What changed in this filing

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Item 2. Management’s Discussion and Analysis

2023-08-08 compared with 2023-05-04 · 99 added, 58 removed, 228 unchanged (41% of the section changed)

17 unchanged sentences

• the solvency and financial health of the USPS;

• defaults on, early terminations of or non-renewal of leases or relocation, closure or consolidation of postal offices or delivery units by the USPS;

• defaults on, early terminations of or non-renewal of leases or actual, potential or threatened relocation, closure or consolidation of postal offices or delivery units by the USPS;

• the competitive market in which we operate;

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We conduct our business through a traditional UPREIT structure in which our properties are owned by our Operating Partnership directly or through limited partnerships, limited liability companies or other subsidiaries.

During the three months ended March 31, 2023, we acquired 39 properties leased to the USPS for approximately $17.6 million, including closing costs.

As of March 31, 2023, our portfolio consists of 1,325 owned properties, located in 49 states and one territory and comprising approximately 5.5 million net leasable interior square feet.

During the six months ended June 30, 2023, we acquired 78 properties leased to the USPS for approximately $33.6 million, including closing costs.

As of June 30, 2023, our portfolio consists of 1,364 owned properties, located in 49 states and one territory and comprising approximately 5.6 million net leasable interior square feet.

We are the sole general partner of our Operating Partnership through which our properties are directly or indirectly owned.

As of May 3, 2023, we owned approximately 80.3% of outstanding common units of limited partnership interest in our Operating Partnership (the “OP Units”), including long term incentive units of our Operating Partnership (the “LTIP Units”).

As of August 7, 2023, we owned approximately 80.9% of outstanding common units of limited partnership interest in our Operating Partnership (the “OP Units”), including long term incentive units of our Operating Partnership (the “LTIP Units”).

Our Board of Directors oversees our business and affairs.

1 unchanged sentence

The agreements also provide that we may enter into one or more forward sale agreements under separate master forward confirmations and related supplemental confirmations with affiliates of certain agents.

During the three months ended March 31, 2023, 55,082 shares were issued under the ATM Program.

As of March 31, 2023, we had approximately $41.0 million of availability remaining under the ATM Program.

During the six months ended June 30, 2023, 320,307 shares were issued under the ATM Program.

As of June 30, 2023, we had approximately $37.0 million of availability remaining under the ATM Program.

Executive Overview

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Geographic Concentration

As of March 31, 2023, we owned a portfolio of 1,325 properties located in 49 states and one territory and leased primarily to the USPS.

For the three months ended March 31, 2023, approximately 13.7% of our total rental income was concentrated in Pennsylvania.

As of June 30, 2023, we owned a portfolio of 1,364 properties located in 49 states and one territory and leased primarily to the USPS.

For the six months ended June 30, 2023, approximately 13.3% of our total rental income was concentrated in Pennsylvania.

Emerging Growth Company

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We derive revenues primarily from rent and tenant reimbursements under leases with the USPS for our properties and fee and other from the management of postal properties owned by Andrew Spodek, our chief executive officer, and his affiliates managed by our taxable REIT subsidiary (“TRS”), income recognized from properties accounted for as financing leases and revenue from providing certain advisory services.

Rental income represents the lease revenue recognized under leases primarily with the USPS which includes the impact of above and below market lease intangibles as well as tenant reimbursements for payments made by our tenants under the leases to reimburse us for the majority of real estate taxes paid at each property.

Rental income represents the lease revenue recognized under the leases primarily with the USPS which includes the impact of above and below market lease intangibles as well as reimbursements to us made by our tenants for the real estate taxes paid at each property where tenants are responsible for such taxes under the leases.

Certain of our leases include annual rent escalators.

Fee and other principally represents (i) revenue our TRS received from postal properties owned by Mr.

Spodek and his affiliates pursuant to the management agreements and is a percentage of the lease revenue for the managed properties, (ii) revenue our TRS received from providing advisory services to third-party owners of postal properties and (iii) income recognized from properties accounted for as financing leases.

As of March 31, 2023, properties leased to our tenants had an average remaining lease term of approximately 3.5 years.

As of June 30, 2023, properties leased to our tenants had an average remaining lease term of approximately 3.3 years.

Factors that could affect our rental income and fee and other in the future include, but are not limited to:

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Equity-Based Compensation Expense

All equity-based compensation expense is recognized in our Consolidated Statements of Operations and Comprehensive (Loss) Income as components of general and administrative expense and property operating expenses.

