NNN REIT, Inc.

Greetings. Welcome to the NNNRE third quarter 2024 earnings call. At this time, all participants are in a listen-only mode. A question and answer session will follow the formal presentation. If anyone should require operator assistance during the conference, please press star zero on your telephone keypad. Please note this conference is being recorded. I will now turn the conference over to your host, Steve Horn, Chief Executive Officer. You may begin.

Hey, thanks, Holly. Good morning, everyone. Welcome to NNN's third quarter 2024 earnings call. I'm joined today by our Chief Financial Officer, Kevin Havik. This year, NNN has delivered consistent performance, driven by active portfolio management and strategic acquisitions with our relationships, what we call our NNN mode that sets us apart and delivers our external growth. Given our year-to-date results, we are tightening our 2024 core FFO per share guidance to a range of 328 to 332. Additionally, we are now in position to exceed our original acquisition volume guidance, so we are raising the midpoint by 22% to 550 million. This increase showcases the strength of our pipeline and our execution ability. On the capital markets front, we raised approximately 175 million through the ATM program this quarter. actually our largest quarter since the fall of 2019. The discipline of being selective while deploying capital and opportunistic raising capital over the long duration has NNN in great shape through volatile economic periods. In times like today's macroeconomic conditions, NNN's discipline of maintaining a solid balance sheet, reasonable acquisition volume does put NNN in a place to execute the remaining deal flow of 2024 but more importantly, to execute 2025 with limited, if any, needs to access to capital markets. At the end of the quarter, we had nothing drawn on our $1.2 billion line of credit and nearly $175 million of cash after completing $350 million of volume through the first nine months. Add in NNN's industry-leading free cash flow as a percentage of acquisition volume to the already high liquidity position we are ready to capitalize on deals when the right opportunities present. Shifting the highlights to the third quarter financial results, our portfolio of 3,549 freestanding single tenant properties continue to perform well with 10 years of term. Maintain high occupancy levels of 99.3, which remains above our long-term average of 98% plus or minus a fraction, and only 24 vacant assets. A few tenants have been in the press recently, and it's the same ones we've been having to mention time and time again. Big Lots, Cons Home Plus, and Frisch's Big Boy. M&M is working diligently to resolve the challenges, but with regard to Frisch's and Cons, I feel good about the real estate because of the upfront underwriting and small fungible boxes with reasonable rents, specifically the restaurants with drive-thru windows. We have received a fair amount of inbound calls inquiring about the real estate. And at this time, it appears Big Lots will continue to operate all three we own. Kevin will provide more detail about the watch list later. Turning to acquisitions, during the quarter, we invested $113 million in eight new properties at an initial cash cap rate of 7.6. If we actually included the rent increases over the term of the lease, it would result in a 9.27 long-term projected yield. And with an average lease duration of 18.4, and that's the result of the sale-leaseback transactions. The first nine months, we have invested roughly $350 million in 44 properties at a cash cap rate of 7.8, which is about 60 basis points wider than the comparable period of 2023. And 16 of the 28 closings were under $5 million, which proves NNN's belief that smaller deals still move the needle for NNN shareholders. As we move through the year, cap rates seem, for the most part, to be stabilizing. I don't see any material move either way as we head into the fourth quarter, and as well as the deals we're pricing for the first quarter of 2025. I'm expecting deal volume to tick up for the fourth quarter, and it does feel like the market opportunities are better today than they were six months ago. During the quarter, we also sold nine properties, which included five vacant, raising 20 million in proceeds at a 4.4 cap rate, and we've been reinvesting at 7.6, so it's a good spread. Year to date, we've now raised approximately $105 million in proceeds from the sale of 29, which included eight vacants and an overall blended 7.0 cap rate. The mission is always to release the vacancy, but we'll continue to sell non-performing assets if we don't see a clear path to generate rental income in a reasonable timeframe. Our balance sheet is still one of the strongest in the sector. Our credit facility has plenty of capacity, as I mentioned earlier, with no balance outstanding. More importantly, our next debt maturity isn't until the fourth quarter of 2025, and we maintain an industry-best 12.3-year weighted debt maturity. NNN is well positioned to fund our remaining 2024 acquisition guidance and beyond. With that, let me turn the call over to Kevin for more color and detail on the quarterly numbers and updated guidance.

