EX-99.2 3 ex992-afinsupplementalinfo.htm EXHIBIT 99.2 AFIN SUPPLEMENTAL Q2 2020 Exhibit
EXHIBIT 99.2






American Finance Trust, Inc.
Supplemental Information

Quarter ended June 30, 2020 (unaudited)





American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)


Table of Contents
 
 
 
 
 
Item
 
Page
Non-GAAP Definitions
 
3
Key Metrics
 
6
Consolidated Balance Sheets
 
8
Consolidated Statements of Operations
 
9
Non-GAAP Measures
 
10
Debt Overview
 
12
Future Minimum Lease Rents
 
13
Top Ten Tenants
 
14
Diversification by Property Type
 
15
Diversification by Geography
 
16
Lease Expirations
 
17
 
 
 
Please note that totals may not add due to rounding.
 
 

Forward-looking Statements:
This supplemental package of American Finance Trust, Inc. (the "Company") includes “forward looking statements.” These forward-looking statements involve risks and uncertainties that could cause the outcome to be materially different. In addition, words such as “may,” “will,” “seeks,” “anticipates,” “believes,” “estimates,” “expects,” “plans,” “intends,” “should” or similar expressions indicate a forward-looking statement, although not all forward-looking statements include these words. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of the Company’s control, which could cause actual results to differ materially from the results contemplated by the forward-looking statements. These risks and uncertainties include the potential adverse effects of the ongoing global COVID-19 pandemic, including actions taken to contain or treat COVID-19, on the Company, the Company’s tenants and the global economy and financial markets, as well as those set forth in the Risk Factors section of the Company’s most recent Annual Report on Form 10-K for the year ended December 31, 2019 filed February 27, 2020 and all other filings filed with the Securities and Exchange Commission after that date. Further, forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless required by law.
Accounting Treatment of Rent Deferrals  
The majority of the concessions granted to its tenants as a result of the COVID-19 pandemic are rent deferrals with the original lease term unchanged and collection of deferred rent deemed probable. The Company’s revenue recognition policy requires that it must be probable that the Company will collect virtually all of the lease payments due and does not provide for partial reserves, or the ability to assume partial recovery. In light of the COVID-19 pandemic, the FASB and SEC agreed that for leases where the total lease cash flows will remain substantially the same or less than those after the COVID-19 related effects, companies may choose to forgo the evaluation of the enforceable rights and obligations of the original lease contract as a practical expedient and account for rent concessions as if they were part of the enforceable rights and obligations of the parties under the existing lease contract. As a result, we do not expect rental revenue used to calculate Net Income and NAREIT FFO to be significantly impacted by these types of deferrals. In addition, since we currently believe that these amounts are collectible, we have excluded from the increase in straight-line rent for AFFO purposes the amounts recognized under GAAP relating to these types of rent deferrals.

2


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Non-GAAP Financial Measures
This section discusses non-GAAP financial measures we use to evaluate our performance, including Funds from Operations ("FFO"), Adjusted Funds from Operations ("AFFO"), Adjusted Earnings before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA"), Net Operating Income ("NOI") and Cash Net Operating Income ("Cash NOI"). While NOI is a property-level measure, AFFO is based on total Company performance and therefore reflects the impact of other items not specifically associated with NOI such as, interest expense, general and administrative expenses and operating fees to related parties. Additionally, NOI as defined herein, does not reflect an adjustment for straight-line rent but AFFO does. A description of these non-GAAP measures and reconciliations to the most directly comparable GAAP measure, which is net income (loss), is provided below. Adjustments for unconsolidated partnerships and joint ventures are calculated to exclude the proportionate share of the non-controlling interest to arrive at FFO, AFFO and NOI attributable to stockholders.
Caution on Use of Non-GAAP Measures
FFO, AFFO, Adjusted EBITDA, NOI and Cash NOI should not be construed to be more relevant or accurate than the current GAAP methodology in calculating net income or in its applicability in evaluating our operating performance. The method utilized to evaluate the value and performance of real estate under GAAP should be construed as a more relevant measure of operational performance and considered more prominently than the non-GAAP measures.
Other REITs may not define FFO in accordance with the current National Association of Real Estate Investment Trusts ("NAREIT"), an industry trade group, definition (as we do), or may interpret the current NAREIT definition differently than we do, or may calculate AFFO differently than we do. Consequently, our presentation of FFO and AFFO may not be comparable to other similarly-titled measures presented by other REITs.
We consider FFO and AFFO useful indicators of our performance. Because FFO and AFFO calculations exclude such factors as depreciation and amortization of real estate assets and gains or 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), FFO and AFFO presentations facilitate comparisons of operating performance between periods and between other REITs in our peer group.
As a result, we believe that the use of FFO and AFFO, together with the required GAAP presentations, provide a more complete understanding of our performance, including relative to our peers and a more informed and appropriate basis on which to make decisions involving operating, financing, and investing activities. However, FFO and AFFO are not indicative of cash available to fund ongoing cash needs, including the ability to pay cash dividends. Investors are cautioned that FFO and AFFO should only be used to assess the sustainability of our operating performance excluding these activities, as they exclude certain costs that have a negative effect on our operating performance during the periods in which these costs are incurred.
Funds from Operations and Adjusted Funds from Operations
Funds from Operations
Due to certain unique operating characteristics of real estate companies, as discussed below, NAREIT, an industry trade group, has promulgated a performance measure known as FFO, which we believe to be an appropriate supplemental measure to reflect the operating performance of a REIT. FFO is not equivalent to net income or loss as determined under GAAP.
We calculate FFO, a non-GAAP measure, consistent with the standards established over time by the Board of Governors of NAREIT, as restated in a White Paper and approved by the Board of Governors of NAREIT effective in December 2018 (the “White Paper”). The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding depreciation and amortization related to real estate, gains and losses from sales of certain real estate assets, gain and losses from change in control and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. Adjustments for consolidated partially-owned entities (including our Operating Partnership) and equity in earnings of unconsolidated affiliates are made to arrive at our proportionate share of FFO attributable to our stockholders. Our FFO calculation complies with NAREIT’s definition.
The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, and straight-line amortization of intangibles, which implies that the value of a real estate asset diminishes predictably over time. We believe that, because real estate values historically rise and fall with market conditions, including inflation, interest rates, unemployment and consumer spending, presentations of operating results for a REIT using historical accounting for depreciation and certain other items may be less informative. Historical accounting for real estate involves the use of GAAP. Any other method of accounting for real estate such as the fair value method cannot be construed to be any more accurate or relevant than the comparable methodologies of real estate valuation found in GAAP. Nevertheless, we believe that the use of FFO, which excludes the impact of real estate related depreciation and amortization, among other things, provides a more complete understanding of our performance to investors and to management, and when compared year over year, reflects the impact on our operations from trends in occupancy rates, rental rates, operating costs, general and administrative expenses, and interest costs, which may not be immediately apparent from net income.

