EX-99.2 3 ex992-rtlsupplementalinfor.htm EX-99.2 RTL SUPPLEMENTAL Document

EXHIBIT 99.2






The Necessity Retail REIT, Inc.
Supplemental Information
Quarter ended December 31, 2022 (unaudited)

1

The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
Table of Contents
ItemPage
Non-GAAP Definitions3
Key Metrics6
Consolidated Balance Sheets8
Consolidated Statements of Operations9
Non-GAAP Measures10
Debt Overview12
Future Minimum Lease Rents13
Top Ten Tenants14
Diversification by Property Type15
Diversification by Geography16
Lease Expirations17
Please note that totals may not add due to rounding.
Forward-looking Statements:
This supplemental package of The Necessity Retail REIT, Inc. (the “Company”) includes “forward-looking statements.” These forward-looking statements involve risks and uncertainties that could cause the outcome to be materially different. The words such as “may,” “will,” “seeks,” “anticipates,” “believes,” “expects,” “estimates,” “projects,” “plans,” “intends,” “should” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements are subject to a number of 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 (i) the ongoing global COVID-19 pandemic, including actions taken to contain or treat COVID-19, (ii) the geopolitical instability due to the ongoing military conflict between Russia and Ukraine, including related sanctions and other penalties imposed by the U.S. and European Union, and the related impact on the Company, the Company’s tenants and the global economy and financial markets, and (iii) inflationary conditions and higher interest rate environments, 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, 2021 filed on February 24, 2022, and all other filings with the SEC after that date, as such risks, uncertainties and other important factors may be updated from time to time in the Company’s subsequent reports. Further, forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise any forward-looking statement 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/Abatements  
The majority of the concessions granted to the Company's tenants as a result of the COVID-19 pandemic are rent deferrals or temporary rent abatements 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 Financial Accounting Standards Board ("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, rental revenue used to calculate Net Income and NAREIT FFO (as defined below) has not been, and the Company does not expect it to be, significantly impacted by these types of deferrals. In addition, since the Company currently believes that these deferral amounts are collectable, the Company has excluded from the increase in straight-line rent for AFFO (as defined below) purposes the amounts recognized under generally accepted accounting principles ("GAAP") relating to these types of rent deferrals. Conversely, for abatements where contractual rent has been reduced, the reduction is reflected over the remaining lease term for accounting purposes but represents a permanent reduction and the Company has, accordingly, reduced its AFFO.
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The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (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 include this adjustment. 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, gains 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.
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The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (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 the Company'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 lease intangibles, amortization of deferred financing costs, straight-line rent, and share-based compensation related to restricted shares, the 2018 multi-year outperformance agreement with the Advisor and the 2021 multi-year outperformance agreement with the Advisor 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, including costs incurred for the 2023 proxy that were specifically related to our 2023 proxy contest and related litigation, negatively impact our operating performance during the period in which expenses are incurred or properties are acquired and 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, among other things, to assess our performance without the impact of transactions or other items that are not related to 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) calculated in accordance with GAAP and 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. FFO and AFFO may include income from lease termination fees, which is recorded in revenue from tenants in our consolidated statements of operations.

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 (loss) 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
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The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
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.
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 (loss), 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 calculate and present Cash NOI.
Cash paid for interest is calculated based on the interest expense less non-cash portion of interest expense and amortization of mortgage (discount) premium, net. Management believes that cash paid for interest provides useful information to investors to assess our overall solvency and financial flexibility. Cash paid for interest should not be considered as an alternative to interest expense as determined in accordance with GAAP or any other GAAP financial measures and should only be considered together with and as a supplement to our financial information prepared in accordance with GAAP.

