12 unchanged sentences
Our Board of Directors oversees our business and affairs.
−Removed: On November 4, 2022, we entered into separate open market sale agreements with each of Jefferies LLC, BMO Capital Markets Corp., Janney Montgomery Scott LLC, Stifel, Nicolaus & Company, Incorporated and Truist Securities, Inc.
−Removed: as agents, pursuant to which we may offer and sell, from time to time, shares of our Class A common stock having an aggregate sales price of up to $50.0 million.
−Removed: On August 8, 2023, we amended the ATM Program to increase the aggregate offering amount under the program from up to $50.0 million to up to $150.0 million.
−Removed: On November 4, 2024, we entered into separate open market sales agreements with each of Mizuho Securities USA LLC (“Mizuho”) and M&T Securities, Inc.
−Removed: (“M&T”), as additional sales agents, Mizuho Markets Americas LLC, as additional forward purchaser, and Mizuho, as additional forward seller (in its capacity as agent for its affiliated forward purchaser).
−Removed: On November 4, 2024, we also amended the existing open market sale agreements to reflect the addition of Mizuho and M&T as sales agents, Mizuho Markets Americas LLC as forward purchaser and Mizuho as forward seller.
−Removed: 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.
+Added: On November 4, 2022, we entered into separate open market sale agreements (the "Sale Agreements") for our at the market offering program with each of Jefferies LLC, BMO Capital Markets Corp., Janney Montgomery Scott LLC, Stifel, Nicolaus & Company, Incorporated and Truist Securities, Inc., as agents (the "ATM Program"), pursuant to which we may offer and sell shares of our Class A common stock having an aggregate sales price of up to $50.0 million.
+Added: The agreements also provide that the Company may enter into one or more forward sale agreements under separate master forward confirmations and related supplemental confirmations with affiliates of certain agents.
+Added: On August 8, 2023, we amended the ATM Program to increase the aggregate offering amount under the program to $150.0 million.
+Added: On November 4, 2024, we entered into separate open market sale agreements for the ATM Program with each of Mizuho Securities USA LLC (“Mizuho”) and M&T Securities, Inc.
+Added: (“M&T”), as additional sales agents and affiliates of Mizuho, as forward sellers.
During the year ended December 31, 2025, 3,154,321 shares were issued under the ATM Program, raising approximately $48.4 million in gross proceeds.
As of December 31, 2025, we had approximately $45.3 million of availability remaining under the ATM Program.
+Added: Subsequent to the end of the year, on February 24, 2026 we amended the ATM Program to increase the aggregate amount under the program to $300.0 million.
+Added: On February 24, 2026, we also entered into a separate open market sale agreements for the ATM Program (the "Additional Sale Agreements") with each of (i) J.P.
+Added: Morgan Securities LLC (“J.P.
+Added: Morgan”) and Scotia Capital (USA) Inc.
+Added: (“ScotiaBank”), as additional sales agents, (ii) JPMorgan Chase Bank, National Association, and The Bank of Nova Scotia, as additional forward purchasers and (iii) J.P.
+Added: Morgan and ScotiaBank as additional forward sellers (in each case in its capacity as agent for its affiliated forward purchaser).
+Added: The Additional Sale Agreements also provide that, in addition to the issuance and sale of shares of our Class A common stock by us through J.P.
+Added: Morgan and ScotiaBank, we may also enter into one or more forward sale agreements under a master forward confirmation and related supplemental confirmations, each between us and JPMorgan Chase Bank, National Association and The Bank of Nova Scotia.
Executive Overview
1 unchanged sentence
We believe the overall opportunity for consolidation that exists within the postal logistics network is very attractive.
−Removed: We continue to execute our strategy to acquire and consolidate postal properties that we believe will generate strong earnings for our shareholders.
+Added: We continue to execute our strategy to acquire and consolidate postal properties that we believe will generate strong earnings for our stockholders.
Geographic Concentration
3 unchanged sentences
We are a “smaller reporting company” as defined in Regulation S-K under the Securities Act and have elected to take advantage of certain scaled disclosures available to smaller reporting companies.
−Removed: We have also elected to be treated as a REIT under the Code beginning with our short taxable year ended December 31, 2019 and intend to continue to qualify as a REIT.
+Added: We have also elected to qualify to be taxed as a REIT under the Code beginning with our short taxable year ended December 31, 2019 and intend to continue to qualify to be taxed as a REIT.