Thanks, Steve. As usual, I'll begin with the note that we will make certain statements that may be considered to be forward-looking statements under federal securities law. The company's actual future results may differ significantly from the matters discussed in these forward-looking statements, and we may not release revisions to these forward-looking statements to reflect changes after the statements were made. Factors and risks that could cause actual results to differ materially from expectations are disclosed from time to time in greater detail in the company's filings with the SEC and in this morning's press release. Okay, with that, headlines from this morning's press release report quarterly core FFO results of 84 cents per share for the third quarter of 2024. That is up three cents, or 3.7% over a year ago, results of 81 cents per share. The AFFO results were 84 cents per share for the third quarter, which is 2 cents or 2.4% higher than year-ago results. Third quarter results did include $3.9 million of lease termination fee income, which is relatively high for us, and that compares with $385,000 for the third quarter of 2023. And as you may recall, we reported a above average lease termination fee income in the first two quarters of this year as well. So, we were reporting $10.2 million of lease termination fee income for the first nine months of 2024, and that compares with $2.4 million for the first nine months of 2023. If you look back over the last five years, we've averaged annual lease termination fee income of about $3 million. So this year is running well above normal. But even without that incremental income, overall a good quarter and in line with our expectations. Occupancy was 99.3% at quarter end. That was flat with the prior quarter. G&A expense was $11.2 million for the quarter and represents 5.1% of revenues for the quarter and 5.5% of revenues for the first nine months. Again, which is in line with our expectations and guidance. As a percentage of NOI, net operating income, G&A was 5.3% and 5.7% for the quarter and nine months respectively. As I noted on our last call, I think this is a valuable metric as you think about a net lease company versus all the other REITs across the other property sectors. It puts us all on a level playing field and it highlights the efficiency of the net lease format, which accrues to the benefit of net lease shareholder returns. Our AFFO dividend payout ratio for the first nine months of 2024 was 67.4%. And that resulted in approximately $151 million of free cash flow for the nine months, and that's after the payment of all expenses and all dividends. And incorporating the increased third quarter dividend rate, we currently anticipate this free cash flow amount coming in at approximately $193 million for the full year of 2024. We ended the quarter with $851 million of annual base rent in place for all leases as of September 30, 2024, and so that would take into account all acquisitions and dispositions completed during the quarter. We did affirm our 2024 guidance, but did tighten the top and bottom of the range by one penny, leaving the midpoint unchanged. So the new core FFO guidance is now $3.28 to $3.32 per share, and a similar revision was made to AFFO guidance, which now stands at $3.31 to $3.35 per share. As Steve mentioned, yeah, a quick update on a couple of tenants that are having credit challenges, both of which we've talked about for a few quarters now. Badcock Furniture was previously owned by a company named FRG, and Badcock was sold with the FRG guarantee in place to Kahn's Home Plus, who filed for bankruptcy in July. We own 32 Badcock Furniture stores, representing 0.6% of our annual base rent, which translates to about $5.2 million in annual base rent. We are operating on the assumption that we'll get these properties back, but precisely when is unknown as it's still working its way through the bankruptcy process. We will pursue the FRG guarantee of these leases, but we do recognize FRG may have its own credit challenges. The second tenet of note is Frisch's, and Frisch's is a Midwest big boy hamburger concept that has been around for several decades. They only paid us half rent owed in the third quarter, half the rent owed in the third quarter. So we own 64 Frisch's properties at quarter end, representing 1.5% of annual base rent, and that translates to $12.6 million. While I don't want to get too detailed in the plans here due to various claims we're pursuing to protect our interests in this regard, we did want to provide some information on these situations. Both of these tenants are on cash basis accounting, so we are only recording what we actually collect. Over the years, our guidance has generally assumed 100 basis points of rent loss in any given period, but these two tenant issues could push us over that level, obviously, in the fourth quarter. We should get some incremental clarity on these two situations in the fourth quarter, which we think will allow us to better estimate the outcomes when we provide our 2025 guidance in February. These kinds of tenant credit events are historically a normal part of our business. The way we think about it is as long as our rents are not too far from market rent, we don't lose too much sleep. If we get properties back, there may be some timing gap in the income production, whether we decide to sell, release, or redevelop the properties. But in the long run, which is our perspective, our experience suggests that any lost rent will likely be a manageable headwind. Long-time followers of NNN know our position. Real estate leased at reasonable rents win the race, in our opinion, which allows us to deal with whatever tenant credit problems might come our way. Despite these challenges, like I said, we were able to affirm the earnings guidance that we increased in the second quarter. With that, I'll switch over to the balance sheet. So yeah, as Steve alluded to, after 18 months of very little equity issuance, when our stock was in the high 30s, low 40s, we did sell some equity in the third quarter. at an average price a touch over $47 per share, generating net proceeds of $178.9 million. Coincidentally, we ended the quarter with that amount of cash on our balance sheet and no amount outstanding on our $1.2 billion bank line. So we're in very good leverage and liquidity position as we finish 2024 and roll into 2025. We don't have any debt due until November 2025, and our weighted average debt maturity stands at 12.3 years at quarter end. Maintaining our light capital market footprint, we funded 74% of our $350 million of year-to-date acquisitions with free cash flow of $151 million and $106 million of property disposition proceeds. For the full year, based on the midpoint of our acquisition and disposition guidance, we should fund approximately 57% of 2024 acquisitions with free cash flow and property disposition proceeds. A couple of leverage metrics. Net debt to gross book assets at quarter end was 39.6%. Net debt to EBITDA was 5.2 times, 5.2 at September 30th. Interest coverage and fixed charge coverage was 4.2 times for the third quarter. As a reminder, none of our properties are encumbered by mortgages. In closing, we remain focused on working to appropriately allocate capital, which to us means ensuring we are getting what we believe are sufficient returns on equity while controlling the risk through property underwriting and maintaining a sound balance sheet. In our mind, valuing equity adequately, whether that equity is produced by free cash flow, disposition proceeds, or new equity issuance, is at the heart of growing per share results over the long term. And, Holly, with that, we will open it up to any questions.

