligence on April 26, 2024 and deposited $1,407,500 into escrow on May 1, 2024, bringing the total non-refundable deposit to $1,432,500;
 
Completing the sale remains subject to the buyer obtaining development approvals and the sale will not close until the earlier of (a) 15 days following the later of buyer obtaining all necessary development approvals and tenant vacating the property, but not prior to February 1, 2025, and (b) August 15, 2025 unless extended. The amendment to the purchase and sale agreement provides that the buyer can extend the outside closing date up to three times for 60 days for each extension. The nonrefundable extension fee for the first extension is $300,000 with 50% applicable to the purchase price. The nonrefundable extension fees for the second and third extensions are $200,000 and $300,000, respectively, and none of these extension fees will be applicable to the purchase price. The buyer is not affiliated with the Company or its affiliates. Since the pending disposition is not expected to be completed within 12 months of the balance sheet date, it is not classified as a real estate investment held for sale as of June 30,2024; and
 

(iv)
our legacy property leased to Solar Turbines which we expect to sell soon after we complete a parcel split to maximize value.

26

Modiv Industrial, Inc.
Tenant Industry Diversification – Proforma (a)

(Unaudited)
 
Industry
 
Number of Properties
   
ABR
   
ABR as a
Percentage of
Total Portfolio
   
Area
(Square Feet)
   
Square Feet as
a Percentage
of Total
Portfolio
 
Infrastructure
   
18
   
$
10,357,088
     
26
%
   
1,459,535
     
32
%
Automotive
   
3
     
5,950,110
     
15
%
   
501,233
     
11
%
Aerospace/Defense
   
4
     
4,987,104
     
12
%
   
346,046
     
8
%
Industrial Products
   
3
     
4,384,256
     
11
%
   
694,324
     
15
%
Government
   
1
     
2,579,682
     
6
%
   
106,592
     
2
%
Metals
   
5
     
2,479,947
     
6
%
   
450,263
     
10
%
Retailer
   
1
     
2,472,296
     
6
%
   
97,191
     
2
%
Technology
   
2
     
2,314,016
     
6
%
   
130,240
     
3
%
Energy
   
2
     
2,069,317
     
5
%
   
249,118
     
6
%
Agriculture/Food Production
   
2
     
1,675,896
     
4
%
   
295,584
     
7
%
Medical
   
1
     
665,398
     
2
%
   
20,800
     
1
%
Plastics
   
1
     
559,552
     
1
%
   
148,012
     
3
%
Total
   
43
   
$
40,494,662
     
100
%
   
4,498,938
     
100
%
 
(a)
Includes a 29,699 square foot manufacturing property used in the production of optical systems for the defense and aerospace industries. The property is located in Seminole, Florida (Tampa metro) and was acquired on July 15, 2024.
 
27

Modiv Industrial, Inc.
Tenant Geographic Diversification – Proforma (a)

(Unaudited)
 
State
 
Number of
Properties
   
ABR
   
ABR as a
Percentage of
Total Portfolio
   
Area (Square
Feet)
   
Square Feet as
a Percentage
of Total
Portfolio
 
California
   
8
   
$
12,040,866
     
30
%
   
439,954
     
10
%
Ohio
   
6
     
4,807,235
     
12
%
   
1,016,742
     
22
%
Arizona
   
2
     
4,064,487
     
10
%
   
379,441
     
8
%
Illinois
   
2
     
3,451,311
     
9
%
   
629,687
     
14
%
Washington
   
1
     
2,472,296
     
6
%
   
97,191
     
2
%
Florida
   
3
     
2,302,193
     
5
%
   
233,910
     
5
%
Pennsylvania
   
2
     
2,108,927
     
5
%
   
253,646
     
6
%
South Carolina
   
3
     
2,088,949
     
5
%
   
343,422
     
8
%
Texas
   
2
     
1,674,893
     
4
%
   
255,969
     
6
%
Minnesota
   
5
     
1,648,102
     
4
%
   
377,450
     
8
%
North Carolina
   
2
     
1,556,335
     
4
%
   
134,576
     
3
%
Colorado
   
3
     
861,359
     
2
%
   
98,994
     
2
%
Utah
   
1
     
518,049
     
2
%
   
72,498
     
2
%
Michigan
   
1
     
499,496
     
1
%
   
93,085
     
2
%
New York
   
2
     
400,164
     
1
%
   
72,373
     
2
%
Total
   
43
   
$
40,494,662
     
100
%
   
4,498,938
     
100
%
 
(a)
Includes a 29,699 square foot manufacturing property used in the production of optical systems for the defense and aerospace industries. The property is located in Seminole, Florida (Tampa metro) and was acquired on July 15, 2024.
 