As long as we qualify as a REIT, we generally will not be subject to federal income tax to the extent that we distribute our taxable income for each tax year to our stockholders.
3 unchanged sentences
The USPS is constrained by laws and regulations that restrict revenue sources and pricing, mandate certain expenses and cap its borrowing capacity.
−Removed: As a result, among other consequences, the USPS is unable to fund its mandated expenses and continues to be subject to mandated payments to its retirement system and benefits.
+Added: As a result, among other consequences, the USPS is unable
+Added: to fund its mandated expenses and continues to be subject to mandated payments to its retirement system and benefits.
While the USPS has recently undertaken, and proposes to undertake, a number of operational reforms and cost reduction measures, such as higher rates and slower deliveries for certain services and closure, relocation or consolidation of certain facilities and delivery routes, the USPS has taken the position such measures alone will not be sufficient to maintain its ability to meet all of its existing obligations when due or allow it to make the critical infrastructure investments that have been deferred in recent years.
These measures have also led to significant criticism and litigation, which may result in reputational or financial harm or increased regulatory scrutiny of the USPS or reduced demand for its services.
−Removed: The occurrence of a regional epidemic or a global pandemic, such as the COVID-19 pandemic, and measures taken to prevent its spread may also have a material and unpredictable effect on the USPS’ operations and liquidity, including significant additional operating expenses caused by pandemic-related disruptions.
−Removed: The lingering effect of the COVID-19 pandemic and other geopolitical and economic factors have also created significant inflationary pressures resulting in higher compensation, benefits, transportation and fuel costs for
+Added: The occurrence of a regional epidemic or a global pandemic, and measures taken to prevent its spread may also have a material and unpredictable effect on the USPS’ operations and liquidity, including significant additional operating expenses caused by pandemic-related disruptions.
+Added: Geopolitical and other economic factors have also created significant inflationary pressures resulting in higher compensation, benefits, transportation and fuel costs for the USPS.
If the USPS becomes unable to meet its financial obligations or its revenue declines due to reduced demand for its services, the USPS may reduce its demand for leasing postal properties, which would have a material adverse effect on our business and operations.
36 unchanged sentences
Indebtedness and Interest Expense
−Removed: On August 9, 2021, we entered into a $150.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and a $50.0 million senior unsecured term loan facility (the "2021 Term Loan").
−Removed: 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 LIBOR with SOFR as the benchmark interest rate and allow for a decrease in the applicable margin by 0.02% if we achieve certain sustainability targets.
−Removed: On December 6, 2022, we exercised $40.0 million of term loan accordion under the 2022 Term Loan.
−Removed: On July 24, 2023, we further 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 exercised $35.0 million of accordion under the term loans.
−Removed: On October 25, 2024, we amended the Credit Facilities (the "Third Amendment") to, among other things, replace the Bank of Montreal with Truist Bank as the administrative agent, letter of credit issuer and swingline lender.
−Removed: In addition, the third amendment increases the 2022 Term Loan commitments in an aggregate principal amount of up to $50.0 million in which we further exercised $40.0 million under the 2022 Term Loan on the closing date of the transaction, and on a delayed-draw basis, $10.0 million.
−Removed: On November 21, 2024, we further exercised the remaining $10.0 million under the 2022 Term Loan.
+Added: On August 9, 2021, we entered into a Credit Agreement, as amended from time-to-time (the "Prior Credit Facilities"), which included a (i) $150.0 million revolving credit facility, (ii) $75.0 million unsecured term loan and (iii) $175.0 million senior unsecured delayed draw term loan.
+Added: On September 19, 2025 (the "CF Closing Date"), we amended and restated the Prior Credit Facilities in their entirety to provide for a (1) $150.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and (2) $290.0 million term loan facility consisting of a (I) $175.0 million delayed drawn term loan (the "2028 Term Loan"), all of which was previously advanced to us under the Prior Credit Facilities and (II) $115.0 million senior unsecured term loan (the “2030 Term Loan,” and, collectively with the 2028 Term Loan, the "Term Loans").
+Added: The 2030 Term Loan consists of (x) the $75.0 million senior unsecured term loan previously advanced under the Prior Credit Facility which remained outstanding as of the CF Closing Date and (y) $40.0 million of new term loans advanced to the Company on the CF Closing Date.
