Income Taxes:

For income tax purposes, NNN has taxable REIT subsidiaries in which certain real estate activities are conducted.

NNN treats some depreciation expense and certain other items differently for tax than for financial reporting purposes. The principal differences between NNN’s effective tax rates for the years ended December 31, 2015, 2014 and 2013, and the statutory rates relate to state taxes and nondeductible expenses.

In 2010, NNN acquired the 21.1% non-controlling interest in its majority owned and controlled subsidiary, OAMI, pursuant to which OAMI became a wholly owned subsidiary of NNN. As of December 31, 2014, OAMI had no remaining tax liabilities relating to the built-in gain of its assets.

At the close of business on December 31, 2015, NNN elected to revoke its election to classify the TRS as taxable REIT subsidiaries. This TRS Revocation Election resulted in an additional tax expense of approximately $9,607,000 for 2015.

The significant components of the net deferred income tax asset consist of the following at December 31 (dollars in thousands):



	2015			2014
Deferred tax assets:
Cost basis	$	—		$	1,233
Deferred income	—			113
Reserves	—			2,756
Credits	—			434
Excess interest expense carryforward	—			1,689
Capital loss carryforward	880			914
Net operating loss carryforward	4,983			5,196
	5,863			12,335
Valuation allowance	(5,666		)	(619		)
Total deferred tax assets	197			11,716

Deferred tax liabilities:
Built-in gain	(197		)	—
Depreciation	—			(204		)
Other	—			(1,024		)
Total deferred tax liabilities	(197		)	(1,228		)

Net deferred tax asset	$	—		$	10,488

In assessing the ability to realize a deferred tax asset, management considers whether it is more likely than not that some portion or the entire deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. The net operating loss carryforwards were generated by NNN’s taxable REIT subsidiaries. The net operating loss carryforwards begin to expire in 2028. Due to the revocation of the TRS election management believes it is unlikely that NNN will realize all of the benefits of these deductible differences that existed as of December 31, 2015 and 2014.

The increase in the valuation allowance for the years ended December 31, 2015 and 2014 was $5,047,000 and $619,000, respectively. There was no valuation allowance as of December 31, 2013.

The income tax benefit (expense) consists of the following components for the years ended December 31, (as adjusted) (dollars in thousands):



	2015			2014			2013
Net earnings before income taxes	$	208,511		$	190,844		$	161,230
Provision for income tax benefit (expense):
Current:
Federal	(58		)	(190		)	(195		)
State and local	(129		)	5			(90		)
Deferred:
Federal	(8,935		)	(166		)	(790		)
State and local	(1,553		)	108			(10		)
Total expense for income taxes	(10,675		)	(243		)	(1,085		)
Net earnings attributable to NNN’s stockholders	$	197,836		$	190,601		$	160,145

The total income tax benefit (expense) differs from the amount computed by applying the statutory federal tax rate to net earnings before taxes as follows for the years ended December 31 (dollars in thousands):



	2015			2014			2013
Federal expense at statutory tax rate	$	(70,894	)	$	(64,887	)	$	(54,818	)
Nontaxable income of NNN	69,651			63,353			53,178
State taxes, net of federal benefit	(141		)	(196		)	(200		)
Amortization of built-in gain tax	—			372			761
Expiration of built-in gain tax	316			1,792			—
Other	—			(58		)	(6		)
Built-in gain tax liability ⁽¹⁾	(197		)	—			—
TRS Revocation Election ⁽¹⁾	(4,363		)	—			—
Valuation allowance increase ⁽¹⁾	(5,047		)	(619		)	—
Total tax expense	$	(10,675	)	$	(243	)	$	(1,085	)

⁽¹⁾ The change for the year ended December 31, 2015, is due to TRS Revocation Election.

In June 2006, the FASB issued additional guidance, which clarifies the accounting for uncertainty in income taxes recognized in a company’s financial statements included in Income Taxes. The interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The interpretation also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition.

NNN, in accordance with FASB guidance included in Income Taxes, has analyzed its various federal and state filing positions. NNN believes that its income tax filing positions and deductions are well documented and supported. Additionally, NNN believes that its accruals for tax liabilities are adequate. Therefore, no reserves for uncertain income tax positions have been recorded pursuant to the FASB guidance. In addition, NNN did not record a cumulative effect adjustment related to the adoption of the FASB guidance.

NNN has had no increases or decreases in unrecognized tax benefits for current or prior years since the date of adoption. Further, no interest or penalties have been included since no reserves were recorded and no significant increases or decreases are expected to occur within the next 12 months. When applicable, such interest and penalties will be recorded in non-operating expenses. The periods that remain open under federal statute are 2012 through 2015. NNN also files in many states with varying open years under statute.