28

Modiv Industrial, Inc.
Lease Expirations – Proforma (a)

(Unaudited)
 
10 Years and Thereafter Lease Expirations
 
As of June 30, 2024
                                     
Year
 
Number of
Leases
Expiring
   
Leased Square
Footage
Expiring
   
Percentage of
Leased Square
Footage
Expiring
   
Cumulative
Percentage
of Leased
Square
Footage
Expiring
   
Annualized
Base Rent
Expiring
   
Percentage
of
Annualized Base Rent
Expiring
   
Cumulative
Percentage of
Annualized
Base Rent
Expiring
 
July to December 2024 (1)
   
     
     
%
   
%
 
$
     
%
   
%
2025
   
3
     
144,027
     
3.2
%
   
3.2
%
   
3,763,690
     
9.3
%
   
9.3
%
2026
   
3
     
236,608
     
5.3
%
   
8.5
%
   
3,777,905
     
9.3
%
   
18.6
%
2027
   
1
     
64,637
     
1.4
%
   
9.9
%
   
932,946
     
2.3
%
   
20.9
%
2028
   
1
     
148,012
     
3.3
%
   
13.2
%
   
559,552
     
1.4
%
   
22.3
%
2029
   
2
     
84,714
     
1.9
%
   
15.1
%
   
1,502,343
     
3.7
%
   
26.0
%
2030
   
     
     
%
   
15.1
%
   
     
%
   
26.0
%
2031
   
     
     
%
   
15.1
%
   
     
%
   
26.0
%
2032
   
1
     
162,714
     
3.6
%
   
18.7
%
   
2,388,590
     
5.9
%
   
31.9
%
2033
   
1
     
216,727
     
4.8
%
   
23.5
%
   
1,675,896
     
4.1
%
   
36.0
%
Thereafter
   
31
     
3,441,499
     
76.5
%
   
100.0
%
   
25,893,740
     
64.0
%
   
100.0
%
Total
   
43
     
4,498,938
     
100.0
%
         
$
40,494,662
     
100.0
%
       
 
(a)
Includes a 29,699 square foot manufacturing property used in the production of optical systems for the defense and aerospace industries. The property is located in Seminole, Florida (Tampa metro) and was acquired on July 15, 2024.
 
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Modiv Industrial, Inc.
Disclosures Regarding Non-GAAP and Other Metrics

 
Notice Involving Non-GAAP Financial Measures
 
In addition to U.S. GAAP financial measures, this supplemental report contains and may refer to certain non-GAAP financial measures. These non-GAAP financial measures are in addition to, not a substitute for or superior to, measures of financial performance prepared in accordance with GAAP. These non-GAAP financial measures should not be considered replacements for, and should be read together with, the most comparable GAAP financial measures. Reconciliations to the most directly comparable GAAP financial measures and statements of why management believes these measures are useful to investors are provided below.
 
Funds from Operations (“FFO”) and Adjusted Funds from Operations (“AFFO”)
 
In order to provide a more complete understanding of the operating performance of a REIT, the National Association of Real Estate Investment Trusts (“Nareit”) promulgated a measure known as FFO. FFO is defined as net income or loss computed in accordance with GAAP, excluding extraordinary items, as defined by GAAP, and gains and losses from sales of depreciable operating property, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs and depreciation of non-real estate assets), and after adjustment for unconsolidated partnerships, joint ventures and preferred distributions. Because FFO calculations adjust for such items as depreciation and amortization of real estate assets and gains and losses from sales of operating real estate assets (which can vary among owners of identical assets in similar conditions based on historical cost accounting and useful-life estimates), they facilitate comparisons of operating performance between periods and between other REITs. As a result, we believe that the use of FFO, together with the required GAAP presentations, provides a more complete understanding of our performance relative to our competitors and a more informed and appropriate basis on which to make decisions involving operating, financing, and investing activities. It should be noted, however, that other REITs may not define FFO in accordance with the current Nareit definition or may interpret the current Nareit definition differently than we do, making comparisons less meaningful.
 