+Added: On February 20, 2026, the Company entered into the Commitment Amount Increase Request (the "Commitment Increase") pursuant to which (A) the Revolving Credit Facility was increased to $250.0 million in the aggregate, (B) the 2028 Term Loan was increased to $190.0 million in the aggregate and (C) The Bank of Nova Scotia was added as a lender under the Credit Agreement;
+Added: our $115.0 million 2030 Term Loan was unaffected by the Commitment Increase.
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.
We amortize on a non-cash basis the deferred financing costs associated with our debt to interest expense using the straight-line method, which approximates the effective interest rate method over the terms of the related loans.
+Added: Debt discounts represent fair value adjustments to account for the
+Added: difference between the stated rates and market rates of debt assumed or entered in connection with our property acquisitions.
+Added: The debt premiums discounts are amortized to interest expense over the term of the related loans using the straight-line method,
+Added: which approximates the effective-interest rate method.
Any changes to the debt structure, including debt financing associated with property acquisitions, could materially influence the operating results depending on the terms of any such indebtedness.
3 unchanged sentences
If we fail to qualify for taxation as a REIT in any taxable year and do not qualify for certain statutory relief provisions, our income for that year will be taxed at regular corporate rates, and we would be disqualified from taxation as a REIT for the four taxable years following the year during which we ceased to qualify as a REIT.
−Removed: Even though we qualify as a REIT for federal income tax purposes, we may still be subject to state and local taxes on our income and assets and to federal income and excise taxes on our undistributed income.
+Added: Even though we qualify to be taxed as a REIT for federal income tax purposes, we may still be subject to state and local taxes on our income and assets and to federal income and excise taxes on our undistributed income.
Additionally, any income earned by our existing TRS and any other TRS we may form in the future will be subject to federal, state and local corporate income tax.
Lease Renewal
−Removed: As of February 26, 2025, the leases at seven of our properties, representing approximately 28,258 net leasable interior square feet, had expired and the USPS was occupying such properties as a holdover tenant.
+Added: As of February 24, 2026, the leases at nine of our properties, representing approximately 29,000 net leasable interior square feet, had expired and the USPS was occupying such properties as a holdover tenant.
"Properties—Lease Expiration Schedule”.
1 unchanged sentence
When a lease expires, the USPS becomes a holdover tenant on a month-to-month basis typically paying the greater of estimated market rent or the rent amount under the expired lease.
−Removed: 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.
+Added: While we currently anticipate that we will renew
+Added: 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.
Even if we are able to renew these expired leases, the lease terms may not be comparable to those of the previous leases.
13 unchanged sentences
General and administrative 17,192 16,008 1,184 7.4 %
−Removed: Casualty and impairment losses, net
−Removed: 404 — 404 N/A
+Added: Casualty and impairment (gains) losses, net
+Added: (775) 404 (1,179) (291.8) %
Depreciation and amortization 23,989 22,202 1,787 8.0 %
Total operating expenses 61,436 57,588 3,848 6.7 %
−Removed: Gain on sale of real estate assets 2,393 — 2,393 N/A
+Added: (Loss) gain on sale of real estate assets
+Added: (49) 2,393 (2,442) (102.0) %
Income from operations 34,338 21,177 13,161 62.1 %
2 unchanged sentences
Contractual interest expense (15,239) (12,041) (3,198) 26.6 %
−Removed: Write-off and amortization of deferred financing fees (746) (686) (60) 8.7 %
+Added: Write-off and amortization of deferred financing fees and amortization of debt discount
+Added: (869) (746) (123) 16.5 %
+Added: Loss on early extinguishment of debt (142) — (142) N/A
Interest income 7 26 (19) (73.1) %
4 unchanged sentences
Rental income – Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants.
−Removed: Rental income increased by $12.2 million to $73.1 million for the year ended December 31, 2024 from $61.0 million for the year ended December 31, 2023, primarily due to the volume of our acquisitions.
−Removed: Fee and other - Fee and other revenue increased by $0.5 million to $3.2 million for the year ended December 31, 2024 from $2.7 million for the year ended December 31, 2023, primarily due to an increase in income received from advisory services and management fees.
+Added: Rental income increased by $20.2 million to $93.3 million for the year ended December 31, 2025 from $73.1 million for the year ended December 31, 2024, primarily due to the volume of our acquisitions and the execution of new leases with annual escalations.