3


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Adjusted Funds from Operations
In calculating AFFO, we start with FFO, then we exclude certain income or expense items from AFFO that we consider to be more reflective of investing activities, such as non-cash income and expense items and the income and expense effects of other activities that are not a fundamental attribute of our day to day operating business plan, such as amounts related to litigation arising out of AFIN's 2017 merger with American Realty Capital - Retail Centers of America, Inc. (the "Merger"). These amounts include legal costs incurred as a result of the litigation, portions of which have been and may in the future be reimbursed under insurance policies maintained by us. Insurance reimbursements are deducted from AFFO in the period of reimbursement. We believe that excluding the litigation costs and subsequent insurance reimbursements related to litigation arising out of the Merger helps to provide a better understanding of the operating performance of our business. Other income and expense items also include early extinguishment of debt and unrealized gains and losses, which may not ultimately be realized, such as gains or losses on derivative instruments and gains and losses on investments. In addition, by excluding non-cash income and expense items such as amortization of above-market and below-market leases intangibles, amortization of deferred financing costs, straight-line rent, and share-based compensation related to restricted shares and the multi-year outperformance agreement from AFFO, we believe we provide useful information regarding those income and expense items which have a direct impact on our ongoing operating performance.
In calculating AFFO, we exclude certain expenses which under GAAP are characterized as operating expenses in determining operating net income (loss). All paid and accrued merger, acquisition and transaction related fees and certain other expenses negatively impact our operating performance during the period in which expenses are incurred or properties are acquired will also have negative effects on returns to investors but are not reflective of our on-going performance. In addition, legal fees and expense associated with COVID-19-related lease disputes involving certain tenants negatively impact our operating performance but are not reflective of our on-going performance. Further, under GAAP, certain contemplated non-cash fair value and other non-cash adjustments are considered operating non-cash adjustments to net income (loss). In addition, as discussed above, we view gains and losses from fair value adjustments as items which are unrealized and may not ultimately be realized and not reflective of ongoing operations and are therefore typically adjusted for when assessing operating performance. Excluding income and expense items detailed above from our calculation of AFFO provides information consistent with management's analysis of our operating performance. Additionally, fair value adjustments, which are based on the impact of current market fluctuations and underlying assessments of general market conditions but can also result from operational factors such as rental and occupancy rates, may not be directly related or attributable to our current operating performance. By excluding such changes that may reflect anticipated and unrealized gains or losses, we believe AFFO provides useful supplemental information. By providing AFFO, we believe we are presenting useful information that can be used to better assess the sustainability of our ongoing operating performance without the impact of transactions or other items that are not related to the ongoing performance of our portfolio of properties. AFFO presented by us may not be comparable to AFFO reported by other REITs that define AFFO differently. Furthermore, we believe that in order to facilitate a clear understanding of our operating results, AFFO should be examined in conjunction with net income (loss) as presented in our consolidated financial statements. AFFO should not be considered as an alternative to net income (loss) as an indication of our performance or to cash flows as a measure of our liquidity or ability to pay dividends.
Adjusted Earnings before Interest, Taxes, Depreciation and Amortization, Net Operating Income and Cash Net Operating Income.
We believe that Adjusted EBITDA, which is defined as earnings before interest, taxes, depreciation and amortization adjusted for acquisition and transaction-related expenses, other non-cash items such as expense related to our multi-year outperformance agreement with the Advisor and including our pro-rata share from unconsolidated joint ventures, is an appropriate measure of our ability to incur and service debt. Adjusted EBITDA should not be considered as an alternative to cash flows from operating activities, as a measure of our liquidity or as an alternative to net income as an indicator of our operating activities. Other REITs may calculate Adjusted EBITDA differently and our calculation should not be compared to that of other REITs.
NOI is a non-GAAP financial measure used by us to evaluate the operating performance of our real estate. NOI is equal to total revenues, excluding contingent purchase price consideration, less property operating and maintenance expense. NOI excludes all other items of expense and income included in the financial statements in calculating net income (loss). We believe NOI provides useful and relevant information because it reflects only those income and expense items that are incurred at the property level and presents such items on an unleveraged basis. We use NOI to assess and compare property level performance and to make decisions concerning the operations of the properties. Further, we believe NOI is useful to investors as a performance measure because, when compared across periods, NOI reflects the impact on operations from trends in occupancy rates, rental rates, operating expenses and acquisition activity on an unleveraged basis, providing perspective not immediately apparent from net income (loss). NOI excludes certain items included in calculating net income (loss) in order to provide results that are more closely related to a property's results of operations. For example, interest expense is not necessarily linked to the operating performance of a real estate asset. In addition, depreciation and amortization, because of historical cost accounting and useful life estimates, may distort operating performance at the property level. NOI presented by us may not be comparable to NOI reported by other REITs that define NOI differently. We believe that in order to facilitate a clear understanding of our operating results, NOI should be examined in conjunction with net income (loss) as presented in our consolidated financial statements. NOI should not be considered as an alternative to net income (loss) as an indication of our performance or to cash flows as a measure of our liquidity or our ability to pay dividends.