All equity-based compensation expense is recognized in our Consolidated Statements of Operations and Comprehensive Income as components of general and administrative expense and property operating expenses.

We issue share-based awards to align our directors' and employees’ interests with those of our investors.

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On May 11, 2022, we amended the Credit Facilities (the "First Amendment") to, among other things, add a new $75.0 million senior unsecured delayed draw term loan facility (the "2022 Term Loan" and, together with the Revolving Credit Facility and the 2021 Term Loan, the “Credit Facilities”), replace the London Interbank Offered Rate with the Secured Overnight Financing Rate ("SOFR") as the benchmark interest rate and allow for a decrease in the applicable margin by 0.02% if we achieve certain sustainability targets.

On December 6, 2022, we further exercised $40.0 million of term loan accordion under the 2022 Term Loan.

On December 6, 2022, we exercised $40.0 million of term loan accordion under the 2022 Term Loan.

On July 24, 2023, we amended the Credit Facilities (the "Second Amendment") to, among other things, add a daily simple SOFR-based option to the term SOFR-based floating interest rate option as a benchmark rate for borrowings under the Credit Facilities and further exercised $25.0 million of term loan accordion under the 2021 Term Loan and, on a delayed-draw basis, $10.0 million of term loan accordion under the 2022 Term Loan.

We intend to use the Credit Facilities for working capital purposes, which may include repayment of mortgage indebtedness, property acquisitions and other general corporate purposes.

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Lease Renewal

As of May 3, 2023, the leases at 110 of our properties, representing approximately 550,000 net leasable interior square feet, were expired and the USPS was occupying such properties as a holdover tenant.

As of August 7, 2023, the leases at 116 of our properties, representing approximately 666,000 net leasable interior square feet, were expired and the USPS was occupying such properties as a holdover tenant.

As of the date of this report, the USPS had not vacated or notified us of its intention to vacate any of these properties.

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In 2022, in connection with our lease renewal negotiations with the USPS, we filed claims with the USPS regarding market rent and other amounts due under the expired leases during the holdover period.

The USPS subsequently determined that market rent for the expired leases was generally greater than the rent amount under the expired leases and agreed to pay us

(i) a lump sum catch-up payment for increased rents from the date of lease expiration and (ii) increased rents reflecting the market rent determined by USPS going forward.

The USPS subsequently determined that market rent for the expired leases was generally greater than the rent amount under the expired leases and agreed to pay us (i) a lump sum catch-up payment for increased rents from the date of lease expiration and (ii) increased rents reflecting the market rent determined by USPS going forward.

However, because the USPS did not accept market rent based on our estimate and other amounts in our claims, we appealed such decisions before the Postal Service Board of Contract Appeals (“PSBCA”) within the period prescribed in the Contract Disputes Act of 1978.

The PSBCA subsequently granted a joint request by the USPS and us to stay the appeals to enable further negotiations between the parties regarding the renewal of the expired leases.

As of the date of this report, we agreed in a letter of intent to preliminary terms on rental rates for 86 properties with leases that had expired in 2022.

However, we had not entered into any definitive documentation with respect to the rental rates or lease renewals for these properties and there can be no guarantee that any lease renewals that we enter into with the USPS will reflect our expectations with respect to terms or timing.

As of the date of this report, we agreed in a letter of intent to preliminary terms on rental rates for 86 properties with leases that had expired in 2022 and had begun executing renewals for such leases.

However, for the properties still subject to the letter of intent, we had not entered into any definitive documentation with respect to the rental rates or lease renewals for these properties and there can be no guarantee that any lease renewals that we enter into with the USPS will reflect our expectations with respect to terms or timing.

While we currently anticipate that we will renew the leases that have expired or will expire, there can be no guarantee that we will be successful in renewing these leases, obtaining positive rent renewal spreads or renewing the leases on terms comparable to those of the expiring leases.

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Results of Operations

Comparison of the Three Months Ended March 31, 2023 and the Three Months Ended March 31, 2022

Comparison of the Three Months Ended June 30, 2023 and the Three Months Ended June 30, 2022

For the Three Months Ended

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Rental income – Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants.

Rental income increased by $3.2 million to $14.5 million for the three months ended March 31, 2023 from $11.3 million for the three months ended March 31, 2022, primarily due to the volume of our acquisitions.

Fee and other – Fee and other revenue increased by $0.1 million to $0.6 million for the three months ended March 31, 2023 from $0.6 million for the three months ended March 31, 2022, primarily due to higher income received from properties accounted for as financing leases.