5

The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
Key Metrics
As of and for the three months ended December 31, 2022
Financial Results (Amounts in thousands, except per share data, ratios and percentages)
Revenue from tenants
$118,390 
Net loss attributable to common stockholders
$(33,063)
Basic and diluted net loss per share attributable to common stockholders
$(0.25)
Cash NOI [1]
$87,706 
Adjusted EBITDA [1]
$74,934 
AFFO attributable to common stockholders [1]
$35,560 
Dividends declared on common stock [2]
$28,173 
Balance Sheet and Capitalization (Amounts in thousands, except ratios and percentages)
Gross asset value [3]
$5,371,000 
Net debt [4] [5]
$2,728,910 
Total consolidated debt [5]
$2,799,705 
Total assets
$4,586,054 
Liquidity [6]
$118,685 
Common shares outstanding as of December 31, 2022 (thousands)123,783 
Net debt to gross asset value
50.8 %
Net debt to adjusted EBITDA [1] (annualized based on quarterly results)
9.1 x
Weighted-average interest rate cost [7]
4.4 %
Weighted-average debt maturity (years) [8]
4.1 
Interest Coverage Ratio [9]
2.5 x
Real Estate PortfolioSingle-Tenant PortfolioMulti-Tenant PortfolioTotal Portfolio
Portfolio Metrics:
Real estate investments, at cost (in billions)
$2.4 $2.7 $5.1 
Number of properties
935 109 1,044 
Square footage (in millions)
11.5 16.4 27.9 
Annualized straight-line rent (in millions) [10]
$184.5 $199.1 $383.6 
Annualized Straight-line rent per leased square foot$16.2 $13.6 $14.7 
Occupancy [11]
99.3 %89.8 %93.7 %
Weighted-average remaining lease term (years) [12]
9.9 4.7 7.2 
% investment grade [13]
53.8 %N/AN/A
% of anchor tenants in multi-tenant portfolio that are investment grade [13] [14]
N/A37.2 %N/A
% of leases with rent escalators [15]
86.3 %44.5 %64.7 %
Average annual rent escalator [15]
1.2 %0.7 %0.9 %
__________
[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 December 31, 2022.
[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 of $70.8 million as of December 31, 2022, and $47.9 million available for future borrowings under the Company's credit facility.
[7]Weighted based on the outstanding principal balance of the debt as of December 31, 2022.
[8]Weighted based on the outstanding principal balance of the debt as of December 31, 2022 and does not reflect any changes to maturity dates subsequent to December 31, 2022.
[9]The interest coverage ratio is calculated by dividing adjusted EBITDA for the applicable quarter by cash paid for interest (calculated based on the interest expense less non-cash portion of interest expense and amortization of mortgage (discount) premium, net). The Company believes that Interest Coverage Ratio is a useful supplemental measure of our ability to service its debt obligations. 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 December 31, 2022.
[11]Only includes leases which have commenced and were taken possession by the tenant as of December 31, 2022.
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The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
[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 ratings. Implied investment grade ratings 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. The term “parent" for these purposes includes any entity, including any governmental entity, owning more than 50% of the voting stock in a tenant. Ratings information is as of December 31, 2022. The weighted averages are based on straight-line rent. Single-tenant portfolio tenants are 41.1% 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 30.5% actual investment grade rated and 6.7% implied investment grade rated.
[15]Based on annualized straight-line rent as of December 31, 2022. Contractual rent increases include fixed percent or actual increases, or CPI-indexed increases.