4


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Cash NOI, is a non-GAAP financial measure that is intended to reflect the performance of our properties. We define Cash NOI as NOI excluding amortization of above/below market lease intangibles and straight-line adjustments that are included in GAAP lease revenues. We believe that Cash NOI is a helpful measure that both investors and management can use to evaluate the current financial performance of our properties and it allows for comparison of our operating performance between periods and to other REITs. Cash NOI should not be considered as an alternative to net income, as an indication of our financial performance, or to cash flows as a measure of liquidity or our ability to fund all needs. The method by which we calculate and present Cash NOI may not be directly comparable to the way other REITs present Cash NOI.



5


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Key Metrics
As of and for the three months ended June 30, 2020
Financial Results (Amounts in thousands, except per share data)
 
 
Revenue from tenants
 
$
74,934

Net loss attributable to common stockholders
 
$
(21,803
)
Basic and diluted net loss per share attributable to common stockholders
 
$
(0.20
)
Cash NOI [1]
 
$
54,662

Adjusted EBITDA [1]
 
$
48,611

AFFO attributable to common stockholders [1]
 
$
21,194

Dividends declared on common stock [2]
 
$
23,058

 
 
 
Balance Sheet and Capitalization (Amounts in thousands, except ratios and percentages)
 
 
Gross asset value [3]
 
$
4,179,185

Net debt [4] [5]
 
$
1,682,808

Total consolidated debt [5]
 
$
1,819,507

Total assets
 
$
3,596,517

Liquidity [6]
 
$
162,667

 
 
 
Common shares outstanding as of June 30, 2020
 
108,528

 
 
 
Net debt to gross asset value
 
40.3
%
Net debt to adjusted EBITDA [1] (annualized based on quarterly results)
 
8.7
x
 
 
 
Weighted-average interest rate cost [7]
 
3.8
%
Weighted-average debt maturity (years) [8]
 
3.3

Interest Coverage Ratio [9]
 
2.6
x
Real Estate Portfolio
 
Single-Tenant Portfolio
 
Multi-Tenant Portfolio
 
Total Portfolio
Portfolio Metrics:
 
 
 
 
 
 
Real estate investments, at cost (in billions)
 
$
2.5

 
$
1.4

 
$
3.9

Number of properties
 
814

 
33

 
847

Square footage (in millions)
 
11.7

 
7.2

 
18.9

Annualized straight-line rent (in millions) [10]
 
$
186.4

 
$
85.6

 
$
272.0

Annualized straight-line rent per leased square foot
 
$
16.0

 
$
13.9

 
$
15.3

Occupancy [11]
 
99.2
%
 
86.2
%
 
94.3
%
Weighted-average remaining lease term (years) [12]
 
10.8

 
4.7

 
8.9

% investment grade [13]
 
63.3
%
 
N/A

 
N/A

% of anchor tenants in multi-tenant portfolio that are investment grade [13] [14]
 
N/A

 
28.0
%
 
N/A

% of leases with rent escalators [15]
 
86.9
%
 
66.4
%
 
80.4
%
Average annual rent escalator [15]
 
1.3
%
 
1.2
%
 
1.3
%
——
[1] This Non-GAAP metric is reconciled below.
[2] Represents dividends declared on shares of the Company’s common stock payable to holders of record on the applicable record date.
[3] Defined as total assets plus accumulated depreciation and amortization as of June 30, 2020.
[4] Represents total debt outstanding less cash and cash equivalents.
[5] Excludes the effect of deferred financing costs, net and mortgage premiums, net.
[6] Liquidity includes cash and cash equivalents as of June 30, 2020, and, after giving effect to the amendment to the credit facility and the $715 million CMBS refinancing and other transactions that occurred at the closing of the amendment to the credit facility on July 24, 2020, $26.0 million available for future borrowings under the Company's credit facility. The Company's credit facility currently requires the Company to maintain a combination of cash, cash equivalents and amounts available for future borrowings under the Credit Facility of not less than $100.0 million, which could limit Company's ability to incur additional indebtedness and use cash that would otherwise be available to the Company.
[7] Weighted based on the outstanding principal balance of the debt as of June 30, 2020.
[8] Weighted based on the outstanding principal balance of the debt as of June 30, 2020 and does not reflect any changes to maturity dates subsequent to
June 30, 2020. The Company has the right to extend the maturity date to April 2023.
[9] The interest coverage ratio is calculated by dividing adjusted EBITDA by cash paid for interest (interest expense less amortization of deferred financing
costs, net, change in accrued interest and amortization of mortgage premiums on borrowings) for the quarter ended June 30, 2020.