Rental income increased by $2.6 million to $14.8 million for the three months ended June 30, 2023 from $12.1 million for the three months ended June 30, 2022, primarily due to the volume of our acquisitions.

Fee and other – Fee and other revenue increased by $0.1 million to $0.7 million for the three months ended June 30, 2023 from $0.6 million for the three months ended June 30, 2022, primarily due to income received from advisory services.

Operating Expenses

Real estate taxes – Real estate taxes increased by $0.4 million to $2.0 million for the three months ended March 31, 2023 from $1.6 million for the three months ended March 31, 2022, primarily due to the volume of our acquisitions.

Property operating expenses – Property operating expenses increased by $0.1 million to $1.6 million for the three months ended March 31, 2023 from $1.5 million for the three months ended March 31, 2022.

Property management expenses are included within property operating expenses and increased by $0.2 million to $0.8 million for the three months ended March 31, 2023 from $0.6 million for the three months ended March 31, 2022 due to expanding our property management staff as a result of our continued growth as well as an increase in equity-based compensation expense related to awards that have been granted to our property management employees throughout 2022 and 2023.

The increase in property management expenses was offset by a decrease of $0.1 million in expenses related to repairs and maintenance.

General and administrative – General and administrative expenses increased by $0.5 million to $4.2 million for the three months ended March 31, 2023 from $3.6 million for the three months ended March 31, 2022, primarily due to expanding our staff and increase in information technology costs as a result of our continued growth as well as an increase in equity-based compensation expense related to awards that have been granted to our employees throughout 2022 and during the three months ended March 31, 2023.

Depreciation and amortization – Depreciation and amortization expense increased by $0.7 million to $4.8 million for the three months ended March 31, 2023 from $4.1 million for three months ended March 31, 2022, primarily due to the volume of our acquisitions.

Real estate taxes – Real estate taxes increased by $0.3 million to $2.0 million for the three months ended June 30, 2023 from $1.7 million for the three months ended June 30, 2022, primarily due to the volume of our acquisitions.

Property operating expenses – Property operating expenses increased by $0.2 million to $1.4 million for the three months ended June 30, 2023 from $1.2 million for the three months ended June 30, 2022.

Property management expenses are included within property operating expenses remained flat for the three months ended June 30, 2023 compared to the three months ended June 30, 2022.

The increase in property operating expenses of $0.2 million was related to an increase in repairs and maintenance.

General and administrative – General and administrative expenses increased by $0.3 million to $3.6 million for the three months ended June 30, 2023 from $3.3 million for the three months ended June 30, 2022, primarily due to expanding our staff, an increase in information technology related costs as a result of our continued growth and an increase in equity-based compensation expense related to awards that have been granted to our employees throughout 2022 and 2023.

Depreciation and amortization – Depreciation and amortization expense increased by $0.6 million to $4.8 million for the three months ended June 30, 2023 from $4.2 million for three months ended June 30, 2022, primarily due to the volume of our acquisitions.

Other income primarily includes insurance recoveries related to property damage claims.

Other income decreased by $0.4 million to $0.1 million for the three months ended March 31, 2023 from $0.5 million for the three months ended March 31, 2022, primarily due to lower insurance recoveries.

Other income decreased by $0.1 million to $0.1 million for the three months ended June 30, 2023 from $0.2 million for the three months ended June 30, 2022, primarily due to lower insurance recoveries.

Total Interest Expense, Net

During the three months ended March 31, 2023, we incurred total interest expense, net of $2.2 million compared to $0.8 million for the three months ended March 31, 2022.

The increase in interest expense is primarily related to higher amount of borrowings under the Credit Facilities to finance our acquisitions and increased interest rates.

Comparison of the Three Months Ended March 31, 2023 and the Three Months Ended March 31, 2022

We had $2.1 million of cash and $0.7 million of escrows and reserves as of March 31, 2023 compared to $6.0 million of cash and $1.3 million of escrows and reserves as of March 31, 2022.

Cash flows from operating activities – Net cash provided by operating activities increased by $1.1 million to $7.7 million for the three months ended March 31, 2023 compared to $6.6 million for the same period in 2022.

During the three months ended June 30, 2023, we incurred total interest expense, net of $2.5 million compared to $1.3 million for the three months ended June 30, 2022.

The increase in interest expense is primarily related to additional borrowings under the Credit Facilities and increased interest rates.