Additionally, we use AFFO as a non-GAAP financial measure to evaluate our operating performance. AFFO excludes non-routine and certain non-cash items such as revenues in excess of cash received, deferred rent, amortization of stock-based compensation, amortization of in-place lease valuation intangibles, deferred financing fees, gain or loss from the extinguishment of debt, unrealized gains (losses) on derivative instruments, and write-offs of due diligence costs for abandoned pursuits. We also believe that AFFO is a recognized measure of sustainable operating performance by the REIT industry. Further, we believe AFFO is useful in comparing the sustainability of our operating performance with the sustainability of the operating performance of other real estate companies. Management believes that AFFO is a beneficial indicator of our ongoing portfolio performance and ability to sustain our current distribution level. More specifically, AFFO isolates the financial results of our operations. AFFO, however, is not considered an appropriate measure of historical earnings as it excludes certain significant costs that are otherwise included in reported earnings. Further, since the measure is based on historical financial information, AFFO for the period presented may not be indicative of future results or our future ability to pay our dividends. By providing FFO and AFFO, we present information that assists investors in aligning their analysis with management’s analysis of long-term operating activities.
 
For all of these reasons, we believe the non-GAAP measures of FFO and AFFO, in addition to income (loss) from operations, net income (loss) and cash flows from operating activities, as defined by GAAP, are helpful supplemental performance measures and useful to investors in evaluating the performance of our real estate portfolio. However, a material limitation associated with FFO and AFFO is that they are not indicative of our cash available to fund distributions since other uses of cash, such as capital expenditures at our properties and principal payments of debt, are not deducted when calculating FFO and AFFO. AFFO is useful in assisting management and investors in assessing our ongoing ability to generate cash flow from operations and continue as a going concern in future operating periods. Therefore, FFO and AFFO should not be viewed as a more prominent measure of performance than income (loss) from operations, net income or loss or cash flows from operating activities and each should be reviewed in connection with GAAP measurements.
 
30

Neither the SEC, Nareit, nor any other applicable regulatory body has opined on the acceptability of the adjustments contemplated to adjust FFO in order to calculate AFFO and its use as a non-GAAP performance measure. In the future, the SEC or Nareit may decide to standardize the allowable exclusions across the REIT industry, and we may have to adjust the calculation and characterization of this non-GAAP measure.
 
Adjusted EBITDA
 
We define Adjusted EBITDA as GAAP net income or loss adjusted to exclude depreciation and amortization, gains or losses from the sales of depreciable property, extraordinary items, provisions for impairment on investment in real estate and goodwill and intangibles, interest expense and non-cash items such as non-cash compensation expenses and write-offs of due diligence costs for abandoned pursuits We believe these non-GAAP financial measures are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs. EBITDA is not a measure of financial performance under GAAP, and our EBITDA may not be comparable to similarly titled measures of other companies. You should not consider our EBITDA as an alternative to net income or cash flows from operating activities determined in accordance with GAAP.
 
Net Debt
 
We define Net Debt as gross debt less cash and cash equivalents and restricted cash.
 
Leverage Ratio
 
We define our “leverage ratio” as total debt as a percentage of the aggregate fair value of our real estate properties, including our proportionate interest in real estate owned by unconsolidated entities, plus our cash and cash equivalents.
 
Annualized Base Rent (“ABR”)
 
ABR represents contractual annual base rent for the next 12 months.
 
Initial Cap Rate
 
We define “initial cap rate” for property acquisitions as the initial annual cash rent divided by the purchase price of the property.
 
Weighted Average Cap Rate
 
We define “weighted average cap rate” for property acquisitions as the average annual cash rent including rent escalations over the lease term, divided by the purchase price of the property.


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