6


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Adjusted EBITDA and cash paid for interest are Non-GAAP metrics and are reconciled below.
[10] Calculated using the most recent available lease terms as of June 30, 2020.
[11] Only includes leases which have commenced and were taken possession by the tenant as of June 30, 2020.
[12] The weighted-average remaining lease term (years) is based on annualized straight-line rent.
[13] As used herein, investment grade includes both actual investment grade ratings of the tenant or guarantor, if available, or implied investment grade. Implied investment grade may include actual ratings of tenant parent, guarantor parent (regardless of whether or not the parent has guaranteed the tenant’s obligation under the lease) or by using a proprietary Moody’s analytical tool, which generates an implied rating by measuring a company’s probability of default. Ratings information is as of June 30, 2020. The weighted averages are based on straight-line rent. Single-tenant portfolio tenants are 50.6% actual investment grade rated and 12.7% implied investment grade rated.
[14] Anchor tenants are defined as tenants that occupy over 10,000 square feet of one of the Company's multi-tenant properties. Anchor tenants are 20.1% actual
investment grade rated and 7.9% implied investment grade rated.
[15] Based on annualized straight-line rent as of June 30, 2020. Contractual rent increases include fixed percent or actual increases, or CPI-indexed
increases.

7

American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020


Consolidated Balance Sheets
Amounts in thousands, except share and per share data
 
June 30,
2020
 
December 31,
2019
 
(Unaudited)
 
 
ASSETS
 
 
 
Real estate investments, at cost:
 
 
 
Land
$
705,115

 
$
685,889

Buildings, fixtures and improvements
2,739,863

 
2,681,485

Acquired intangible lease assets
445,771

 
448,175

Total real estate investments, at cost
3,890,749

 
3,815,549

Less: accumulated depreciation and amortization
(582,668
)
 
(529,052
)
Total real estate investments, net
3,308,081

 
3,286,497

Cash and cash equivalents
136,699

 
81,898

Restricted cash
20,132

 
17,942

Deposits for real estate investments
2,290

 
85

Deferred costs, net
16,096

 
17,467

Straight-line rent receivable
54,655

 
46,976

Operating lease right-of-use assets
18,718

 
18,959

Prepaid expenses and other assets (including $457 and $503 due from related parties as of June 30, 2020 and December 31, 2019, respectively)
39,846

 
19,188

Assets held for sale

 
1,176

Total assets
$
3,596,517

 
$
3,490,188

 
 
 
 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
Mortgage notes payable, net
$
1,305,104

 
$
1,310,943

Credit facility
503,147

 
333,147

Below market lease liabilities, net
79,549

 
84,041

Accounts payable and accrued expenses (including $599 and $1,153 due to related parties as of June 30, 2020 and December 31, 2019, respectively)
32,333

 
26,817

Operating lease liabilities
19,307

 
19,318

Deferred rent and other liabilities
9,431

 
10,392

Dividends payable
3,617

 
3,300

Total liabilities
1,952,488

 
1,787,958

 
 
 
 
7.50% Series A cumulative redeemable perpetual preferred stock, $0.01 par value, liquidation preference $25.00 per share, 8,796,000 shares authorized, 7,719,689 and 6,917,230 issued and outstanding as of June 30, 2020 and December 31, 2019, respectively
77

 
69

Common stock, $0.01 par value per share, 300,000,000 shares authorized, 108,527,734 and 108,475,266 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively
1,085

 
1,085

Additional paid-in capital
2,635,166

 
2,615,089

Distributions in excess of accumulated earnings
(1,016,977
)
 
(932,912
)
Total stockholders' equity
1,619,351

 
1,683,331

Non-controlling interests
24,678

 
18,899

Total equity
1,644,029

 
1,702,230

Total liabilities and equity
$
3,596,517

 
$
3,490,188



8


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Consolidated Statements of Operations
Amounts in thousands, except share and per share data

 
 
Three Months Ended
 
 
June 30,
2020
 
March 31,
2020
 
December 31, 2019
 
September 30,
2019
 
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
Revenue from tenants
 
$
74,934

 
$
74,564

 
$
76,231

 
$
72,863

 
 
 
 
 
 
 
 
 
 Operating expenses:
 
 
 
 
 
 
 
 
Asset management fees to related party
 
6,918

 
6,905

 
6,777

 
6,545

Property operating expense
 
12,541

 
12,282

 
14,344

 
12,398

Impairment of real estate investments
 
11,502

 

 

 

Acquisition, transaction and other costs [1]
 
721

 
452

 
3,022

 
489

Equity-based compensation [2]
 