Certainly. At this time, we will be conducting a question and answer session. If you would like to ask a question, please press star one on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star two if you would like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. One moment please while we poll for questions. Your first question for today is from Spencer Glimcher with Green Street.

Good morning. Can you just talk about the transaction market, Steve, just thus far into 4Q? How do the level of deals being sourced compare to historic norms? And can you just talk about competition in the market for deals that aren't coming from relationship tenants?

Oh, absolutely. Good morning, Spencer. So the overall market, as I kind of mentioned in the opening remarks, it definitely feels like sellers are coming back to the market. Our acquisition team is sorting through a lot of opportunities, if it's current relationships and or advisors slash brokers bringing deals to the market. It just feels like the M&A has picked up a little bit. So the average transaction in the market is definitely larger today than it was six months ago and our current relationships are starting to do some growth and it's really kind of you know second gen space and redeveloping assets we're seeing good opportunities as far as competition in the market you know it's a very highly competitive market it has been for the 20 plus years i've been working in it and the participants come and go It does feel like maybe a little bit of the private money is starting to come into it, but at the end of the day, they don't really affect NNN so much because of what I mentioned, the amount of smaller deals that we did. The private money isn't looking for those deals. But again, overall, it's highly competitive, and that's why I think we felt cap rates decreased a little bit in the third quarter. In the fourth quarter, it's decreasing a little bit more, but for the most part, flat.

Okay, thank you. And then I know the dispositions were obviously very marginal in the scheme of your portfolio, but can you just provide some detail on the nine assets that were sold during the quarter just in terms of industry and then cap rate on the occupied assets?

Yeah, so the cap rate on the occupied asset was 4.4. Out of the nine assets, five of them were vacant. And I would say this past quarter, It was kind of clean up the portfolio a little bit, solving future potential issues. We sold some urgent care assets, and then we sold an auto auction part that was not being used.