+Added: Fee and other - Fee and other revenue decreased by $(0.7) million to $2.5 million for the year ended December 31, 2025 from $3.2 million for the year ended December 31, 2024, primarily due to a decrease in management fees and income received from advisory services.
Operating Expenses
3 unchanged sentences
The remainder of the increase of $0.4 million is related to expenses for repairs and maintenance and insurance, which increase is primarily due to the volume of our acquisitions.
−Removed: General and administrative – General and administrative expenses increased by $1.4 million to $16.0 million for the year ended December 31, 2024 from $14.7 million for the year ended December 31, 2023, 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 2023 and 2024.
−Removed: Casualty and impairment losses, net – Casualty and impairment losses, net for the year ended December 31, 2024 was $0.4 million which primarily reflects a casualty loss for an asset damaged as a result of vandalism.
−Removed: No casualty and impairment losses, net occurred for the year ended December 31, 2023.
+Added: General and administrative – General and administrative expenses increased by $1.2 million to $17.2 million for the year ended December 31, 2025 from $16.0 million for the year ended December 31, 2024, primarily due to an increase in public-company related costs, an increase in net compensation costs and the reclassification to compensation cost of the amount of dividends and distributions previously charged to retained earnings and noncontrolling interest related to awards that were forfeited.
+Added: This is offset by the reversal of previously recognized compensation cost on the forfeited awards in connection with the departure of the Company's former Chief Financial Officer.
+Added: Casualty and impairment (gains) losses, net – Casualty and impairment (gains) losses, net for the year ended December 31, 2025 was $(0.8) million which primarily reflects $1.0 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs.
+Added: This is offset by $2.2 million of related insurance claims resulting in a net gain of $1.2 million offset by $0.2 million for an impairment on an asset that was reclassified to Assets Held for Sale and sold in the fourth quarter of 2025 and $0.2 million for an impairment on a held for use property.
+Added: Casualty and impairment (gains) losses, net for the year ended December 31, 2024 was $0.4 million which primarily reflects a casualty loss for an asset damaged as a result of vandalism.
Depreciation and amortization – Depreciation and amortization expense increased by $1.8 million to $24.0 million for the year ended December 31, 2025 from $22.2 million for the year ended December 31, 2024, primarily due to the volume of our acquisitions.
−Removed: Gain on sale of real estate assets
+Added: (Loss) gain on sale of real estate assets
+Added: During the year ended December 31, 2025, the Company sold two real estate properties for net proceeds of $1.4 million and recorded a loss of $0.05 million.
Gain on sale of real estate assets includes the sale of two properties during the year ended December 31, 2024.
−Removed: No properties were sold during the year ended December 31, 2023.
−Removed: Other income primarily includes insurance recoveries related to property damage claims.
−Removed: Other income decreased by $0.7 million to $0.02 million for the year ended December 31, 2024 from $0.7 million for the year ended December 31, 2023, primarily due to lower insurance recoveries from claims.
Total Interest Expense, Net
During the year ended December 31, 2025, we incurred total interest expense, net of $16.2 million compared to $12.8 million for the year ended December 31, 2024.
−Removed: The increase in interest expense of $2.7 million was primarily due to additional borrowings under the Credit Facilities and increased interest rates.
+Added: The increase in interest expense of $3.5 million was primarily due to additional borrowings under the Credit Facilities and to an increase in net borrowings on our Credit Facilities (including the $40.0 million of term loan proceeds borrowed on September 19, 2025) and an increase of $0.1 million for loss on early extinguishment of debt which is comprised of a $0.06 million loss from the write-off of unamortized debt issuance costs attributable to a previous creditor in the Revolving Credit Facility and 2030 Term Loan portions of our Prior Credit Facilities not participating in such respective portions of our current Credit Facilities and $0.08 million of third-party fees associated with the modification of our Term Loans.
Comparison of the year ended December 31, 2025 and the year ended December 31, 2024
1 unchanged sentence
Cash flows from operating activities – Net cash provided by operating activities increased by $11.0 million to $44.5 million for the year ended December 31, 2025 compared to $33.5 million for the year ended December 31, 2024.
−Removed: The increase is due to the volume of our acquisitions and the execution of new leases with rental escalations, all of which have generated additional rental income and related changes in working capital.
