speaker
Operator

Good morning, all, and thank you for joining us for the FCPT SEL course, the 2024 Financial Results Conference Call. My name is Carly, and I'll be coordinating your call today. If you'd like to register a question during the call, you can do so by pressing star followed by one on your telephone keypad. And to remove yourself from the line of questioning, it will be star followed by two. And I'd like to hand over to your host, Patrick Wynig, to begin. The floor is yours.

speaker
Patrick Wynig

Thank you, Carly. During the course of this call, we will make forward-looking statements, which are based on our beliefs and assumptions. Actual results will be affected by known and unknown factors that are beyond our control or ability to predict. Our assumptions are not a guarantee of future performance, and some will prove to be incorrect. For a more detailed description of some potential risks, please refer to our FCC filings, which can be found at fcpt.com. All the information presented on this call is current as of today, October 31st, 2024. In addition, reconciliation to non-GAAP financial measures presented on this call, such as FFO and AFFO, can be found in the company's supplemental report. With that, I will turn the call over to Bill.

speaker
Bill

Good morning. Thank you for joining us to discuss our third quarter results. I will make introductory remarks. Josh will comment further on the investment market, and Patrick will discuss our financial results and capital position. I'd like to start today's call on a theme which we've spent a lot of time internally over the past year, investment discipline. When the net lease industry saw its cost of capital rise in 2023, we paused external growth. We focused on accretion and declined to go out on the risk spectrum to make the math pencil at the cost of diluting our portfolio quality. We were patient. We didn't cut team resources and we were confident when the market shifted back, we'd be ready to return to growth. This past quarter saw our cost of capital on both the debt and equity side drop, and so we turned the acquisition machine back on with as much vigor as we turned it off. We raised over $224 million in equity, and today we have $100 million in equity forward, full capacity on the revolver, and the lowest leverage we've had in nearly five years. We're excited about the outlook for Q4 and next year. Now shifting to our in-place portfolio, we continue to perform very well with high rent collections and occupancy. Our rent coverage in the third quarter was five times for the majority of our portfolio that reports this figure. This remains the strongest coverage in the industry. As a reminder, FCPT's casual dining operators are national brands and sector leaders, and they generally outperform the industry. For example, Brinker recently reported truly same-store sales growth at plus 14% for the quarter ended in September. Similarly, Olive Garden and Longhorn reported the same sales growth of plus 1.6 and plus 4.7 for the full year ended May 2024. And the most recent quarter ended August 2024. Those figures moderated slightly to a plus 3.7 increase for Longhorn and a 2.9% decline for Olive Garden. As we look forward towards the rest of the year, We know that Q4 is typically our busiest quarter for acquisitions, and we believe that trend will continue in 2024. It will be a busy quarter. The team is seeing real success in sourcing high-quality deals consistent with our quality thresholds. We do not give guidance on the pipeline or our acquisition volume, but we do expect the coming months to be very active. So please watch out for press releases as we will follow our typical cadence of announcing each deal the day they close. As for portfolio management, we want to remind investors that our portfolio has near zero exposure to problem subsectors, such as theaters, pharmacies, big box retail, gyms, dollar stores, car wash, or general merchandise. So while potential softening of consumer spending may ripple through our retail operators, we believe our portfolio is very well positioned. We'd like to provide a final update on Red Lobster. The company exited bankruptcy in early September. All 18 of our stores were affirmed and remain open without any rent cut or disruption of payment. In fact, most of our stores had rent increases over the past few months and others continue to pay percentage rent. On a final note, while we continue to recognize that Darden is a strong foundation to our portfolio, we have reached a new milestone in our diversification efforts. We now have 156 brands in the portfolio, with Darter now making up slightly less than half of our portfolio. With that, I'll turn it over to Josh to further discuss the investment environment.