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The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
Consolidated Balance Sheets
Amounts in thousands, except share and per share data
December 31,
20222021
(Unaudited)
ASSETS 
Real estate investments, at cost:
Land
$996,293 $729,048 
Buildings, fixtures and improvements
3,467,463 2,729,719 
Acquired intangible lease assets
644,553 402,673 
Total real estate investments, at cost
5,108,309 3,861,440 
Less: accumulated depreciation and amortization
(784,946)(654,667)
Total real estate investments, net
4,323,363 3,206,773 
Cash and cash equivalents70,795 214,853 
Restricted cash17,956 21,996 
Deposits for real estate investments— 41,928 
Deferred costs, net22,893 25,587 
Straight-line rent receivable66,657 70,789 
Operating lease right-of-use assets17,839 18,194 
Prepaid expenses and other assets66,551 26,877 
Assets held for sale— 187,213 
Total assets
$4,586,054 $3,814,210 
LIABILITIES AND EQUITY  
Mortgage notes payable, net $1,808,433 $1,464,930 
Credit facility458,000 — 
Senior notes492,319 491,015 
Below-market lease liabilities, net133,876 78,073 
Accounts payable and accrued expenses (including $1,838 and $1,016 due to related parties as of December 31, 2022 and 2021, respectively)64,169 32,907 
Operating lease liabilities19,132 19,195 
Derivative liabilities, at fair value— 2,250 
Deferred rent and other liabilities16,815 9,524 
Dividends payable
5,837 6,038 
Total liabilities
2,998,581 2,103,932 
7.50% Series A cumulative redeemable perpetual preferred stock, $0.01 par value, liquidation preference $25.00 per share, 12,796,000 shares authorized, 7,933,711 issued and outstanding as of December 31, 2022 and 202179 79 
7.375% Series C cumulative redeemable perpetual preferred stock, $0.01 par value, liquidation preference $25.00 per share, 11,536,000 shares authorized, 4,595,175 and 4,594,498 issued and outstanding as of December 31, 2022 and 2021, respectively46 46 
Common stock, $0.01 par value per share, 300,000,000 shares authorized, 134,224,313 and 123,783,060 shares issued and outstanding as of December 31, 2022 and 2021, respectively1,342 1,238 
Additional paid-in capital2,999,163 2,915,926 
Distributions in excess of accumulated earnings(1,435,794)(1,217,435)
Total stockholders' equity
1,564,836 1,699,854 
Non-controlling interests22,637 10,424 
Total equity
1,587,473 1,710,278 
Total liabilities and equity
$4,586,054 $3,814,210 

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The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
Consolidated Statements of Operations
Amounts in thousands, except share and per share data
 Three Months Ended
December 31,
2022
September 30,
2022
June 30,
2022
March 31, 2022
(Unaudited)(Unaudited)(Unaudited)(Unaudited)
Revenue from tenants$118,390 $116,176 $116,929 $94,943 
 Operating expenses:   
Asset management fees to related party7,965 7,939 8,296 7,826 
Property operating expense26,848 28,051 27,520 19,139 
Impairment of real estate investments2,323 30,046 58,954 5,942 
Acquisition, transaction and other costs526 210 206 279 
Equity-based compensation [1]
3,555 3,857 3,523 3,498 
General and administrative8,643 8,499 8,390 6,833 
Depreciation and amortization54,099 57,494 46,573 37,688 
Total operating expenses103,959 136,096 153,462 81,205 
  Operating income (loss) before gain on sale of real estate investments14,431 (19,920)(36,533)13,738 
(Loss) gain on sale of real estate investments(7,247)1,608 13,438 53,569 
Operating income (loss)7,184 (18,312)(23,095)67,307 
Other (expense) income:
Interest expense(34,454)(32,402)(28,329)(23,740)
Other income25 944 18 
Gain on non-designated derivatives— — — 2,250 
Total other expense, net(34,453)(32,377)(27,385)(21,472)
Net (loss) income (27,269)(50,689)(50,480)45,835 
   Net loss (income) attributable to non-controlling interests43 60 58 (64)
  Allocation for preferred stock (5,837)(5,837)(5,837)(5,837)
Net (loss) income attributable to common stockholders$(33,063)$(56,466)$(56,259)$39,934 
Basic and Diluted Net (Loss) Income Per Share:
Net (loss) income per share attributable to common stockholders — Basic and Diluted$(0.25)$(0.43)$(0.43)$0.31 
Weighted-average shares outstanding Basic
133,716,340 133,115,729 132,629,704 128,640,845 
Weighted-average shares outstanding Diluted
133,716,340 133,115,729 132,629,704 130,048,111 
__________
[1]For the three months ended December 31, 2022, September 30, 2022, June 30, 2022 and March 31, 2022, includes equity-based compensation expense related to the Company's restricted common shares of $0.3 million, $0.7 million, $0.4 million and $0.3 million, respectively.