3,247

 
3,211

 
3,211

 
3,217

General and administrative
 
6,864

 
5,328

 
4,300

 
3,573

Depreciation and amortization
 
35,443

 
34,335

 
31,802

 
29,901

Total operating expenses
 
77,236

 
62,513

 
63,456

 
56,123

Operating (loss) income before gain on sale of real estate investments
 
(2,302
)
 
12,051

 
12,775

 
16,740

Gain on sale of real estate investments
 
2,838

 
1,440

 
4,519

 
1,933

Operating income
 
536

 
13,491

 
17,294

 
18,673

Other (expense) income:
 
 
 
 
 
 
 
 
Interest expense
 
(18,801
)
 
(19,106
)
 
(18,990
)
 
(18,569
)
Other income
 
61

 
72

 
367

 
48

Total other expense, net
 
(18,740
)
 
(19,034
)
 
(18,623
)
 
(18,521
)
Net (loss) income
 
(18,204
)
 
(5,543
)
 
(1,329
)
 
152

Net loss (income) attributable to non-controlling interests
 
20

 
9

 
(1
)
 
(4
)
Preferred stock dividends
 
(3,619
)
 
(3,619
)
 
(3,497
)
 
(3,079
)
Net loss attributable to common stockholders
 
$
(21,803
)
 
$
(9,153
)
 
$
(4,827
)
 
$
(2,931
)
 
 
 
 
 
 
 
 
 
Basic and Diluted Net (Loss) Income Per Share:
 
 
 
 
 
 
 
 
Net loss per share attributable to common stockholders — Basic and Diluted
 
$
(0.20
)
 
$
(0.08
)
 
$
(0.04
)
 
$
(0.03
)
Weighted-average shares outstanding — Basic
 
108,386,013

 
108,364,082

 
107,286,620

 
106,139,668

Weighted-average shares outstanding — Diluted
 
108,386,013

 
108,364,082

 
107,286,620

 
106,139,668

——
[1] For the three months ended June 30, 2020, March 31, 2020, December 31, 2019 and September 30, 2019, includes litigation costs related to the Merger of $0.3 million, $0.3 million $0.7 million and $0.2 million, respectively.
[2] For the three months ended June 30, 2020, March 31, 2020, December 31, 2019 and September 30, 2019, includes equity-based compensation expense related to the Company's restricted common shares of $0.3 million, $0.2 million, $0.2 million, and $0.3 million, respectively.


9


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Non-GAAP Measures
Amounts in thousands
 
 
Three Months Ended
 
 
June 30,
2020
 
March 31,
2020
 
December 31, 2019
 
September 30,
2019
 
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
EBITDA:
 
 
 
 
 
 
 
 
Net (loss) income
 
$
(18,204
)
 
$
(5,543
)
 
$
(1,329
)
 
$
152

Depreciation and amortization
 
35,443

 
34,335

 
31,802

 
29,901

Interest expense
 
18,801

 
19,106

 
18,990

 
18,569

   EBITDA
 
36,040

 
47,898

 
49,463

 
48,622

Impairment of real estate investments
 
11,502

 

 

 

Acquisition, transaction and other costs [1]
 
721

 
452

 
3,022

 
489

Equity-based compensation [2]
 
3,247

 
3,211

 
3,211

 
3,217

Gain on sale of real estate investments
 
(2,838
)
 
(1,440
)
 
(4,519
)
 
(1,933
)
Other income
 
(61
)
 
(72
)
 
(367
)
 
(48
)
   Adjusted EBITDA
 
48,611

 
50,049

 
50,810

 
50,347

Asset management fees to related party
 
6,918

 
6,905

 
6,777

 
6,545

General and administrative
 
6,864

 
5,328

 
4,300

 
3,573

   NOI
 
62,393

 
62,282

 
61,887

 
60,465

   Amortization of market lease and other intangibles, net
 
(2,289
)
 
(992
)
 
(1,307
)
 
(2,503
)
Straight-line rent
 
(5,442
)
 
(2,265
)
 
(2,847
)
 
(2,716
)
  Cash NOI 
 
$
54,662

 
$
59,025

 
$
57,733

 
$
55,246

 
 
 
 
 
 
 
 
 
Cash Paid for Interest:
 
 
 
 
 
 
 
 
   Interest expense
 
$
18,801

 
$
19,106

 
$
18,990

 
$
18,569

   Amortization of deferred financing costs, net and change in accrued interest
 
(990
)
 
(1,712
)
 
(2,394
)
 
(725
)
   Amortization of mortgage discounts and premiums on borrowings
 
589

 
560

 
1,344

 
839

   Total cash paid for interest
 
$
18,400

 
$
17,954

 
$
17,940

 
$
18,683

——
[1] For the three months ended June30, 2020, March 31, 2020, December 31, 2019 and September 30, 2019, includes litigation costs related to the Merger of $0.3 million, $0.3 million, $0.7 million and $0.2 million, respectively.
[2] For the three months ended June 30, 2020, March 31, 2020, December 31, 2019 and September 30, 2019, includes equity-based compensation expense related to the Company's restricted common shares of $0.3 million, $0.2 million, $0.2 million and $0.3 million, respectively.