speaker
Josh

Thank you, Bill. During the quarter, we acquired 21 properties for $71 million at a 7.2% cap rate, in line with last quarter. The acquisitions this quarter were 100% restaurant, with the majority coming from the Bloomin' transaction and the remainder from one-off acquisitions. a Buffalo Wild Wings, and a Taco Bell. For the year, our acquisitions have been pretty evenly split between restaurant, auto service, and medical retail. As we stated before, restaurant, auto service, and medical retail are all sectors that are attractive to us, but the actual opportunities we see may vary from quarter to quarter. We still expect that new acquisitions will be roughly evenly split between these categories over the long term. As mentioned, the largest single transaction this quarter was a $66 million portfolio of 20 Bloomin' Brands restaurants comprised of 10 Outback Steakhouses and 10 Carrabba's Italian Grills. Bloomin' Brands is a strong public operator with over 1,400 restaurants and $4.5 billion in sales. They are now our third largest tenant at 3.3% behind only Darden and Brinker. The acquired properties scored very high in our scorecard, are under two long-term master leases, and lease to corporate Bloomin' Brands entities. The rent coverage is similar to our original SPIN portfolio and fits in well with our approach to seeking high-quality net lease. As Bill mentioned, we have turned our acquisition machine back on and have been very active pursuing new opportunities, remaining disciplined on our pricing and quality thresholds for new acquisitions. One point I'd emphasize is that we did not spend the first half of the year when deal volume was muted, being idle. Our team has built an extensive network of internal systems to track opportunities, leverage data in analytics for adaptive underwriting, and process transactions in an efficient and organized manner. These systems have, in turn, augmented our sourcing capabilities. Coupled with our established reputation as an attentive, incredible buyer, We have signed up several deals in just the past month as we continue to take full advantage of our improved cost capital. Our outlook on future additional opportunities also remain positive. Per the Boulder Group's net lease market report, the supply of single-tenant retail properties and actively on the market increased to 3,975 overall in Q3, an 8.1% increase over the prior quarter. As transaction volume is still rebounding across the industry, we expect our opportunity set to continue to grow in the near term. We're getting traction on very attractive deals that were outside of our price range for the past several years, but now, in this landscape, can be purchased accretively. Overall, our portfolio now stands at 1,176 releases, with restaurants at 79%. Automotive is our largest non-restaurant sector at 10%, followed by medical retail at 8%. We will continue our steady approach to diversifying over time. On the disposition front, we did not sell any properties in Q3 of this year. However, we are still frequently receiving reverse inquiries on our properties and continue to consider strategic dispositions, both as an attractive alternative to issuing new capital and as a part of our active portfolio management strategy. Patrick, I'll turn it back over to you.

speaker
Patrick Wynig

Thanks, Josh. I'm going to start by going through some of our financial highlights for the quarter. We reported Q3 ASFO per share $0.43, which is up 2.4% from last year. Q3 cash rental income was $58.7 million, representing growth of 4.8% for the quarter compared to last year. This figure benefited from both in-place rental growth and $145 million of acquisitions in the last 12 months. On a run rate basis, current annual cash-based rent for leases in place as a quarter end is $229 million, and our weighted average five-year annual cash rent escalator remains at 1.4%. Cash G&A expense excluding stock-based compensation was $4 million, representing 6.9% of cash rental income for the quarter in comparison to 7.2% for the same period last year. We continue to expect cash G&A will be approximately $17 million for 2024. As a reminder, we take a conservative approach and do not capitalize any of the compensation costs related to our investment team. Portfolio occupancy today is 99.6%, and we have just 0.1% and 1.6% of annual base rent maturing in 2024 and 2025 respectively. We've already made great progress on 2025 lease extensions. We collected 99.8% of base rent for the third quarter, and there were no material changes to our collectability or credit reserves, nor were there any balance sheet impairments. Our high occupancy in collections is directly tied to the efforts of our asset management and accounting teams, in particular, Our company has dedicated resources so that we can remain in tight communications with our tenants and be proactive on future lease maturities. I'd like to spend a few minutes on cost of capital and state of balance sheet. We've been pleased to see the sector equity multiples improve significantly, including ours. We've also seen some relief in the all-in rates from new data streams. So today, our cost of capital is looking much more attractive than last quarter, which supports our new efforts to build out our acquisitions pipeline. was very busy in that area and had great success in raising equity via our at-the-market program this quarter. Since July, we raised over $224 million of equity at a weighted average gross price of $27.38. Today, we have $100 million of equity forwards outstanding at a price of $28.23. This capital, which equates to roughly 8% of our market cap, was raised in just a few months and demonstrates how the ATM is not only efficient from a fee perspective, but also increasingly viable for raising significant proceeds Regarding our outstanding debt, we have a weighted average maturity of four years. We have $150 million term loan and our under on $250 million revolver, both coming due in November 2025. We won't comment on specific timing or strategy. We are committed to maintaining a conservative balance sheet and laddering our debt maturity profile. The lending market has seen sentiment improve a great deal versus last year. We are already in communication with our lenders on those Q4 2025 maturities. We expect to address those in time and well in advance of expiration. With respect to overall leverage, our net debt to EB, adjusted EBITDA rate in Q3 ticked down to 4.9 times, inclusive of outstanding net equity forwards as of September 30th. This is the lowest our leverage has been since 2019 and compares to 5.7 times at the end of Q2. Our fixed charge coverage ratio is a healthy 4.4 times. We have $393 million of liquidity comprised of $44 million of cash as of 9-30, our fully undrawn revolver, as well as unsettled equity forwards as of October 30th. With that, we'll turn it back over to Carly for investor Q&A.