9

The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
Non-GAAP Measures
Amounts in thousands
 Three Months Ended
December 31,
2022
September 30,
2022
June 30,
2022
March 31, 2022
(Unaudited)(Unaudited)(Unaudited)(Unaudited)
EBITDA:
Net (loss) income$(27,269)$(50,689)$(50,480)$45,835 
Depreciation and amortization54,099 57,494 46,573 37,688 
Interest expense34,454 32,402 28,329 23,740 
   EBITDA61,284 39,207 24,422 107,263 
Impairment of real estate investments2,323 30,046 58,954 5,942 
Acquisition, transaction and other costs 526 210 206 279 
Equity-based compensation [1]
3,555 3,857 3,523 3,498 
Loss (gain) on sale of real estate investments7,247 (1,608)(13,438)(53,569)
Other income(1)(25)(944)(18)
Gain on non-designated derivatives— — — (2,250)
   Adjusted EBITDA 74,934 71,687 72,723 61,145 
Asset management fees to related party7,965 7,939 8,296 7,826 
General and administrative8,643 8,499 8,390 6,833 
   NOI91,542 88,125 89,409 75,804 
   Amortization of market lease and other intangibles, net
(1,042)(574)(1,582)(1,098)
Straight-line rent(2,794)(2,586)(1,509)(1,114)
Cash NOI $87,706 $84,965 $86,318 $73,592 
Cash Paid for Interest:
   Interest expense$34,454 $32,402 $28,329 $23,740 
   Amortization of deferred financing costs, net (3,498)(3,474)(3,236)(2,893)
   Amortization of mortgage premiums and discounts on borrowings, net(477)(454)(174)13 
Total cash paid for interest$30,479 $28,474 $24,919 $20,860 
__________
[1]For the three months ended June 30, 2022 and March 31, 2022 includes income from a lease termination fee of $5.7 million and $4.5 million, respectively, which is recorded in Revenue from tenants in the consolidated statements of operations.
[2]For the three months ended December 31, 2022, September 30, 2022, June 30, 2022 and March 31, 2022, includes equity-based compensation expense related to the Company's restricted common shares of $0.3 million, $0.7 million, $0.4 million and $0.3 million, respectively.