Great. Thanks so much. Thanks.

Your next question is from Joshua Dennerlein with Bank of America.

Yeah, hey guys, appreciate all the color and update on the versus bad cough. I guess, what are you guys assuming now in 4Q as far as bad debt? I know you mentioned you typically assume 100 bps, but both these tenants would go higher.

Yeah, yeah, fair question, this is Kevin. So yeah, how much rent loss are we assuming in the fourth quarter? As I mentioned, we typically have always assumed 100 basis points in our guidance. I would note that Frisch's plus Badcock is 2.1% of our ABR, and that also, assuming roughly all, let's say the worst case, assuming virtually all of that, 200 basis points of rent loss would still put us in the middle of our guidance range. Beyond that, I mean, we're not going to really speculate on who in particular will pay how much and when, in part because we don't have good visibility on that at this point. Frisch's is not in bankruptcy. Badcock is, and so that adds a little bit to the challenge. But like I said, even assuming 200 basis points of total rent loss, I think you still can get us to the midpoint of our guidance range, which is a worse case. You know, folks who have followed us for a long time know we tend to be a little bit on the conservative side in terms of guidance. Maybe that's an understatement. I don't know. So, you know, maybe we still have a shot to get in the top half of our guidance range, even with these tenant credit challenges.

Okay, I appreciate that. And maybe just two follow-ups. Are there any other one-timers like that we should – like should strip out to think about like the run rate going into 4Q or any kind of adjustments there. And then just maybe a follow-up on your answer. How do we think about like kind of the downtime if these tenants kind of like give back the properties?

Yeah. So yeah, no, we're not really pointing folks to any others that we feel like have the kind of level of concern that Frisch's and Badcock currently has. I mean, Steve did mentioned Big Lots, which is a tenant in bankruptcy, but like he said, we think there's a pathway for getting all three of those stores to remain open and lease to Big Lots. We've talked about other tenants in recent quarters that are challenged. I mean, at home still, we'll see where all that goes, but nobody feels like... that we're particularly worried about in the near term that I would point you towards, I guess. I alluded to that in my comments, that timing of the gap. If and when we get properties back, it takes several months to get them released and or sold. That's really the issue, that period. Having said that, we are seeing very robust, I'll use that word, interest in a good number of our Badcock and Frisch's properties from other retailers and very credible retailers. That's encouraging. Maybe that whittles down a bit the time gap from prior tenant to new tenant. But it's going to be six, nine, 12 months kind of process to kind of work through that. At the end of the day, if we can recapture a very large portion of our prior rent, then again, in the long run, we don't feel like there's any really headwind of note that we have to deal with. So we feel pretty good about where we are today, despite what seems to have some pending vacancies coming our way. We like our existing rents on the properties. We like the locations. And like I say, there's strong interest from other retailers. And I think that's consistent, frankly, probably with what you're hearing from the shopping center REITs. I think they're all experiencing pretty strong demand for existing retail space.

Thanks, guys. Thanks.

Your next question for today is from Michael Goldsmith with UBS.

Good morning. Thanks a lot for taking my questions. You know, a lot of good detail on the credit and how you're thinking about it. Just like, you know, Yes, traditionally, you've talked about 100 basis points, but just maybe like as we think about the 2025, you know, would you approach the bad debt assumption to be any differently than you would have like in a what would be maybe a more normal year? Thanks.

Yeah, I mean, we might. Yes, is the answer. We haven't put out 25. I'm a little reluctant to get too particular on that at this point. I do think we will learn a lot in this fourth quarter as to how both Badcock and Frisch is going to play out in terms of timing, et cetera, as well as being able to better gauge kind of maybe releasing assumptions around any properties we're getting back. I'm reluctant to put out a number there, but in my mind, will we likely assume more than 100 basis points for 2025? I would say probably, but the question is, what's the number? We still think we're well positioned to grow per share results next year. That's probably all I want to go into at this point. We'll be obviously more definitive when we release in February.