10


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Non-GAAP Measures
Amounts in thousands, except per share data
 
 
Three Months Ended
 
 
June 30,
2020
 
March 31,
2020
 
December 31, 2019
 
September 30,
2019
 
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
Funds from operations (FFO):
 
 
 
 
 
 
 
 
Net loss attributable to common stockholders (in accordance with GAAP)
 
$
(21,803
)
 
$
(9,153
)
 
$
(4,827
)
 
$
(2,931
)
Impairment of real estate investments
 
11,502

 

 

 

Depreciation and amortization
 
35,443

 
34,335

 
31,802

 
29,901

Gain on sale of real estate investments
 
(2,838
)
 
(1,440
)
 
(4,519
)
 
(1,933
)
Proportionate share of adjustments for non-controlling interest to arrive at FFO
 
(71
)
 
(52
)
 
(44
)
 
(45
)
FFO attributable to common stockholders
 
22,233

 
23,690

 
22,412

 
24,992

Acquisition, transaction and other costs [1]
 
721

 
452

 
3,022

 
489

Litigation cost reimbursements related to the Merger [2]
 

 
(9
)
 
(316
)
 

Legal fees and expenses — COVID-19 lease disputes [3]
 
242

 

 

 

Amortization of market lease and other intangibles, net
 
(2,289
)
 
(992
)
 
(1,307
)
 
(2,503
)
Straight-line rent
 
(5,442
)
 
(2,265
)
 
(2,847
)
 
(2,716
)
Straight-line rent (rent deferral agreements) [4]
 
2,082

 

 

 

Amortization of mortgage premiums on borrowings
 
(589
)
 
(560
)
 
(1,344
)
 
(839
)
Equity-based compensation [5]
 
3,247

 
3,211

 
3,211

 
3,217

Amortization of deferred financing costs, net and change in accrued interest
 
990

 
1,712

 
2,394

 
725

Proportionate share of adjustments for non-controlling interest to arrive at AFFO
 
(1
)
 
(2
)
 
(5
)
 
3

AFFO attributable to common stockholders
 
$
21,194

 
$
25,237

 
$
25,220

 
$
23,368

 
 
 
 
 
 
 
 
 
Weighted-average common shares outstanding
 
108,386

 
108,364

 
107,287

 
106,140

Net loss per share attributable to common stockholders — Basic and Diluted
 
$
(0.20
)
 
$
(0.08
)
 
$
(0.04
)
 
$
(0.03
)
FFO per common share
 
$
0.21

 
$
0.22

 
$
0.21

 
$
0.24

AFFO per common share
 
$
0.20

 
$
0.23

 
$
0.24

 
$
0.22

Dividends declared
 
$
23,058

 
$
29,831

 
$
29,468

 
$
29,212

——
[1] Primarily includes prepayment costs incurred in connection with early debt extinguishment as well as litigation costs related to the Merger.
[2] Included in "Other Income" in the Company's consolidated statement of operations.
[3] Reflects legal costs incurred during the second quarter related to disputes with tenants due to store closures or other challenges resulting from COVID-19. The tenants involved in these disputes had not recently defaulted on their rent and, prior to the second quarter of 2020, had recently exhibited a pattern of regular payment. Based on the tenants involved in these matters, their history of rent payments, and the impact of the pandemic on current economic conditions, management views these costs as COVID-19-related and separable from the Company’s ordinary general and administrative expenses related to tenant defaults. The Company engaged counsel in connection with these issues separate and distinct from counsel the Company typically engages for tenant defaults. The amount reflects what the Company believes to be only those incremental legal costs above what we typically incur for tenant-related dispute issues. The Company may continue to incur these COVID-19 related legal costs in the future.
[4] Represents the amount of deferred rent pursuant to lease negotiations which qualify for FASB relief for which rent was deferred but not reduced. These amounts are included in the straight-line rent receivable on our balance sheet but are considered to be cash, for purposes of AFFO, that is expected to be collected.
[5] Includes amortization expense of the Company's restricted common shares and LTIP Units related to its multi-year outperformance agreement for all periods presented.


11


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Debt Overview
As of June 30, 2020
Amounts in thousands, except ratios and percentages

Year of Maturity
 
Number of Encumbered Properties
 
Weighted-Average Debt Maturity (Years) [3]
 
Weighted-Average Interest Rate [3][4]
 
Total Outstanding Balance [5]
 
Percent
Non-Recourse Debt
 
 
 
 
 
 
 
 
 
 
2020 (remainder)
 
245

 
0.3

 
4.5
%
 
$
536,728

 
 
2021
 
102

 
0.9

 
5.3
%
 
201,471

 
 
2022
 

 

 
%
 
2,311

 
 
2023
 

 

 
%
 
2,643

 
 
2024
 
1

 
3.7

 
5.0
%
 
22,287

 
 
Thereafter
 
263

 
7.3

 
4.2
%
 
550,920

 
 
Total Non-Recourse Debt
 
611

 
3.5

 
4.5
%
 
1,316,360

 
72
%
 
 
 
 
 
 
 
 
 
 
 
Recourse Debt [1]
 
 
 
 
 
 
 
 
 
 
   Credit Facility [2]
 
 
 
2.8

 
2.1
%
 
503,147

 
 
Total Recourse Debt
 
 
 
2.8

 
2.1
%
 
503,147

 
28
%
 
 
 
 
 
 
 
 
 
 
 
Total Debt
 
 
 
3.3

 
3.8
%
 
$
1,819,507

 
100
%
——
[1] Recourse debt is debt that is guaranteed by the Company.
[2] The maturity date of the Company's credit facility is April 2022. The Company has the right to extend the maturity date to April 2023.
[3] Weighted based on the outstanding principal balance of the debt.
[4] As of June 30, 2020, the Company’s total combined debt was 72.3% fixed rate and 27.7% floating rate.
[5] Excludes the effect of deferred financing costs, net and mortgage premiums and discounts, net.