10

The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
Non-GAAP Measures
Amounts in thousands, except per share data
 Three Months Ended
December 31,
2022
September 30,
2022
June 30,
2022
March 31,
2022
(Unaudited)(Unaudited)(Unaudited)(Unaudited)
Funds from operations (FFO):
Net (loss) income attributable to common stockholders (in accordance with GAAP)$(33,063)$(56,466)$(56,259)$39,934 
Impairment of real estate investments2,323 30,046 58,954 5,942 
Depreciation and amortization54,099 57,494 46,573 37,688 
Gain on sale/exchange of real estate investments 7,247 (1,608)(13,438)(53,569)
Proportionate share of adjustments for non-controlling interest to arrive at FFO(82)(115)(113)13 
FFO attributable to common stockholders [1]
30,524 29,351 35,717 30,008 
Acquisition, transaction and other costs [2]
526 210 206 279 
Legal fees and expenses — COVID-19 lease disputes [3]
55 58 (8)
Amortization of market lease and other intangibles, net(1,042)(574)(1,582)(1,098)
Straight-line rent(2,794)(2,586)(1,509)(1,114)
Straight-line rent (rent deferral agreements) [4]
(14)(27)(446)(442)
Amortization of mortgage premiums and discounts on borrowings, net477 454 174 (13)
Loss on non-designated derivatives [5]
— — — (2,250)
Equity-based compensation [6]
3,555 3,857 3,523 3,498 
Amortization of deferred financing costs, net 3,498 3,474 3,236 2,893 
Gain on settlement of Prairie Towne liens [7]
— — (887)— 
Expenses attributable to 2023 proxy contest and related litigation [8]
788 — — — 
Proportionate share of adjustments for non-controlling interest to arrive at AFFO(13)(6)(5)(2)
AFFO attributable to common stockholders [1]
$35,560 $34,160 $38,485 $31,751 
Weighted-average common shares outstanding - Diluted (in thousands) 133,716 133,116 132,630 130,048 
Net loss per share attributable to common stockholders — Basic and Diluted $(0.25)$(0.43)$(0.43)$0.31 
FFO per common share$0.23 $0.22 $0.27 $0.23 
AFFO per common share$0.27 $0.26 $0.29 $0.24 
Dividends declared on common stock$28,173 $28,331 $28,599 $26,677 
__________
[1]FFO and AFFO for the three months ended June 30, 2022, the three months ended March 31, 2022 and the year ended December 31, 2022 includes income from a lease termination fee of $5.7 million, $4.5 million and $11.4 million, respectively, which is recorded in Revenue from tenants in the consolidated statements of operations.
[2]Primarily includes prepayment costs incurred in connection with early debt extinguishment as well as litigation costs related to the Merger.
[3]Reflects legal costs incurred 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 and third quarters 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, the Company views these costs as COVID-19-related and separable from its 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 the Company typically incurs for tenant-related dispute issues. The Company may continue to incur these COVID-19 related legal costs in the future.
[4]Represents amounts related to 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 the Company's consolidated balance sheet but are considered to be earned revenue attributed to the current period for which rent was deferred for purposes of AFFO as they are expected to be collected. Accordingly, when the deferred amounts are collected, the amounts reduce AFFO. For rent abatements (including those qualified for FASB relief), where contractual rent has been reduced, the reduction is reflected over the remaining lease term for accounting purposes but represents a permanent reduction and the Company has, accordingly reduced its AFFO.
[5]In the first quarter of 2022, the Company recognized a gain of $2.3 million for the change in value of an embedded derivative (a 7.5% collar on the price of stock/units to be issued in connection with the CIM Portfolio Acquisition). The Company does not consider non-cash gains or losses for embedded derivative fair value adjustments to be capital in nature, nor does it consider them to be part of recurring operations. Accordingly, such gains are excluded for AFFO purposes.
[6]Includes expense related to the amortization of the Company's restricted common shares and LTIP Units related to its multi-year outperformance agreements for all periods presented.
11

The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
[7]Included in other income for the three months ended June 30, 2022 was a gain of $0.9 million on prior liens incurred on our Prairie Towne property as a result of a settlement with the lien holder during the three months ended June 30, 2022. The Company does not consider this gain to be part of our normal operating performance and has, accordingly, reduced our AFFO for this amount.
[8]Amount relates to costs incurred for the 2023 proxy that were specifically related to the Company’s 2023 proxy contest and related litigation. The Company does not consider these expenses to be part of its normal operating performance and has, accordingly, increased its AFFO for this amount.
12

The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
Debt Overview
As of December 31, 2022
Amounts in thousands, except ratios and percentages
Year of MaturityNumber of Encumbered Properties
Weighted-Average Debt Maturity (Years) [3]
Weighted-Average Interest Rate [3][4]
Total Outstanding Balance [5]
Percent
Non-Recourse Debt
202320 0.5 3.9 %$289,784 
2024 1.2 4.3 %65,672 
2025 364 2.6 3.8 %707,238 
2026102 3.4 3.8 %116,917 
202722 4.7 4.7 %21,553 
Thereafter 310 6.4 3.8 %640,541 
Total Non-Recourse Debt  823 3.6 3.8 %1,841,705 66 %
Recourse Debt [1]
   Credit Facility [2]
4.3 6.5 %458,000 
   Senior Notes5.8 4.5 %500,000 
Total Recourse Debt5.0 5.5 %958,000 34 %
Total Debt4.1 4.4 %$2,799,705 100 %
__________
[1]Recourse debt is debt that is guaranteed by the Company.
[2]The maturity date of the Company's credit facility is April 2026. The Company has the right to extend the maturity date to April 2027.
[3]Weighted based on the outstanding principal balance of the debt.
[4]As of December 31, 2022, the Company’s total combined debt was 83.6% fixed rate and 16.4% variable rate.
[5]Excludes the effect of deferred financing costs, net and mortgage premiums and discounts.