No, that's totally fair. I understand that. And just on the acquisition guidance, clearly you have some better visibility into the pipeline. Can you talk about the opportunities you saw in the third quarter? How do they compare to the first half? What you're expecting for the fourth quarter? And then just also Within that, you know, acquisition cap rates came down by 30 basis points sequentially. So, are you seeing or expecting any further compression there? Thank you.

So, as far as, you know, the cap rate, you know, the fourth quarter will be pretty much in line with the third quarter of what we're seeing. Now, some deals might price a little bit different. It might go either way, but pretty much in line. As far as the opportunities, the vast majority, close to 100% of our deals have been through our relationships, and there have been a fair amount of smaller deals to get to the $350 million. But as I mentioned, I think, in Spencer's question, that the overall average deal size seems to be increasing as we move to the fourth and first quarter, and that's a result of M&A activity that, you know, The private equity groups are looking to do sale leaseback. So we're seeing a fair amount of advisory calls to us on the deal front.

Thank you very much.

Your next question is from Smeeds Rose with Citi.

Hey, good morning. This is Maddie Fargis on for Smeeds. I just wanted to ask about the updated guidance ranges. Could you maybe walk us through some of the moving pieces behind the one cent ASFO decline at the midpoint despite lowered SG&A and higher acquisition?

Yeah, on that, yeah, I wouldn't read too much into that. Frankly, there's a little bit of per share rounding to kind of make that tweak as well as just getting – the range on the core FFO and the range on the AFFO both the same, which is four cents from top to bottom. And so, yeah, I wouldn't read too much into that tweak in terms of the guidance, yeah.

And just circling back onto credit loss assumptions, do you have any plans to increase the amount that you're baking into guidance? from 100 basis points as you think ahead to 2025?

Yeah, like I said, we're not putting out 2025 guidance at this point. As I alluded to or mentioned, 100 basis points might feel a little light as we enter 2025, but we're going to know a whole lot more in the next three months in terms of how Frisch's and Badcock's going to play out. That will inform our decision around that. As I said, I think we'll be consistent as we have in prior years that whatever we assume, it will be a conservative assumption. We have a long history of not only meeting guidance, but hopefully slightly exceeding guidance and or raising it. Whatever we come out with, I think that philosophy will still prevail.

Great. Thank you. That's it for me.

Thanks, Maddie.

Your next question for today is from Linda Tsai with Jefferies.

Hi. Regarding BADCOC, does the franchise group guarantee help offset any rent losses?

Yeah, any collections obviously from FRG would obviously reduce our rent loss and so we, as I said, intend to pursue that guarantee. BACOC is still in bankruptcy and in bankruptcy, as is typical, they pay rent typically in bankruptcy. But we will, to the extent we are losing rent related to bad cop, we will pursue a FRG guarantee.

And then any color on big boy, we read that there isn't clear leadership. Is it a going concern? And then to retenant, how much time would that take? And would there be like PI dollars spent?

As far as fresh is concerned, Yeah, as Kevin mentioned, they're not in bankruptcy right now. I probably echo your sentiment. We are where we're at now, the management team. They are a going concern currently, but we are over several quarters tried to work with management and resolve some issues. Two of the assets we sold in the third quarter were freshes, so we were actively managing the portfolio. But with regard to going forward, we kind of hit a stalemate with them, so we're exercising our legal rights and pursued eviction.

And to follow up on the second part of that question, as it relates to PIs, our predisposition is to take lower rent in lieu of trying to buy rent higher, if you will, and giving a tenant a bunch of money in order to get that higher rent. It's been our observation over the years is that frequently tenant improvement dollars have little to no economic value at the end of the lease term. Therefore, to the extent you're going to provide them, from an investment standpoint, you almost need to get a return on those TI dollars as well as a return of those TI dollars, which frequently is not what the tenant wants to hear. We've been generally inclined to put much fewer dollars to no dollars and take lower rent in exchange for that trade-off. We think we end up with a safer rent and one that the tenant can more likely afford and operate a profitable store at. While there obviously could be some PI dollars related to all of these, it's our inclination is to limit that materially.