12


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Future Minimum Base Lease Rents Due to the Company
As of June 30, 2020
Amounts in thousands

 
 
Future Minimum
Base Rent Payments
[1]
2020 (remainder)
 
$
129,178

2021
 
256,234

2022
 
244,104

2023
 
231,629

2024
 
212,196

2025
 
193,939

Thereafter
 
1,210,450

Total
 
$
2,477,730

——
[1] Represents future minimum base rent payments on a cash basis due to the Company over the next five years and thereafter. These amounts exclude contingent
rent payments, as applicable, that may be collected from certain tenants based on provisions related to sales thresholds and increases in annual rent based on
exceeding certain economic indexes among other items.


13


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Top Ten Tenants (by annualized straight-line rent)
As of June 30, 2020
Amounts in thousands, except percentages

Tenant / Lease Guarantor
 
Property Type
 
Tenant Industry
 
Annualized SL Rent [1]
 
SL Rent Percent
 
Remaining Lease Term [2]
 
Investment Grade [3]
Truist Bank
 
Retail
 
Retail Banking
 
$
17,701

 
7
%
 
9.1

 
Yes
Sanofi US
 
Office
 
Pharmaceuticals
 
17,143

 
6
%
 
12.5

 
Yes
Mountain Express
 
Retail
 
Gas/Convenience
 
13,237

 
5
%
 
18.2

 
No
AmeriCold
 
Distribution
 
Refrigerated Warehousing
 
12,720

 
5
%
 
7.2

 
Yes
Fresenius
 
Retail
 
Healthcare
 
11,374

 
4
%
 
8.2

 
Yes
Tenants 6 - 10
 
Various
 
Various
 
36,256

 
13
%
 
9.8

 
4 of 5 - Yes
Subtotal
 
 
 
 
 
108,431

 
40
%
 
10.7

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Remaining portfolio
 
 
 
 
 
163,600

 
60
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Portfolio
 
 
 
 
 
$
272,031

 
100
%
 
 
 
 
——
[1] Calculated using the most recent available lease terms as of June 30, 2020.
[2] Based on straight-line rent as of June 30, 2020.
[3] The top ten tenants are 72.1% actual investment grade rated and 8.1% implied investment grade rated (see page 6 for definition of Investment Grade).






14


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Diversification by Property Type
As of June 30, 2020
Amounts in thousands, except percentages

 
 
Total Portfolio 
Property Type
 
Annualized SL Rent [1]
 
SL Rent Percent
 
Square Feet
 
Sq. ft. Percent
Retail (including Power and Lifestyle Centers)
 
$
217,076

 
80
%
 
13,103

 
69
%
Distribution
 
28,856

 
11
%
 
4,351

 
23
%
Office
 
26,099

 
9
%
 
1,443

 
8
%
Total
 
$
272,031

 
100
%
 
18,897

 
100
%
 
 
 
Retail Properties
Tenant Type
 
Annualized SL Rent [1]
 
SL Rent Percent
 
Square Feet [2]
 
Sq. ft. Percent
Single-Tenant:
 
 
 
 
 
 
 
 
Service-oriented [3]
 
$
107,996

 
50
%
 
3,634

 
30
%
Traditional retail [4]
 
23,423

 
11
%
 
2,240

 
19
%
Multi-Tenant:
 
 
 
 
 
 
 
 
Experiential/e-commerce defensive [5]
 
42,515

 
19
%
 
2,459

 
20
%
Other traditional retail
 
43,142

 
20
%
 
3,728

 
31
%
Total
 
$
217,076

 
100
%
 
12,061

 
100
%
——
[1] Calculated using the most recent available lease terms as of June 30, 2020.
[2] Represents total rentable square feet of retail properties occupied as of June 30, 2020.
[3] Includes single-tenant retail properties leased to tenants in the retail banking, restaurant, grocery, pharmacy, gas/convenience, healthcare, and auto services sectors.
[4] Includes single-tenant retail properties leased to tenants in the discount retail, home improvement, furniture, specialty retail, auto retail, sporting goods sectors, wireless/electronics, department stores and home improvement.
[5] Represents multi-tenant properties leased to tenants in the restaurant, discount retail, entertainment, salon/beauty, and grocery sectors, among others.
 





15


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Diversification by Geography
As of June 30, 2020
Amounts in thousands, except percentages
 
 
Total Portfolio
Region
 
Annualized SL Rent [1]
 