Comparison of the Six Months Ended June 30, 2023 and Six Months Ended June 30, 2022

For the Six Months Ended

2023 2022 $ Change % Change

Rental income $ 29,261 $ 23,484 $ 5,777 24.6 %

Fee and other 1,344 1,171 173 14.8 %

Total revenues 30,605 24,655 5,950 24.1 %

Operating expenses

Real estate taxes 4,012 3,295 717 21.8 %

Property operating expenses 3,038 2,760 278 10.1 %

General and administrative 7,769 6,950 819 11.8 %

Depreciation and amortization 9,618 8,329 1,289 15.5 %

Total operating expenses 24,437 21,334 3,103 14.5 %

Income from operations 6,168 3,321 2,847 85.7 %

Other income 239 674 (435) (64.5) %

Interest expense, net

Contractual interest expense (4,347) (1,797) (2,550) 141.9 %

Write-off and amortization of deferred financing fees (330) (284) (46) 16.2 %

Interest income 1 1 — — %

Total interest expense, net (4,676) (2,080) (2,596) 124.8 %

Income before income tax expense 1,731 1,915 (184) (9.6) %

Income tax expense (37) (29) (8) 27.6 %

Net income $ 1,694 $ 1,886 $ (192) (10.2) %

Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants.

Rental income increased by $5.8 million to $29.3 million for the six months ended June 30, 2023 from $23.5 million for the six months ended June 30, 2022, primarily due to the volume of our acquisitions.

Fee and other .

Other revenue increased by $0.2 million to $1.3 million for the six months ended June 30, 2023 from $1.2 million for the six months ended June 30, 2022, primarily due to income received from properties accounted for as financing leases and income received from advisory services.

Operating Expense

Real estate taxes – Real estate taxes increased by $0.7 million to $4.0 million for the six months ended June 30, 2023 from $3.3 million for the six months ended June 30, 2022, primarily due to the volume of our acquisitions.

Property operating expenses – Property operating expenses increased by $0.3 million to $3.0 million for the six months ended June 30, 2023 from $2.8 million for the six months ended June 30, 2022.

Property management expenses are included within property operating expenses and increased by $0.2 million to $1.3 million for the six months ended June 30, 2023 from $1.1 million for the six months ended June 30, 2022.

The remainder of the increase of $0.1 million is related to expenses for repairs and maintenance and insurance, which increase is due to the volume of our acquisitions.

General and administrative – General and administrative expenses increased by $0.8 million to $7.8 million for the six months ended June 30, 2023 from $7.0 million for the six months ended June 30, 2022 primarily due to expanding our staff, an increase in information technology related costs as a result of our continued growth and an increase in equity-based compensation expense related to awards that have been granted to our employees throughout 2022 and 2023.

Depreciation and amortization – Depreciation and amortization expense increased by $1.3 million to $9.6 million for the six months ended June 30, 2023 from $8.3 million for the six months ended June 30, 2022, primarily due to the volume of our acquisitions.

Other income primarily includes insurance recoveries related to property damage claims.

Other income decreased by $0.4 million to $0.2 million for the six months ended June 30, 2023 from $0.7 million for the six months ended June 30, 2022, primarily due to lower insurance recoveries.

Total Interest Expense, Net

During the six months ended June 30, 2023, we incurred total interest expense, net of $4.7 million compared to $2.1 million for the six months ended June 30, 2022.

The increase in interest expense is primarily related due to additional borrowings under the Credit Facilities and increased interest rates.

Comparison of the Six Months Ended June 30, 2023 and the Six Months Ended June 30, 2022

We had $2.2 million of cash and $0.8 million of escrows and reserves as of June 30, 2023 compared to $4.6 million of cash and $1.4 million of escrows and reserves as of June 30, 2022.

Cash flows from operating activities – Net cash provided by operating activities increased by $1.6 million to $14.6 million for the six months ended June 30, 2023 compared to $13.1 million for the same period in 2022.

The increase is primarily due to the volume our acquisitions, all of which have generated additional rental income and related changes in working capital.

Cash flows to investing activities – Net cash used in investing activities for the three months ended March 31, 2023 primarily consisted of $17.4 million of acquisitions and $0.6 million of escrow deposits for acquisition and construction, capital improvements and other investing activities.

Net cash used in investing activities for the three months ended March 31, 2022 primarily consisted of $25.5 million of acquisitions and $2.6 million of escrow deposits for acquisition and construction, capital improvements and other investing activities, offset by $0.4 million of insurance proceeds that were received.

Cash flows from financing activities – Net cash provided by financing activities decreased by $10.3 million to $11.0 million for the three months ended March 31, 2023 compared to $21.3 million for the three months ended March 31, 2022.