Thanks for that. And then you spent some time discussing how lease term fee income has been a bit higher year to date. Is the current expectation this elevated level continues in 2025?

Yeah, that we don't give any guidance on in part because it's hard for us to know when that's going to happen and And the process by which most of those deals come about typically involve at least three parties. And each of them have competing priorities, to be honest. And so it's not prone to a degree of predictability that would make us feel comfortable giving guidance. We do think it's generally an outcome of active portfolio management. So if you're working your portfolio and you've got a dark asset, We look for a way to help our tenant with that dark asset or even an underperforming asset. It might be open and paying rent and all those good things, but we know it's underperforming based on store-level results, and so we generally will look for a solution that, and an end comes on ahead, the tenant feels good about it, and whoever does third party is, whether it's a new tenant or a buyer of that property thinks they're getting something of value. But getting those three parties on the same page at the same time is always a challenge. But we think it's a good thing to do. It's lumpy income. We fully recognize it's not annuitous. It's a different quality than than rent, to be clear. However, we don't want to not do it because of those attributes. It is good. It's money and it's income, and we think it's a good economic decision to make. And so we'll keep pursuing it as we work our portfolio, but we won't be giving guidance related to that going forward just because it's so hard to predict.

Thank you. Your next question for today is from Ronald Camden with Morgan Stanley.

Hey, two quick ones. Sorry to go back to sort of the bad debt conversation, but I guess I'm just wondering, you know, after sort of the experience with sort of the bad talk on the furniture, does this sort of impact like how you're thinking about the watch list or have any other tenants been put on the sort of cash basis accounting? just trying to figure out what sort of the implications are of this announcement to the rest of the portfolio and how you're thinking about that.

Yeah, I don't think outside of the Frisch's bad talk discussions we've had today, we don't think there's any overlay or read-through to any of our other particular tenants directly. Our cash base is tenant list is 5.6% of our rent and it's still AMC. Frisch's has been on that list since COVID, to be honest. Badcock obviously is since it's in bankruptcy. That's 85% of our cash basis list. It's fairly concentrated with that handful of tenants. Big Lots is obviously on there too, but it's only 0.1% of our rent, but So, yeah, we're not reading through these two tenant credit issues in any material way to any of our other tenants at this point.

Got it. Makes sense. And then just switching gears a little bit on the transaction side, I guess I'm just wondering, obviously we've seen rates back up. You still took up the acquisition guidance and so forth, so I guess you're not really seeing any impact. Just any sort of commentary on how the pipeline is building as you get into next year and cap rate commentary.

Thanks. The pipeline, yeah, you alluded to it. We increased the acquisition midpoint. So, yes, the fourth quarter, there should be an uptick. I feel confident we'll hit that range. Remember, Ron, when deal volume comes to market, it might take 60 to 90 days to get the deal under contract and to closing. And the backup in rates has been a little bit more recent. But all that being said, I think it's pretty typical in our industry. You kind of get near year end. and sellers start coming to market. You know, it's kind of that post-Labor Day push to get deals done by year end, especially in a presidential election year when there's the unknown certainty of changing tax rates or tax codes. So the pipeline, ideal guys, as I mentioned, are very active, looking at a lot of deals. I've definitely noticed the pickup down the hall from me. And secondly, as far as cap rates, The deals we're pricing for the fourth quarter currently are fairly in line with the third quarter, and we're starting to price select few deals in the first quarter, and they're the same as far as either way, not much of a difference.

Great. That's it for me. Thank you.

Your next question is from Rob Stevenson with Jammie.

Rob, your line is live. Rob Stevenson, your line is live in the queue. All right, Holly, I think we can move on.

I don't think Rob can hear us. Your next question is from RJ Milligan with Raymond James.

Hey, guys. Good morning. It's a busy earnings day, so Rob's probably on some other calls. I'm curious, what's driving the lower G&A and expense guide for the year, and is that going to continue into 2025?