SL Rent Percent
 
Square Feet
 
Sq. ft. Percent
Alabama
 
$
14,941

 
5.5
%
 
1,376

 
7.3
%
Alaska
 
409

 
0.2
%
 
9

 
0.1
%
Arizona
 
352

 
0.1
%
 
22

 
0.1
%
Arkansas
 
2,387

 
0.9
%
 
88

 
0.4
%
California
 
228

 
0.1
%
 
9

 
0.1
%
Colorado
 
776

 
0.3
%
 
52

 
0.3
%
Connecticut
 
1,640

 
0.6
%
 
84

 
0.4
%
Delaware
 
176

 
0.1
%
 
5

 
0.1
%
District of Columbia
 
236

 
0.1
%
 
4

 
0.1
%
Florida
 
19,534

 
7.2
%
 
1,203

 
6.2
%
Georgia
 
28,774

 
10.6
%
 
1,951

 
10.3
%
Idaho
 
331

 
0.1
%
 
14

 
0.1
%
Illinois
 
9,357

 
3.4
%
 
707

 
3.7
%
Indiana
 
2,018

 
0.7
%
 
90

 
0.5
%
Iowa
 
2,752

 
1.0
%
 
167

 
0.9
%
Kansas
 
3,070

 
1.1
%
 
264

 
1.4
%
Kentucky
 
10,743

 
3.9
%
 
663

 
3.5
%
Louisiana
 
5,379

 
2.0
%
 
319

 
1.7
%
Maine
 
202

 
0.1
%
 
12

 
0.1
%
Maryland
 
1,069

 
0.4
%
 
29

 
0.2
%
Massachusetts
 
6,069

 
2.2
%
 
591

 
3.1
%
Michigan
 
6,342

 
2.3
%
 
383

 
2.0
%
Minnesota
 
10,971

 
4.0
%
 
761

 
4.0
%
Mississippi
 
4,233

 
1.6
%
 
212

 
1.1
%
Missouri
 
5,830

 
2.1
%
 
486

 
2.6
%
Montana
 
1,243

 
0.5
%
 
45

 
0.2
%
Nebraska
 
514

 
0.2
%
 
12

 
0.1
%
Nevada
 
6,422

 
2.4
%
 
408

 
2.2
%
New Hampshire
 
127

 
0.1
%
 
6

 
0.1
%
New Jersey
 
18,655

 
6.9
%
 
817

 
4.3
%
New Mexico
 
629

 
0.2
%
 
47

 
0.2
%
New York
 
2,351

 
0.9
%
 
171

 
0.9
%
North Carolina
 
17,910

 
6.6
%
 
1,514

 
8.0
%
North Dakota
 
1,222

 
0.4
%
 
170

 
0.9
%
Ohio
 
17,843

 
6.6
%
 
1,017

 
5.4
%
Oklahoma
 
8,864

 
3.3
%
 
849

 
4.5
%
Pennsylvania
 
9,216

 
3.4
%
 
540

 
2.9
%
Rhode Island
 
2,419

 
0.9
%
 
149

 
0.8
%
South Carolina
 
14,175

 
5.2
%
 
1,474

 
7.8
%
South Dakota
 
339

 
0.1
%
 
47

 
0.2
%
Tennessee
 
4,442

 
1.6
%
 
316

 
1.7
%
Texas
 
12,965

 
4.8
%
 
830

 
4.4
%
Utah
 
1,087

 
0.4
%
 
41

 
0.2
%
Virginia
 
3,459

 
1.3
%
 
212

 
1.1
%
West Virginia
 
1,876

 
0.7
%
 
99

 
0.5
%
Wisconsin
 
7,137

 
2.6
%
 
566

 
3.0
%
Wyoming
 
1,317

 
0.5
%
 
66

 
0.3
%
Total
 
$
272,031

 
100
%
 
18,897

 
100
%
[1] Calculated using the most recent available lease terms as of June 30, 2020.  

16


American Finance Trust, Inc.
Supplemental Information
Quarter ended June 30, 2020 (Unaudited)

Lease Expirations
As of June 30, 2020
Amounts in thousands, except ratios and percentages
Year of Expiration
 
Number of Leases Expiring
 
Annualized SL Rent [1]
 
Annualized SL Rent Percent
 
Leased Square Feet
 
Percent of Leased Square Feet Expiring
 
 
 
 
(In thousands)
 
 
 
(In thousands)
 
 
2020 (Remaining)
 
23
 
$
4,182

 
1.5
%
 
222

 
1.2
%
2021
 
78
 
14,353

 
5.3
%
 
1,306

 
7.3
%
2022
 
89
 
11,210

 
4.1
%
 
1,078

 
6.1
%
2023
 
115
 
17,348

 
6.4
%
 
1,233

 
6.9
%
2024
 
113
 
21,082

 
7.7
%
 
1,569

 
8.8
%
2025
 
109
 
22,796

 
8.4
%
 
1,730

 
9.7
%
2026
 
44
 
15,970

 
5.9
%
 
1,046

 
5.9
%
2027
 
94
 
32,669

 
12.0
%
 
3,543

 
19.9
%
2028
 
73
 
9,684

 
3.6
%
 
744

 
4.2
%
2029
 
134
 
23,579

 
8.7
%
 
1,308

 
7.3
%
2030
 
47
 
11,079

 
4.1
%
 
898

 
5.0
%
2031
 
42
 
10,376

 
3.8
%
 
421

 
2.4
%
2032
 
23
 
21,247

 
7.8
%
 
940

 
5.3
%
2033
 
35
 
4,476

 
1.6
%
 
166

 
0.9
%
2034
 
15
 
2,125

 
0.8
%
 
128

 
0.7
%
2035
 
2
 
472

 
0.2
%
 
37

 
0.2
%
Thereafter (>2035)
 
346
 
49,383

 
18.1
%
 
1,444

 
8.1
%
Total
 
1,382
 
$
272,031

 
100
%
 
17,813

 
100
%
——
[1] Calculated using the most recent available lease terms as of June 30, 2020.



17