The decrease was primarily related to lower borrowings under the Revolving Credit Facility.

Cash flows to investing activities – Net cash used in investing activities for the six months ended June 30, 2023 primarily consisted of $32.9 million of acquisitions and $1.2 million of escrow deposits for acquisition and construction, capital improvements and other investing activities.

Net cash used in investing activities for the six months ended June 30, 2022 primarily consisted of $79.9 million of acquisitions and $3.0 million of escrow deposits for acquisition and construction, capital improvements and other investing activities, offset by $0.6 million of insurance proceeds that were received.

Cash flows from financing activities – Net cash provided by financing activities decreased by $47.8 million to $20.4 million for the six months ended June 30, 2023 compared to $68.1 million for the six months ended June 30, 2022.

The decrease was primarily related to proceeds received on the 2022 Term Loan in 2022, offset by an increase in 2023 of borrowings under the Revolving Credit Facility and an increase in net proceeds received from issuance of shares in 2023.

Liquidity and Capital Resources

We had approximately $2.1 million of cash and $0.7 million of escrows and reserves as of March 31, 2023.

We had approximately $2.2 million of cash and $0.8 million of escrows and reserves as of June 30, 2023.

Revolving Credit Facility and Term loans

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On May 11, 2022, we entered into the First Amendment to, among other things, add the 2022 Term Loan (and, together with the 2021 Term Loan, the "Term Loans").

On December 6, 2022, we further exercised $40.0 million of accordion feature under the 2022 Term Loan.

As of March 31, 2023, we had $182.0 million of aggregate principal amount outstanding under our Credit Facilities, with $50.0 million drawn on the 2021 Term Loan, $115.0 million drawn on the 2022 Term Loan and $17.0 million drawn on the Revolving Credit Facility.

The Credit Facilities include an accordion feature which permit us to borrow up to an additional $150.0 million under the Revolving Credit Facility and up to an additional $35.0 million under the Term Loans (after our exercise of the $40.0 million term loan accordion in December 2022), in each case subject to customary terms and conditions.

On December 6, 2022, we exercised $40.0 million of accordion feature under the 2022 Term Loan.

On July 24, 2023, we entered into the Second Amendment and further exercised $25.0 million of term loan accordion under the 2021 Term Loan and, on a delayed-draw basis, $10.0 million of term loan accordion under the 2022 Term Loan.

As of June 30, 2023, we had $194.0 million of aggregate principal amount outstanding under our Credit Facilities, with $50.0 million drawn on the 2021 Term Loan, $115.0 million drawn on the 2022 Term Loan and $29.0 million drawn on the Revolving Credit Facility.

The Credit Facilities include an accordion feature which permit us to borrow up to an additional $150.0 million under the Revolving Credit Facility subject to customary terms and conditions.

Subsequent to June 30, 2023, the accordion feature under the Term Loans has been fully exercised.

The Revolving Credit Facility matures in January 2026, which may be extended for two six-month periods subject to customary conditions, the 2021 Term Loan matures in January 2027 and the 2022 Term Loan matures in February 2028.

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The Credit Facilities also contain certain customary events of default, including the failure to make timely payments under the Credit Facilities, any event or condition that makes other material indebtedness due prior to its scheduled maturity, the failure to satisfy certain covenants and specified events of bankruptcy and insolvency.

As of March 31, 2023, we were in compliance with all of the Credit Facilities’ debt covenants.

We have five interest rate swaps with a total notional amount of $165.0 million that are used to manage our interest rate risk and fix the SOFR component on the Credit Facilities (together, the "Interest Rate Swaps").

Within the $165.0 million, $50.0 million of the swaps mature in January 2027 and fix the interest rate of the 2021 Term Loan at 2.27% as of March 31, 2023.

An additional $50.0 million of the swaps mature in February 2028 and fix the first $50.0 million amount outstanding under the 2022 Term Loan at 4.217% as of March 31, 2023.

An additional $25.0 million of the swaps mature in February 2028 and fix the additional $25.0 million amount outstanding under the 2022 Term Loan at 4.79% as of March 31, 2023.

remaining $40.0 million of the swaps mature in February 2028 and fix the remaining $40.0 million amount outstanding under the 2022 Term Loan at 4.932% as of March 31, 2023.

As of June 30, 2023, we were in compliance with all of the Credit Facilities’ debt covenants.

As of June 30, 2023, we had five interest rate swaps with a total notional amount of $165.0 million that are used to manage our interest rate risk and fix the SOFR component on the Credit Facilities (together, the "Interest Rate Swaps").