speaker
Operator

Thank you very much. We'd now like to open the lines for Q&A. If you would like to raise a question, please press star followed by one on your telephone keypad. And if you'd like to remove yourself from that line of questioning, it will be star followed by two. Our first question comes from Anthony Pallone of J.P. Morgan. Anthony, your line is now open.

speaker
Anthony

Great. Thanks. Good morning. I guess first question is you talked about just your cost of capital being key to just getting back into the acquisition business and more vigor. But what about just in terms of are you seeing more things come to market as well? Or is this just purely you all engaging more because of your capital costs?

speaker
Bill

I think it's both. We had a number of transactions that we've worked on for quite some time. where we just couldn't bridge that last 10, 15 basis points of acquisition cap rate that we were able to move into the pipeline in the last couple months. So we're also seeing more liquidity in the market generally.

speaker
Anthony

Is the pipeline and what sounds like it's going to keep you busy the next few months just typical one-off transactions or are there some larger portfolios in the mix or how do we think about that?

speaker
Bill

It's a mix. I don't think it's much different than what you've seen over the last number of years. Individual properties, small portfolios, the gamut.

speaker
Anthony

Okay. And then just last one, just can you talk about, as you think about the restaurant space just broadly,

speaker
Bill

where you're seeing growth or where you're seeing contraction or or you know credit risk either in concepts or size of tenants or whatnot well i think our strategy of focusing on large um you know public companies very credit worthy entities has really paid off we're seeing some creditors in the sort of bottom end of the range and then i would say high level, the brands that have been able to provide value to the consumer because their four wall economics are very strong, have really been successful. Chili's is a great example of that. Darden is a great example of that. Our tenants are large. They have proven four wall economics and they haven't had to raise prices as much as overall inflation. So they provide a great value to the consumer.

speaker
Anthony

Okay, thank you.

speaker
Bill

Thank you, Anthony.

speaker
Operator

Thank you very much. Our next question comes from John Konowski of Wells Fargo. John, your line is now open.

speaker
John Konowski

Thank you. Maybe just, Bill, on an comment you made last quarter that you had made mention that there was a premium the market was putting on certainty of close given the capital market's uncertainty. Um, and kind of people trying to push deal to get done before the election. Um, how much do you see the election continuing to be sort of a catalyst for cap rate, you know, uh, volatility, and then maybe does that kind of persist into us waiting to see how the candidates, um, policies actually in fact, or excuse me, impact, uh, inflation, therefore rates.

speaker
Bill

There's a lot in that question. I would say we saw a concerted period where we were signing up new deals where they wanted to get under purchase and sale agreement prior to the current period. And we took advantage of that. What happens for the remainder of the year frankly remains to be seen. I think that that's too difficult to call. Obviously the election is a very close race. We watch with interest, but honestly I'd say we have very little competitive advantage in assessing the probability of different outcomes and then obviously very little competitive advantage in assessing the second order effects.