13

The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
Future Minimum Base Lease Rents Due to the Company
As of December 31, 2022
Amounts in thousands
Future Minimum
Base Rent Payments
[1]
2023$362,285 
2024343,730 
2025313,594 
2026283,443 
2027239,301 
Thereafter1,325,649 
Total$2,868,002 
__________
[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.

14

The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
Top Ten Tenants (by annualized straight-line rent)
As of December 31, 2022
Amounts in thousands, except percentages
Tenant / Lease GuarantorProperty TypeTenant Industry
Annualized SL Rent [1]
SL Rent Percent
Remaining Lease Term [2]
Investment Grade [3]
FreseniusRetailHealthcare$14,582 %6.1 Yes
Mountain ExpressRetailGas/Convenience13,237 %15.7 No
Home DepotRetailHome Improvement12,933 %6.3 Yes
AmeriColdDistributionRefrigerated Warehousing12,720 %4.7 Yes
Truist BankRetailRetail Banking12,190 %6.5 Yes
Tenants 6 - 10VariousVarious45,792 12 %5.3 3 of 5 - Yes
Subtotal    111,454 29 %6.7 
     
Remaining portfolio    272,132 71 %
     
Total Portfolio$383,586 100 %
__________
[1]Calculated using the most recent available lease terms as of December 31, 2022.
[2]Based on annualized straight-line rent as of December 31, 2022.
[3]The top ten tenants are 62.9% actual investment grade rated and 8.6% implied investment grade rated (see page 6 for definition of Investment Grade).

15

The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
Diversification by Property Type
As of December 31, 2022
Amounts in thousands, except percentages
Total Portfolio
Property Type
Annualized SL Rent [1]
SL Rent PercentSquare FeetSq. ft. Percent
Retail (including Power and Lifestyle Centers)
$349,722 91 %23,306 84 %
Industrial and Distribution 29,768 %4,250 15 %
Office 4,096 %311 %
Total $383,586 100 %27,867 100 %
Retail Properties
Tenant Type
Annualized SL Rent [1]
SL Rent Percent
Square Feet [2]
Sq. ft. Percent
Single-Tenant:
Service-oriented [3]
$122,975 35 %4,129 19 %
Traditional retail [4]
 27,657 %2,743 13 %
Multi-Tenant:
Experiential/e-commerce defensive [5]
83,382 24 %5,162 24 %
Other traditional retail 115,708 33 %9,521 44 %
Total $349,722 100 %21,555 100 %
__________
[1]Calculated using the most recent available lease terms as of December 31, 2022.
[2]Represents total rentable square feet of retail properties occupied as of December 31, 2022.
[3]Includes single-tenant retail properties leased to tenants in the retail banking, restaurant, grocery, pharmacy, gas/convenience, fitness, 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.