−Removed: Cash flows from investing activities – Net cash used in investing activities of $79.1 million for the year ended December 31, 2024 primarily consisted of $84.8 million of acquisitions and capital improvements offset by $6.0 million in proceeds received from the sale of real estate assets.
−Removed: Net cash used in investing activities of $72.6 million for the year ended December 31, 2023 primarily consisted of $73.1 million of acquisitions and capital improvements offset by $0.7 million of insurance proceeds that were received.
−Removed: Cash flows from financing activities – Net cash provided by financing activities decreased by $(0.3) million to $45.3 million for the year ended December 31, 2024 compared to $45.0 million for the year ended December 31, 2023.
−Removed: The decrease was primarily related to an increase in payments of dividends and distributions and a decrease in net proceeds from issuance of shares partially offset by an increase in borrowings from term loans and the Revolving Credit Facility during the year ended December 31, 2024.
+Added: is due to the volume of our acquisitions and the execution of new leases with rental escalations, all of which have generated additional rental income and related changes in working capital.
+Added: Cash flows from investing activities – Net cash used in investing activities of $123.7 million for the year ended December 31, 2025 primarily consisted of $126.3 million of acquisitions and capital improvements offset by $3.0 million in proceeds received from the sale of real estate assets and property damage claims.
+Added: Net cash used in investing activities of $79.1 million for the year ended December 31, 2024 primarily consisted of $84.8 million of acquisitions and capital improvements offset by $6.0 million in proceeds received from the sale of real estate assets.
+Added: Cash flows from financing activities – Net cash provided by financing activities increased by $33.4 million to $78.7 million for the year ended December 31, 2025 compared to $45.3 million for the year ended December 31, 2024.
+Added: The increase was primarily related to an increase in net borrowings on our Credit Facilities of $10.0 million (including the $40.0 million term loan proceeds borrowed on September 19, 2025) and higher net proceeds received from the issuance of shares.
+Added: This is offset by debt issuance costs on our Credit Facility and an increase in the payment of dividends and distributions for the year ended December 31, 2025.
Liquidity and Capital Resources
1 unchanged sentence
Revolving Credit Facility and Term Loans
−Removed: On August 9, 2021, we entered into the Credit Facilities, which initially included the $150.0 million Revolving Credit Facility and the $50.0 million 2021 Term Loan, with Bank of Montreal, as administrative agent, and BMO Capital Markets Corp., M&T Bank, JPMorgan Chase Bank, N.A.
−Removed: and Truist Securities, Inc.
−Removed: as joint lead arrangers and joint book runners.
−Removed: Additional participants in the Credit Facilities include Stifel Bank & Trust and TriState Capital Bank.
−Removed: 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").
−Removed: On December 6, 2022, we exercised $40.0 million of accordion feature under the 2022 Term Loan.
−Removed: On July 24, 2023, we entered into the Second Amendment and further exercised $35.0 million of accordion under the Term Loans.
−Removed: On October 25, 2024, we entered into the Third Amendment and increased our commitments on the 2022 Term Loan and further exercised $50.0 million.
+Added: On August 9, 2021, we entered into the Prior Credit Facilities, which included a (i) $150.0 million Revolving Credit Facility, (ii) $75.0 million unsecured term loan and (iii) $175.0 million senior unsecured delayed draw term loan.
+Added: On the CF Closing Date, we amended and restated the Prior Credit Facilities in their entirety to provide for a (1) $150.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and (2) $290.0 million term loan facility consisting of a (I) $175.0 million delayed drawn term loan (the "2028 Term Loan"), all of which was previously advanced to us under the Prior Credit Facilities and (II) $115.0 million senior unsecured term loan (the “2030 Term Loan,” and, collectively with the 2028 Term Loan, the "Term Loans").
+Added: The 2030 Term Loan consists of (x) the $75.0 million senior unsecured term loan previously advanced under the Prior Credit Facility which remained outstanding as of the CF Closing Date and (y) $40.0 million of new term loans advanced to us on the CF Closing Date.
As of December 31, 2025, we had $329.0 million of aggregate principal amount outstanding under our Credit Facilities, with $175.0 million drawn on the 2028 Term Loan, $115.0 million drawn on the 2030 Term Loan and $39.0 million drawn on the Revolving Credit Facility.
+Added: On February 20, 2026, our capacity and availability under the Credit Facilities were impacted by our entry into the Commitment Increase, as more fully described in "Indebtedness and Interest Expense," above.