speaker
John Konowski

Okay, and then maybe just jumping to kind of the consumer. I think last quarter a lot of the focus is on the lower end consumer and then some data on QSRs coming in mixed. That doesn't seem to be very much in the conversation today. I mean, what has changed on the ground level in terms of consumer behavior that you've noticed?

speaker
Bill

You know, I would say that the brands that we have as tenants or performing well, I think at the very high end of luxury, which we have very little exposure to, you know, the inflation in pricing of consumer goods is finding a consumer that's inelastic, which shouldn't be a surprise as luxury good pricing in many cases has gone up 50% in the last five years. But in the more normal way segment of the economy that we play in Olive Garden, Chili's, medical retail, car washers, tire stores, that's much more necessity-based. It's part of every American's everyday life. We're seeing pretty decent stability. I will say that the election seems to be distracting consumers over the last couple weeks, but I think that that's a temporary effect.

speaker
Operator

Thank you. Thank you very much. Our next question comes from Mitch Germain of Citizens JMP. Mitch, your line is not open.

speaker
Mitch

Thank you. fairly active in the capital raising front through August, obviously funding the Blooming Brands deal. I'm just curious, you know, obviously the capital raising continued since then. What happened to the pipeline over the course of that time? Did you see like a real sharp acceleration in deal volumes coming to you?

speaker
Bill

So Mitch, I think the answer is in your question, right? We match fund and we were opportunity to raise equity. And at the same time, we found a lot of really interesting acquisitions that were high scoring that were priced creatively. So we didn't sit on our hands.

speaker
Mitch

Gotcha. You mentioned investing with the large public companies. Does that kind of take some of the franchise deals out of your pipeline at this point?

speaker
Bill

We don't overemphasize public versus franchisee. We focus on whether the tenant has strong credit. So there's some small public companies that we've avoided. There's some very large franchisees that we would welcome in the portfolio. So we really look to what's the underlying credit of the tenant. And we've found in the last few months that not only have we been able to get pricing that works well for us, but we've been able to buy some very high scoring assets.

speaker
Mitch

Got you. And then more liquidity in the acquisition markets. Does that equate to more competition as well?

speaker
Bill

You know, it's always competitive mentioned unfortunately but i would say that um you know as josh you know very accurately stated we stayed really busy in working on deals cultivating these relationships being active and when our cost of capital changed we we changed with it and a number of the transactions that you'll see close over the next few months where things that we started working on very early in the year, we just couldn't get to agree to pricing. And in the, you know, September, October timeframe, we were able to. Thank you. Good call. Great. Thanks, Mitch.

speaker
Operator

Thank you very much. As a reminder, if you would like to raise a question, please press star, flip by one on your telephone keypad, And to remove yourself from the line of questioning, it is star followed by two. Our next question comes from Wes Coladay of Baird. Wes, your line is now open.

speaker
Wes Coladay

Hey, good morning, everyone. Just looking at a potential debt raise with the long end running a bit. Would you prefer a term loan at the moment over an unsecured note for private placement?

speaker
Bill

I think we are assessing term loans private notes, public bonds, and over-equitizing the balance sheet on a daily basis.

speaker
Wes Coladay

And maybe a quick follow-up on that. You know, the capital markets have been volatile and you've got a good cost of equity now. And so, I guess, does the historical volatility I guess, change your view on maybe just taking advantage of this window right now and just kind of building up, you know, for a little bit longer runway?

speaker
Bill

I think you've seen that's sort of what we've done as leverage has gone below five. And, you know, we were really active in raising equity when our price of our stock was attracted to do so. So, you know, I think we've been definitive in how we've acted and market dependent.

speaker
Wes Coladay

And then looking at that Bloomin' Brands acquisition, I know you said they had really strong coverage. How was the quality of the assets? Is it like their upper quartile or just good performers?

speaker
Bill

They would be in the very tippy top of scores of all the acquisitions we've done to date.

speaker
Wes Coladay

Fantastic, Kenneth. One last one. Looking at your top 20 tenants, there was a little bit of shuffling where Wellnow is now going from 10 to 19. Did anything change there?

speaker
Bill

No. The way we define tenant is sort of consumer facing. What would the consumer view as that tenant? And some of their, eight of their properties in Ohio and Indiana and one in Illinois. were rebranded from WellNow to another medical retail tenant. We still have WellNow as the guarantor on those leases. So in many ways, that's almost how you define what a tenant is as anything else, but nothing's changed.

speaker
Wes Coladay

Fantastic. Thanks for the time.

speaker
Bill

Yeah, of course. Thank you.

speaker
Operator

Thank you. As a final reminder, if you would like to raise a question, please press star followed by 1 on your telephone keypad. And to remove yourself from that line of questioning, it will be star followed by 2. Our next question comes from Jim Cameron of Evercore. Jim, your line is now open.

speaker
Jim Cameron

Good morning. Thank you. You know, Bill, you sound obviously more optimistic about acquisitions and you've got the cost of capital to do it. I'm just curious, in your negotiations, How much do sort of annual escalators come into the negotiation and your ambitions? You said the cap rates, you know, 15 base point improvement, just enough to get over the line. But curious how much you think about escalators and the overall kind of IRR when you're looking at the transactions. Thank you.

speaker
Bill

You know, Jim, I'm an optimistic guy. So I would say that... the escalators both the the uh way it's structured which is as a reminder almost always one and a half percent per year very occasionally uh ten percent every five years you know very very few examples other than those two and also very often you know three to five five-year extensions at the end of the lease those terms of net lease have remained very, very consistent. I would say a combination of those two terms exists in well more than 90% of what we look at, maybe 95 plus percent of what we look at, with oddly the only exception being Walgreens, which we don't buy, which had You know, more tenant favorable terms of flat rent and, you know, sometimes 51 year extensions, but we've avoided that in its entirety. So it's, it's interesting. It's a great question. It's something that we, we were wondering whether would come into the negotiation and it really hasn't to, to be, to be honest.

speaker
Jim Cameron

Okay, that's very helpful. I just didn't know, you know, again, the incremental leverage if there was any to, you know, particularly with some of the privately sponsored or private tenants, but I understand. Thank you.

speaker
Bill

Yeah, just one final point. Where we see more landlord favorable terms, very often it's matched with credit that we don't want to touch. Right, right.

speaker
Operator

Thank you very much. I'm done. Thank you. Thank you very much. Our next question comes from Sean Horstead of NetLease Observer. Sean, your line is now open.

speaker
Mark McIntyre

Hey, thanks for taking my call. Bill, you guys have always been very long-term thinking when it comes to investing, both on the capital side and raising money, but also where you deploy it. Justin Cappos, Curious, as you think about the garden net lease master leases over time and sort of the 2026 I think it is there 27 as those start to roll. Justin Cappos, Are those all or nothing renewals or anything you can talk about what's relate to. Justin Cappos, Those leases and how you think about the performance, obviously, the company is doing well, but just how that plays out over the next you know five to 10 years now those leases are starting to enter you know potentially extension periods thanks.

speaker
Bill

TAB, Mark McIntyre, Those are individual leases the least form, you can find it public it's in our original spin documents, but those are individual leases they cover six times at this point. TAB, Mark McIntyre, Olive gardens longhorns you know, are almost all profitable. TAB, Mark McIntyre, robust sales they do 50% higher. AUVs than the average casual dining restaurant. So individual leases subject to multiple five-year extensions, I would anticipate a very, very high renewal rate. But it's not all or nothing, and they're not master leases. They're individual leases.

speaker
Mark McIntyre

Great. Thank you.

speaker
Operator

Thank you very much. We currently have no further questions, so I'd like to hand back to Bill, then a hand for any closing remarks.

speaker
Bill

Great. Thank you, everybody. And we look forward to talking to investors over the next few weeks at NAREIT. And we anticipate, again, a very, very busy end of this year. Thanks, everyone.

speaker
Operator

As we conclude today's call, we'd like to thank everyone for joining us. You may now disconnect your lines.

Disclaimer

This conference call transcript was computer generated and almost certianly contains errors. This transcript is provided for information purposes only.EarningsCall, LLC makes no representation about the accuracy of the aforementioned transcript, and you are cautioned not to place undue reliance on the information provided by the transcript.

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