16

The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
Diversification by Geography
As of December 31, 2022
Amounts in thousands, except percentages
Total Portfolio
Region
Annualized SL Rent [1]
SL Rent PercentSquare FeetSq. ft. Percent
Alabama $21,331 5.6 %1,926 6.9 %
Alaska409 0.1 %— %
Arizona352 0.1 %22 0.1 %
Arkansas5,375 1.4 %396 1.4 %
California14,131 3.7 %518 1.9 %
Colorado786 0.2 %52 0.2 %
Connecticut1,801 0.5 %98 0.4 %
Delaware176 — %— %
District of Columbia236 0.1 %— %
Florida24,151 6.3 %1,524 5.5 %
Georgia38,392 9.9 %2,597 9.4 %
Idaho339 0.1 %14 0.1 %
Illinois18,468 4.8 %1,597 5.7 %
Indiana10,437 2.7 %898 3.2 %
Iowa2,698 0.7 %166 0.6 %
Kansas5,625 1.5 %397 1.4 %
Kentucky16,030 4.2 %1,106 4.0 %
Louisiana11,130 2.9 %756 2.7 %
Maine349 0.1 %27 0.1 %
Maryland4,858 1.3 %305 1.1 %
Massachusetts11,736 3.1 %966 3.5 %
Michigan11,287 2.9 %637 2.3 %
Minnesota3,441 0.9 %379 1.4 %
Mississippi7,102 1.9 %351 1.3 %
Missouri6,971 1.8 %566 2.0 %
Montana1,184 0.3 %42 0.2 %
Nebraska495 0.1 %12 — %
Nevada7,154 1.9 %408 1.5 %
New Hampshire127 — %— %
New Jersey 1,512 0.4 %81 0.3 %
New Mexico5,025 1.3 %369 1.3 %
New York4,038 1.1 %313 1.1 %
North Carolina27,666 7.2 %2,354 8.4 %
North Dakota1,222 0.3 %170 0.6 %
Ohio26,118 6.8 %1,821 6.5 %
Oklahoma13,036 3.4 %1,070 3.8 %
Pennsylvania13,111 3.4 %893 3.2 %
Rhode Island3,234 0.8 %177 0.6 %
South Carolina19,508 5.1 %1,827 6.6 %
South Dakota358 0.1 %47 0.2 %
Tennessee4,197 1.1 %226 0.8 %
Texas19,911 5.2 %1,353 4.9 %
Utah1,087 0.3 %41 0.1 %
Vermont102 — %22 0.1 %
Virginia 3,697 1.0 %330 1.2 %
West Virginia3,104 0.8 %259 0.9 %
Wisconsin8,771 2.3 %664 2.4 %
Wyoming1,318 0.3 %66 0.2 %
Total $383,586 100 %27,867 100 %
__________
[1]Calculated using the most recent available lease terms as of December 31, 2022.  
17

The Necessity Retail REIT, Inc.
Supplemental Information
Quarter Ended December 31, 2022 (Unaudited)
Lease Expirations
As of December 31, 2022
Amounts in thousands, except ratios and percentages
Year of ExpirationNumber of Leases Expiring
Annualized SL Rent [1]
Annualized SL Rent PercentLeased Square FeetPercent of Leased Square Feet Expiring
(In thousands)(In thousands)
2023179$18,900 4.9 %1,476 5.7 %
202422431,341 8.2 %2,358 9.0 %
202522835,058 9.1 %2,590 9.9 %
202621140,670 10.5 %3,002 11.5 %
202724050,973 13.2 %4,895 18.8 %
202819036,302 9.5 %2,704 10.4 %
202916526,052 6.8 %1,605 6.1 %
20307416,913 4.4 %1,086 4.2 %
20318219,223 5.0 %1,229 4.7 %
20327112,624 3.3 %950 3.6 %
20336010,716 2.8 %578 2.2 %
2034187,388 1.9 %281 1.1 %
2035165,586 1.5 %246 0.9 %
2036323,300 0.9 %196 0.8 %
20378213,303 3.5 %337 1.3 %
20386810,561 2.8 %349 1.3 %
203910115,623 4.1 %364 1.4 %
Thereafter (>2039)11129,053 7.6 %1,859 7.1 %
Total2,152$383,586 100.0 %26,105 100.0 %
__________
[1]Calculated using the most recent available lease terms as of December 31, 2022.


18