Yeah, I mean, there's some quarterly variations, but, you know, we – dropped the range a touch, about $1.5 million at the midpoint, I guess it is, for 2024, which is a couple percent. I would think just some lower accruals. I think as you look at 2025, we'll put out guidance soon, but it'll have some sort of inflationary increase from kind of where we are at this point, but I don't think it'll move much more than that. I mean, we have to work through those numbers yet.

Yeah, and so a bigger picture, and I know this is alluding to 2025, but with the elevated term fees this year, pretty outsized number, that sort of timing gap with some of the potential credit issues or the current credit issues, What's the offset to drive per share growth next year? Is that just acquisitions?

Yeah, that's the primary driver. Obviously, then you've got the rest of the portfolio that has, you know, rent growth embedded obviously in it that helps offset some of that loss. And then, you know, we'll see if there's any other income opportunities, you know, that I don't know if lease term income will go to zero. Like I said, our normal is about three million per year. So yeah, but that's clearly a headwind. The term fees and the BACOC and FRSHAs are headwinds that will need to get offset by rent growth from the existing portfolio and acquisitions. The good news is the acquisition pipeline, as Steve has alluded to, looks pretty solid and I think are implied Volume in the fourth quarter looks pretty good relative to our total for the year. And so far, first quarter feels like it's shaping up pretty well, pretty good as well. So, yeah, those are the main drivers. Yeah, we don't have too many levers here, as you know.

Excellent. Thanks for the clarity. Appreciate it.

As a reminder, if you would like to ask a question, please press star 1. Your next question for today is from John Masaka with B. Reilly Securities.

Good morning.

Hey, John.

Maybe just touching on Frisch's for a second. The 50% rent payment that occurred in 3Q, was that also the case in some past quarters?

No, second quarter we reported full rent, so that was a delta between 2Q and 3Q, so that's call it $1.6 million is half rent from them. And so that's about a penny in the third quarter kind of headwind.

Okay. And then maybe looking a little bit kind of on the same vein, the real estate expenses, net of tenant reimbursements picked up a little bit in this guidance versus your 2Q guidance. Is that tied to maybe a worsening outlook for the two kind of troubled tenants you previously mentioned, or is there something else kind of driving that?

Yeah, no, nothing else driving that. Historically, the way we think about generally rent loss, if we're assuming, call it our normal 100 basis points of rent loss, we typically also assume that we'll have about 15 basis points of, or 15% of the rent loss will show up in incremental property expenses. So when you get a property back, you obviously have to pick up property taxes, insurance, utilities, all those things. And so In our minds, that's what we do. So, yeah, to the extent that rent loss drifts higher, typically property expenses goes along with that, you know, obviously a much smaller amount. But, yeah, it is connected.

Understood. And then kind of, you know, thinking about the lease termination income, you know, multiples higher than kind of in past years. I mean, what's driving that? Is it some of the same? kind of PE, M&A, and retailer expansion you're talking about on the acquisition side, or is there something else kind of notable there?

It's really driven by discussions with our current tenants that want to get out of a lease. And it's really just active portfolio management. And when we do a lease termination, you know, we usually have kind of a bird in hand that somebody's going to backfill that asset or we're going to sell it. So it's really, it comes down to portfolio management and having conversations that a retailer is looking to get out of a poor performing asset and there might be 10, 11 years left on the lease. So the lease term fee is usually a direct correlation of the remaining lease term and or the rent on the asset where they'll pay a multiple of years to get out of a lease.

Is there something notable on the MACRA side or something else that's making tenants more receptive to that conversation?

I think what makes NNN unique in the situation that we carry conversations on with our tenant base on a routine basis. So they know that we'll work with them where you have a lot of landlords that just say, no, pay the rent, and it will be a future problem. So it's really making the portfolio stronger at the end of the day.

Okay, that's it for me. Thank you very much for the call.

Thanks, Jeff.

We have reached the end of the question and answer session, and I will now turn the call over to Steve for closing remarks.

Thanks for joining us this morning, and I'm sure we'll have a lot more dialogue in the upcoming weeks at NAVERI. Thank you.

This concludes today's conference, and you may disconnect your lines at this time. Thank you for your participation.