The Credit Facilities include an accordion feature which permit us to borrow up to an additional (i) $150.0 million under the Revolving Credit Facility and (ii) $100.0 million under the Term Loans, subject to customary terms and conditions.
−Removed: 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.
+Added: After giving effect to the Commitment Increase, $50.0 million remains under the Revolving Credit Facility accordion and (2) $85.0 million remains under the accordion for the Term Loans.
+Added: The Revolving Credit Facility matures in November 2029, the 2030 Term Loan matures in January 2030 and the 2028 Term Loan matures in February 2028.
+Added: Each of the Revolving Credit Facility and the 2030 Term Loan Facility may be extended for one 12-month period at the Company's sole option.
Borrowings under the Credit Facilities carry an interest rate of, (i) in the case of the Revolving Credit Facility, either a base rate plus a margin ranging from 0.5% to 1.0% per annum or Adjusted Term SOFR (as defined below) plus a margin ranging from 1.5% to 2.0% per annum, or (ii) in the case of the Term Loans, either a base rate plus a margin ranging from 0.45% to 0.95% per annum or Adjusted Term SOFR plus a margin ranging from 1.45% to 1.95% per annum, in each case depending on a consolidated leverage ratio.
2 unchanged sentences
The Credit Facilities require compliance with consolidated financial maintenance covenants to be tested quarterly, including a minimum fixed charge coverage ratio, maximum total leverage ratio, minimum tangible net worth, maximum secured leverage ratio, maximum unsecured leverage ratio, minimum unsecured debt service coverage ratio and maximum secured recourse leverage ratio.
−Removed: 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.
+Added: The Credit Facilities also contain certain customary events of default, including the failure to make timely payments under the Credit Facilities, any event
+Added: 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 December 31, 2025, we were in compliance with all of the Credit Facilities’ debt covenants.
−Removed: As of December 31, 2024, we had nine interest rate swaps with a total notional amount of $250.0 million that are used to manage our interest rate risk and fix the SOFR component on the Term Loans of the Credit Facilities (together, the "Interest Rate Swaps").
+Added: As of December 31, 2025, we had eleven interest rate swaps with a total notional amount of $290.0 million that are used to manage our interest rate risk and fix the SOFR component on the Term Loans of the Credit Facilities (together, the "Interest Rate Swaps").
Derivatives and Hedging Activities in the Notes to our Consolidated Financial Statements included under Item 8 herein for further details regarding the Interest Rate Swaps.
3 unchanged sentences
We have an effective shelf registration statement on file with the SEC under which we may issue equity financing through the instruments and on the terms most attractive to us at such time, including through our $150.0 million ATM Program.
−Removed: Our long-term liquidity requirements primarily consist of funds necessary for the repayment of debt at maturity, distributions to our limited partners and distributions to our stockholders required to qualify for REIT status, property
−Removed: acquisitions and non-recurring capital improvements.
+Added: Our long-term liquidity requirements primarily consist of funds necessary for the repayment of debt at maturity, distributions to our limited partners and distributions to our stockholders required to qualify for REIT status, property acquisitions and non-recurring capital improvements.
We expect to meet our long-term liquidity requirements with net cash from operations, long-term indebtedness including our Credit Facilities and mortgage financing, the issuance of equity and debt securities and proceeds from select sales of our properties.
8 unchanged sentences
Such alternatives may include, among other things, divesting ourselves of properties (whether or not the sales price is optimal or otherwise meets our strategic long-term objectives), incurring indebtedness or issuing equity securities in public or private transactions, the availability and attractiveness of the terms of which cannot be assured.
+Added: Material Capital Improvement Projects
+Added: In the fourth quarter of 2025, the Company completed all necessary capital improvement work at one of its two owned properties located in Pauline, Kansas (the "Pauline CIP").
+Added: During the fourth quarter of 2025, the Company incurred $0.2 million of costs associated with the Pauline CIP, none of which was offset by insurance proceeds.
+Added: The timing and amount of any additional insurance recoveries related to the Pauline CIP, if any, remain subject to customary claims processe s.
Consolidated Indebtedness
4 unchanged sentences
2024 Interest
−Removed: December 31, 2024 Maturity Date
+Added: December 31, 2025
+Added: Maturity Date
Revolving Credit Facility (1)(2)(3)
−Removed: Revolving Credit Facility $ 14,000 $ 9,000 SOFR+148 bps (2)
−Removed: 2021 Term Loan 75,000 75,000 SOFR+143 bps (2)
−Removed: 2022 Term Loan 175,000 125,000 SOFR+143 bps (2)
+Added: $ 39,000 $ 14,000 SOFR+150 bps (2)
+Added: November 2029
+Added: 2030 Term Loan (formerly 2021 Term Loan )(2)
+Added: 115,000 75,000 SOFR+145 bps (2)
+Added: 2028 Term Loan (formerly 2022 Term Loan)
+Added: 175,000 175,000 SOFR+145 bps (2)
February 2028
15 unchanged sentences
During the years ended December 31, 2025 and 2024, we incurred $0.2 million and $0.3 million, respectively, of unused facility fees related to the Revolving Credit Facility.
−Removed: (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”).
−Removed: Upon our achievement of certain sustainability targets for 2023, the applicable
−Removed: margins for the Credit Facilities were reduced by 0.02% for the year ended December 31, 2024, which is reflected in the margins noted in the table above.
+Added: (2) The Revolving Credit Facility matures in November 2029 and the 2030 Term Loan matures in January 2030, each of which may be extended for one twelve-month period at the Company's sole option.
+Added: The interests rate of the Credit Facilities is based upon the one-month Adjusted Term SOFR, which is SOFR, plus, for periods prior to the CF Closing Date, a term SOFR adjustment of 0.10%, subject to a 0% floor (the “Adjusted Term SOFR”).
(3) Five properties are collateralized under this loan and Mr.
6 unchanged sentences
(6) In connection with the acquisition of a property, we obtained seller financing secured by the property in the amount of $0.4 million requiring five annual payments of principal and interest of $0.1 million with the first installment due on January 2, 2021 based on a 6.0% interest rate per annum through January 2, 2025.
+Added: As of January 2, 2025, the seller financing has been fully repaid.
(7) The loan is secured by a first mortgage lien on an industrial property located in Warrendale, Pennsylvania.
The loan has a fixed interest rate of 2.80% with interest-only payments for the first five years (ending in January 2026) and fixed payments of principal and interest thereafter based on a 30-year amortization schedule.
−Removed: (8) In connection with the acquisition of two properties, the Company obtained seller financing secured by the properties in the amount of $1.4 million based on a fixed interest rate of 5.00% with interest-only payments through September 1, 2039.
+Added: (8) In connection with the acquisition of two properties, we obtained seller financing secured by the properties in the amount of $1.4 million based on a fixed interest rate of 5.00% with interest-only payments through September 1, 2039.
Secured Borrowings as of December 31, 2025
3 unchanged sentences
Payments Due by Period
−Removed: Contractual Obligations Total 2025 2026 to 2027 2028 to 2029 More than
+Added: Contractual Obligations Total 2026
Credit Facilities $ 329,000 $ — $ 175,000 $ 154,000 $ —
7 unchanged sentences
(1) The amounts shown relate to (i) the Revolving Credit Facility based on the outstanding balance and interest rate in effect as of December 31, 2025 and assuming an unused facility fee under the Revolving Credit Facility through the remainder of the term based on such outstanding balance, (ii) the Term Loans based on the interest rate fixed through the Interest Rate Swaps and outstanding balance as of December 31, 2025 and (iii) the mortgage loans based on the outstanding balance and, for mortgage loans with interest rates adjustable after a certain period, interest rate in effect as of December 31, 2025 with respect to their future interest payments.
−Removed: (2) Operating lease obligations relate to three leases for our corporate headquarters and 10 ground leases at certain of our properties.
+Added: (2) Operating lease obligations relate to one lease for our corporate headquarters and 15 ground leases at certain of our properties.
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.
3 unchanged sentences
As of the date of this report, we had $31.0 million drawn on the Revolving Credit Facility.
+Added: On February 20, 2026, we entered into the Commitment Amount Increase Request (the "Commitment Increase") pursuant to which (i) the Revolving Credit Facility was increased to $250.0 million in the aggregate, (ii) the 2028 Term Loan was increased to $190.0 million in the aggregate (all of which has been advanced to the Company) and (iii) The Bank of Nova Scotia was added as a lender under the Credit Agreement.
+Added: As of February 24, 2026, and after giving effect to the Commitment Increase, (1) $50.0 million remains under the Revolving Credit Facility accordion and (2) $85.0 million remains under the
+Added: accordion for the Term Loan.
+Added: Subsequent to the end of the year, on February 24, 2026 we amended the ATM Program to increase the aggregate amount under the program to $300.0 million.
+Added: On February 24, 2026, we also entered into a separate open market sale agreements for the ATM Program (the "Additional Sale Agreements") with each of (i) J.P.
+Added: Morgan Securities LLC (“J.P.
+Added: Morgan”) and Scotia Capital (USA) Inc.
+Added: (“ScotiaBank”), as additional sales agents, (ii) JPMorgan Chase Bank, National Association and The Bank of Nova Scotia as additional forward purchasers, and (iii) J.P.
+Added: Morgan and ScotiaBank as additional forward sellers (in each case in its capacity as agent for its affiliated forward purchaser).
+Added: The Additional Sale Agreements also provide that, in addition to the issuance and sale of shares of our Class A common stock by us through J.P.
+Added: Morgan and ScotiaBank, we may also enter into one or more forward sale agreements under a master forward confirmation and related supplemental confirmations, each between us and JPMorgan Chase Bank, National Association and The Bank of Nova Scotia.
2026 Real Estate Transactions
Subsequent to December 31, 2025, we have acquired 28 properties in individual or small portfolio transactions for approximately $10.3 million, excluding closing costs.
−Removed: Subsequent to December 31, 2024, we sold one vacant property for a total sales price of approximately $0.8 million.
Our Board of Directors approved and, on January 29, 2026, we declared a fourth quarter 2025 common stock dividend of $0.245 per share which is payable on February 27, 2026 to stockholders of record on February 13, 2026.
42 unchanged sentences
During the year ended December 31, 2025, based upon an accumulation of costs in excess of what was originally expected, we assessed the recoverability of the carrying amount of our real estate and related intangibles.
+Added: The assessment resulted in the remeasurement of two properties, which were written down to their estimated fair value and were classified as Level 3 in the fair value hierarchy.
+Added: Our estimate of the fair value was based on a discounted cash flow analysis.
+Added: We used two significant unobservable inputs which was the cash flow discount rate (11.0%) and the terminal capitalization rate (10.0%).
+Added: The remeasurements resulted in impairment losses of $0.2 million, which is included in "Casualty and impairment (gains) losses, net" in the Consolidated Statements of Operations and Comprehensive Income.
+Added: During the year ended December 31, 2024, based upon an accumulation of costs in excess of what was originally expected, we assessed the recoverability of the carrying amount of our real estate and related intangibles.
The assessment resulted in the remeasurement of one property, which was written down to its estimated fair value and was classified as Level 3 in the fair value hierarchy.
1 unchanged sentence
We used two significant unobservable inputs which was the cash flow discount rate (11.0%) and the terminal capitalization rate (10.0%).
−Removed: The remeasurement resulted in an impairment loss of $0.1 million, which is included in "Casualty and impairment loss, net" in the Consolidated Statements of Operations and Comprehensive Income.
−Removed: No impairment was recorded during the year ended December 31, 2023.
+Added: The remeasurement resulted in an impairment loss of $0.1 million, which is included in "Casualty and impairment (gains) losses, net" in the Consolidated Statements of Operations and Comprehensive Income.
+Added: We use the held for sale impairment model for our properties classified as held for sale, which is different from the held and used impairment model.
+Added: Under the held for sale impairment model, an impairment charge is recognized if the carrying amount of the long-lived asset classified as held for sale exceeds its fair value less cost to sell.
+Added: Because of these two different
+Added: models, it is possible for a long-lived asset previously classified as held and used to require the recognition of an impairment charge upon classification as held for sale.
+Added: We recorded an impairment of $0.2 million which is included in "Casualty and impairment (gains) losses, net" in the Consolidated Statements of Operations and Comprehensive Income for the year ended December 31, 2025.
+Added: The property was subsequently sold during 2025 at a price equal to the carrying value.
New Accounting Pronouncements
1 unchanged sentence
Summary of Significant Accountant Policies in the Notes to the Consolidated Financial Statements.
−Removed: 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.
+Added: Because many 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.
A majority of our leases provide for tenant reimbursement of real estate taxes and thus the tenant must reimburse us for real estate taxes.
1 unchanged sentence
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.