Global Net Lease, Inc. — Q1 2024 Form 10-Q Summary
Business context and reporting period
Global Net Lease, Inc. is a REIT focused on global income-producing net-lease real estate across the U.S., Canada and Europe. This unaudited Form 10-Q covers the three months ended March 31, 2024.
Following the September 2023 acquisition of The Necessity Retail REIT and internalization of advisory and property-management functions, GNL owned 1,277 properties totaling 66.9 million rentable square feet. The portfolio was 92.8% leased, with a 6.5-year weighted-average remaining lease term. Approximately 80% of annualized rental income was from the U.S. and Canada and 20% from Europe; 58.2% was attributed to actual or implied investment-grade tenants.
Key financial metrics
| Metric | Q1 2024 | Q1 2023 |
|---|---|---|
| Revenue from tenants | $206.0 million | $94.3 million |
| Net operating income | $168.2 million | $86.2 million |
| Operating income | $58.8 million | $30.4 million |
| Net loss | $23.8 million | $0.9 million |
| Net loss attributable to common stockholders | $34.7 million | $6.0 million |
| Basic and diluted loss per share | $0.15 | $0.06 |
| FFO attributable to common stockholders | $55.8 million | $31.0 million |
| Core FFO attributable to common stockholders | $56.6 million | $31.1 million |
| AFFO attributable to common stockholders | $75.0 million | $39.8 million |
| Net cash provided by operating activities | $92.2 million | $63.0 million |
Revenue increased 118.4% year over year, while operating income represented approximately 28.6% of revenue and consolidated NOI represented approximately 81.6% of revenue. The net loss margin was approximately 11.5%. FFO, Core FFO and AFFO are non-GAAP measures and are not substitutes for GAAP net income or operating cash flow.
Balance sheet, debt and liquidity
- Total assets were $8.0 billion and net real estate investments were $7.4 billion at March 31, 2024.
- Cash and cash equivalents were $131.9 million; cash, cash equivalents and restricted cash totaled $183.7 million.
- Debt consisted of $2.5 billion of net mortgage notes, $1.8 billion under the revolving credit facility and $890.9 million of senior notes.
- Total debt was approximately $5.4 billion, with a 64.9% debt-to-real-estate purchase-price leverage ratio and a 3.3-year weighted-average debt maturity.
- Approximately 84% of debt was fixed-rate or swapped to fixed, at a weighted-average rate of 4.3%; 16% was variable-rate debt at a weighted-average rate of 7.3%.
- Only approximately $43.5 million was available under the $1.95 billion revolving credit facility at March 31, 2024. The facility matures October 8, 2026, subject to extension options.
- GNL reported compliance with the revolving-credit and senior-note covenants. Four property-level debt instruments had covenant-related issues that were cured through letters of credit or restricted cash arrangements.
Cash flow, dividends and capital allocation
- Operating cash flow of $92.2 million covered 99.4% of $92.7 million of dividends and distributions paid during the quarter; $0.5 million came from available cash.
- Investing cash flow was positive $35.2 million, reflecting $43.1 million of property-sale proceeds, partially offset by $8.0 million of capital expenditures. No properties were acquired during the quarter.
- Financing cash flow was negative $107.9 million, primarily due to common and preferred dividends and mortgage principal repayments, partially offset by $27.3 million of net revolver borrowings.
- The common dividend paid during the quarter was $0.354 per share. In February 2024, the Board reduced the annualized common dividend rate to $1.10 per share, or $0.275 per quarter, effective with the dividend declared in April 2024, to support deleveraging.
Material changes versus the prior comparable period
- The year-over-year comparisons are substantially affected by the September 2023 RTL acquisition and internalization merger; therefore, the periods are not fully comparable.
- Revenue and NOI increased primarily because the acquired RTL portfolio contributed $66.8 million of multi-tenant retail revenue and significant additional single-tenant retail revenue.
- Operating fees to related parties fell to zero from $10.1 million because external advisory and property-management agreements were terminated. General and administrative expense increased to $16.2 million from $5.7 million as GNL assumed employee compensation and corporate overhead.
- Interest expense increased to $82.8 million from $27.0 million, driven by debt assumed in the merger, additional revolver borrowings and higher weighted-average borrowing costs.
- Depreciation and amortization increased to $92.0 million from $37.0 million, primarily because of the larger post-merger asset base.
- GNL recorded $4.3 million of impairment charges on six U.S. properties and a $5.9 million gain on the sale of 19 properties. No comparable impairment or property sales were recorded in Q1 2023.
Outlook, commentary, risks and unusual items
- Management expects operating cash flow and existing cash to fund near-term dividends and anticipated capital expenditures, but dividend capacity remains subject to cash flow, debt covenants, REIT requirements and Board decisions.
- GNL intends to manage leverage through strategic or opportunistic dispositions. At the filing date, definitive agreements covered 42 properties totaling $481.9 million of expected proceeds, and non-binding letters of intent covered three properties totaling $8.6 million. Completion and pricing are not assured.
- Subsequent to quarter-end, GNL sold seven properties for approximately $18.2 million and entered into a $237.0 million five-year, fixed-rate CMBS loan at 5.74%, secured by 20 industrial properties. Proceeds were used to repay revolver borrowings.
- In April 2024, GNL repaid the $127.5 million McLaren mortgage using GBP revolver borrowings.
- Interest-rate, refinancing, foreign-currency and property-value risks remain significant given leverage, limited revolver availability and the 3.3-year weighted-average debt maturity. The company uses interest-rate swaps and foreign-currency derivatives, but derivative values can affect reported earnings.
- Approximately 78.2% of leases contain rent-escalation provisions, while 21.8% do not. Inflation, tenant credit, occupancy, lease renewals and operating costs may affect results.
- No formal quantitative earnings or revenue guidance was provided in the filing. Management stated that the results for the quarter are not necessarily indicative of full-year results.
- There were no material pending legal or regulatory proceedings reported, and management stated that disclosure controls and procedures were effective.
Important facts for investors to verify
- Reconcile AFFO and dividend coverage, including the distinction between the company’s AFFO and the “Adjusted FFO” definition in the revolving-credit agreement.
- Review the $490.6 million of announced or proposed dispositions, including closing conditions, sale prices and use of proceeds for debt reduction.
- Monitor 2024 and 2025 debt maturities, the limited $43.5 million revolver availability and compliance with property-level covenants.
- Assess the sustainability of the reduced common dividend given operating cash flow, required preferred dividends, capital expenditures and refinancing needs.
- Evaluate portfolio occupancy, lease expirations, tenant credit quality and exposure to office and multi-tenant retail properties.
- Consider the effect of the RTL merger on period comparability and on depreciation, amortization, interest expense and goodwill.