Within the $165.0 million, $50.0 million of the swaps mature in January 2027 and fix the interest rate of the 2021 Term Loan at 2.27% as of June 30, 2023.

An additional $50.0 million of the swaps mature in February 2028 and fix the first $50.0 million amount outstanding under the 2022 Term Loan at 4.217% as of June 30, 2023.

An additional $25.0 million of the swaps mature in February 2028 and fix the additional $25.0 million amount outstanding under the 2022 Term Loan at 4.79% as of June 30,

The remaining $40.0 million of the swaps mature in February 2028 and fix the remaining $40.0 million amount outstanding under the 2022 Term Loan at 4.932% as of June 30, 2023.

On July 24, 2023, in connection with the exercise of $25.0 million term loan accordion under the 2021 Term Loan, we further entered into an interest rate swap that effectively fixed the interest rate on the additional $25.0 million of the 2021 Term Loan through January 2027 at 5.736%.

Capital Resources and Financing Strategy

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Consolidated Indebtedness

As of March 31, 2023, we had approximately $215.0 million of outstanding consolidated principal indebtedness.

The following table sets forth information as of March 31, 2023 with respect to our outstanding indebtedness (in thousands):

Balance as of March 31, 2023

Rate at March 31, 2023

As of June 30, 2023, we had approximately $227.0 million of outstanding consolidated principal indebtedness.

The following table sets forth information as of June 30, 2023 with respect to our outstanding indebtedness (in thousands):

Balance as of June 30, 2023

Rate at June 30, 2023

Revolving Credit Facility (1)

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194 6.00 % January 2025

AIG – December 2020 (7)

30,225 2.80 % January 2031

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(1) See above under "— Revolving Credit Facility and Term loans " for details regarding the Credit Facilities.

During the three months ended March 31, 2023, we incurred $0.1 million of unused facility fees related to the Revolving Credit Facility.

During the three and six months ended June 30, 2023, we incurred $0.07 million and $0.1 million, respectively, of unused facility fees related to the Revolving Credit Facility.

(2) Based upon the one-month Adjusted Term SOFR, which is SOFR plus a term SOFR adjustment of 0.10%, subject to a 0% floor (the “Adjusted Term SOFR”) .

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The loan has a fixed interest rate of 2.80% with interest-only payments for the first five years and fixed payments of principal and interest thereafter based on a 30-year amortization schedule.

Secured Borrowings as of March 31, 2023

As of March 31, 2023, we had approximately $33.0 million of secured borrowings outstanding, all of which are currently fixed-rate debt with a weighted average interest rate of 2.89% per annum.

Secured Borrowings as of June 30, 2023

As of June 30, 2023, we had approximately $33.0 million of secured borrowings outstanding, all of which are currently fixed-rate debt with a weighted average interest rate of 2.89% per annum.

To maintain our qualification as a REIT, we are required to pay dividends to stockholders at least equal to 90% of our REIT taxable income determined without regard to the deduction for dividends paid and excluding net capital gains.

During the three months ended March 31, 2023, we paid cash dividends of $0.2375 per share.

Our Board of Directors approved, and o n April 24, 2023 , we declared a first quarter common stock dividend of $0.2375 per share, which will be paid on May 31, 2023 to stockholders of record as of May 5, 2023.

During the three and six months ended June 30, 2023, we paid cash dividends of $0.2375 and $0.475 per share, respectively.

Our Board of Directors approved, and o n July 26, 2023 , we declared a second quarter common stock dividend of $0.2375 per share, which will be paid on August 31, 2023 to stockholders of record as of August 7, 2023.

Because most of our leases provide for fixed annual rental payments without annual rent escalations, our rental revenues are fixed while our property operating expenses are subject to inflationary increases.

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Subsequent Real Estate Acquisitions

As of May 3, 2023 and d uring the period s ubsequent to March 31, 2023, we have acquired seven properties in individual or portfolio transactions for an aggregate of approximately $4.5 million, excluding closing costs.

As of August 7, 2023 and d uring the period s ubsequent to June 30, 2023, we have acquired 15 properties in individual or portfolio transactions for an aggregate of approximately $6.2 million, excluding closing costs.

Critical Accounting Estimates

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For a discussion of our adoption of new accounting pronouncements, please see Note 2.

Summary of Significant Accounting Policies in the Notes to our Consolidated Financial Statements included under Item 1 herein.

Summary of Significant Accounting Policies in the Notes to our unaudited Consolidated Financial Statements included under Item 1 herein.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis