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What changed in ONE LIBERTY PROPERTIES INC's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of ONE LIBERTY PROPERTIES INC's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+219 added−219 removedSource: 10-K (2025-03-06) vs 10-K (2024-03-06)

Top changes in ONE LIBERTY PROPERTIES INC's 2024 10-K

219 paragraphs added · 219 removed · 168 edited across 3 sections

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

49 edited+25 added−26 removed49 unchanged
Biggest changeIn evaluating our performance, management is careful to examine GAAP measures such as net income and cash flows from operating, investing and financing activities. 39 Table of Contents The following tables provide a reconciliation of net income and net income per common share (on a diluted basis) in accordance with GAAP to FFO and AFFO for the years indicated (dollars in thousands, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ ​ December 31, ​ 2023 2022 GAAP net income attributable to One Liberty Properties, Inc. ​ $ 29,614 ​ $ 42,177 Add: depreciation and amortization of properties ​ ​ 24,063 ​ ​ 23,193 Add: our share of depreciation and amortization of unconsolidated joint ventures ​ ​ 477 ​ ​ 519 Add: amortization of deferred leasing costs ​ ​ 726 ​ ​ 588 Add: our share of amortization of deferred leasing costs of unconsolidated joint ventures ​ ​ 18 ​ ​ 21 Add: our share of impairment loss of unconsolidated joint venture property ​ ​ 850 ​ ​ — Add: equity in loss from sale of unconsolidated joint venture property ​ 108 ​ — Deduct: gain on sale of real estate, net ​ (17,008) ​ (16,762) Adjustments for non-controlling interests ​ ​ 148 ​ ​ (67) NAREIT funds from operations applicable to common stock ​ 38,996 ​ 49,669 Deduct: straight-line rent accruals and amortization of lease intangibles ​ ​ (2,717) ​ ​ (3,240) Deduct: our share of straight-line rent accruals and amortization of lease intangibles of unconsolidated joint ventures ​ ​ (19) ​ ​ (27) Deduct: other income and income on settlement of litigation ​ ​ (112) ​ ​ (5,388) Deduct: additional rent from ground lease tenant ​ ​ (16) ​ ​ (4,626) Deduct: income on insurance recovery from casualty loss ​ ​ — ​ ​ (918) Deduct: lease termination fee income ​ ​ — ​ ​ (25) Deduct: our share of unconsolidated joint venture lease termination fee income ​ ​ (21) ​ ​ (25) Add: amortization of restricted stock and RSU compensation ​ 5,367 ​ 5,507 Add: amortization and write-off of deferred financing costs ​ 839 ​ 1,115 Add: amortization of lease incentives ​ ​ 121 ​ ​ 44 Add: amortization of mortgage intangible assets ​ ​ 114 ​ ​ 12 Add: our share of amortization of deferred financing costs of unconsolidated joint venture ​ ​ 42 ​ ​ 17 Adjustments for non-controlling interests ​ ​ 1 ​ ​ 14 Adjusted funds from operations applicable to common stock ​ $ 42,595 ​ $ 42,129 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ ​ December 31, ​ 2023 2022 GAAP net income attributable to One Liberty Properties, Inc. ​ $ 1.38 ​ $ 1.99 Add: depreciation and amortization of properties ​ ​ 1.13 ​ ​ 1.09 Add: our share of depreciation and amortization of unconsolidated joint ventures ​ ​ .02 ​ ​ .02 Add: amortization of deferred leasing costs ​ ​ .03 ​ ​ .03 Add: our share of amortization of deferred leasing costs of unconsolidated joint ventures ​ ​ — ​ ​ — Add: our share of impairment loss of unconsolidated joint venture property ​ ​ .04 ​ ​ — Add: equity in loss from sale of unconsolidated joint venture property ​ ​ .01 ​ ​ — Deduct: gain on sale of real estate, net ​ ​ (.80) ​ ​ (.79) Adjustments for non-controlling interests ​ ​ .01 ​ ​ — NAREIT funds from operations per share of common stock (a) ​ 1.82 ​ 2.34 Deduct: straight-line rent accruals and amortization of lease intangibles ​ ​ (.13) ​ ​ (.16) Deduct: our share of straight-line rent accruals and amortization of lease intangibles of unconsolidated joint ventures ​ ​ — ​ ​ — Deduct: other income and income on settlement of litigation ​ ​ (.01) ​ ​ (.25) Deduct: additional rent from ground lease tenant ​ ​ — ​ ​ (.22) Deduct: income on insurance recovery from casualty loss ​ ​ — ​ ​ (.04) Deduct: lease termination fee income ​ ​ — ​ ​ — Deduct: our share of unconsolidated joint venture lease termination fee income ​ ​ — ​ ​ — Add: amortization of restricted stock and RSU compensation ​ ​ .25 ​ ​ .26 Add: amortization and write-off of deferred financing costs ​ ​ .04 ​ ​ .05 Add: amortization of lease incentives ​ ​ .01 ​ ​ — Add: amortization of mortgage intangible assets ​ ​ .01 ​ ​ — Add: our share of amortization of deferred financing costs of unconsolidated joint venture ​ ​ — ​ ​ — Adjustments for non-controlling interests ​ ​ — ​ ​ — Adjusted funds from operations per share of common stock (a) ​ $ 1.99 ​ $ 1.98 (a) The weighted average number of diluted common shares used to compute FFO and AFFO applicable to common stock includes unvested restricted shares that are excluded from the computation of diluted EPS. ​ ​ 40 Table of Contents The $10.7 million, or 21.5%, decrease in FFO is due primarily to: ● the inclusion, in the corresponding 2022 period, of (i) $5.4 million from the Round Rock Settlement, (ii) $4.6 million from the litigation settlement proceeds from The Vue (included in rental income), and (iii) $918,000 of income on insurance recovery from casualty loss, ● a $1.2 million increase in interest expense, ● a $936,000 increase in real estate operating expenses, and ● a $564,000 increase in general and administrative expense.
Biggest changeIn evaluating our performance, management is careful to examine GAAP measures such as net income and cash flows from operating, investing and financing activities. 38 Table of Contents The following tables provide a reconciliation of net income and net income per common share (on a diluted basis) in accordance with GAAP to FFO and AFFO for the years indicated (dollars in thousands, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ ​ December 31, ​ 2024 2023 GAAP net income attributable to One Liberty Properties, Inc. ​ $ 30,417 ​ $ 29,614 Add: depreciation and amortization of properties ​ ​ 23,495 ​ ​ 24,063 Add: our share of depreciation and amortization of unconsolidated joint ventures ​ ​ 22 ​ ​ 477 Add: impairment loss ​ ​ 1,086 ​ ​ — Add: amortization of deferred leasing costs ​ ​ 796 ​ ​ 726 Add: our share of amortization of deferred leasing costs of unconsolidated joint ventures ​ ​ 12 ​ ​ 18 Add: our share of impairment loss of unconsolidated joint venture property ​ ​ — ​ ​ 850 Add: equity in loss from sale of unconsolidated joint venture property ​ — ​ 108 Deduct: gain on sale of real estate, net ​ (18,007) ​ (17,008) Adjustments for non-controlling interests ​ ​ 206 ​ ​ 148 NAREIT funds from operations applicable to common stock ​ 38,027 ​ 38,996 Deduct: straight-line rent accruals and amortization of lease intangibles ​ ​ (2,745) ​ ​ (2,717) Adjust: our share of straight-line rent accruals and amortization of lease intangibles of unconsolidated joint ventures ​ ​ 19 ​ ​ (19) Deduct: lease termination fee income ​ ​ (250) ​ ​ — Deduct: other income and income on settlement of litigation ​ ​ (110) ​ ​ (112) Deduct: our share of unconsolidated joint venture lease termination fee income ​ ​ — ​ ​ (21) Deduct: additional rent from ground lease tenant ​ ​ — ​ ​ (16) Add: amortization of restricted stock and RSU compensation ​ 4,962 ​ ​ 5,367 Add: amortization and write-off of deferred financing costs ​ 968 ​ ​ 839 Add: amortization of lease incentives ​ ​ 119 ​ ​ 121 Add: amortization of mortgage intangible assets ​ ​ 137 ​ ​ 114 Add: our share of amortization of deferred financing costs of unconsolidated joint venture ​ ​ — ​ ​ 42 Adjustments for non-controlling interests ​ ​ 30 ​ ​ 1 Adjusted funds from operations applicable to common stock ​ $ 41,157 ​ $ 42,595 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ ​ December 31, ​ 2024 2023 GAAP net income attributable to One Liberty Properties, Inc. ​ $ 1.40 ​ $ 1.38 Add: depreciation and amortization of properties ​ ​ 1.10 ​ ​ 1.13 Add: our share of depreciation and amortization of unconsolidated joint ventures ​ ​ — ​ ​ .02 Add: impairment loss ​ ​ .05 ​ ​ — Add: amortization of deferred leasing costs ​ ​ .04 ​ ​ .03 Add: our share of amortization of deferred leasing costs of unconsolidated joint ventures ​ ​ — ​ ​ — Add: our share of impairment loss of unconsolidated joint venture property ​ ​ — ​ ​ .04 Add: equity in loss from sale of unconsolidated joint venture property ​ ​ — ​ ​ .01 Deduct: gain on sale of real estate, net ​ ​ (.84) ​ ​ (.80) Adjustments for non-controlling interests ​ ​ .02 ​ ​ .01 NAREIT funds from operations per share of common stock (1) ​ 1.77 ​ 1.82 Deduct: straight-line rent accruals and amortization of lease intangibles ​ ​ (.13) ​ ​ (.13) Adjust: our share of straight-line rent accruals and amortization of lease intangibles of unconsolidated joint ventures ​ ​ — ​ ​ — Deduct: lease termination fee income ​ ​ (.01) ​ ​ — Deduct: other income and income on settlement of litigation ​ ​ (.01) ​ ​ (.01) Deduct: our share of unconsolidated joint venture lease termination fee income ​ ​ — ​ ​ — Deduct: additional rent from ground lease tenant ​ ​ — ​ ​ — Add: amortization of restricted stock and RSU compensation ​ ​ .23 ​ ​ .25 Add: amortization and write-off of deferred financing costs ​ ​ .04 ​ ​ .04 Add: amortization of lease incentives ​ ​ .01 ​ ​ .01 Add: amortization of mortgage intangible assets ​ ​ .01 ​ ​ .01 Add: our share of amortization of deferred financing costs of unconsolidated joint venture ​ ​ — ​ ​ — Adjustments for non-controlling interests ​ ​ — ​ ​ — Adjusted funds from operations per share of common stock (1) ​ $ 1.91 ​ $ 1.99 (1) The weighted average number of diluted common shares used to compute FFO and AFFO applicable to common stock includes unvested restricted shares that are excluded from the computation of diluted EPS. ​ ​ 39 Table of Contents The $969,000, or 2.5%, decrease in FFO is due primarily to: ● a $1.5 million increase in real estate operating expenses, ● a $683,000 increase in interest expense, ● a $ 333,000 decrease in rental income, net, and ● a $264,000 decrease in equity in earnings from our unconsolidated joint ventures due to the inclusion and exclusion, in 2023, of rent income and depreciation expense, respectively, from the Manahawkin Property which was sold in December 2023.
Generally, based on our assessment of the credit risk posed by our tenants, we monitor a tenant’s financial condition through one or more of the following actions: reviewing tenant financial statements or other financial information, obtaining other tenant related information, changes in tenant payment patterns, regular contact with tenant’s representatives, tenant credit checks and regular management reviews of our tenants.
Generally, based on our assessment of the credit risk posed by our tenants, we monitor a tenant’s financial condition through one or more of the following actions: reviewing tenant financial statements or other financial information, obtaining other tenant related information, reviewing changes in tenant payment patterns, regular contact with tenant’s representatives, tenant credit checks and regular management reviews of our tenants.
Our cash flow will be adversely impacted by our funding of additional capital expenditures and operating expense shortfalls at the property (including our payment of the tenant’s debt service obligations) and the tenant’s continuing non-payment of rent.
Our cash flow will be adversely impacted by our funding of additional capital expenditures and operating expense shortfalls at the property (including our payment of the tenant’s debt service obligations) and the continuing non-payment of rent.
The RSUs vest based upon satisfaction of specified metrics with respect to (i) average of our annual total stockholder return (“TSR Awards”) and/or (ii) average annual return of capital (“ROC Awards”), in each case as calculated pursuant to the applicable award agreement.
The RSUs vest based upon satisfaction of specified metrics with respect to the (i) average of our annual total stockholder return (“TSR Awards”) and/or (ii) average annual return of capital (“ROC Awards”), in each case as calculated pursuant to the applicable award agreement.
Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) promulgated under the Exchange Act as a process designed by, or under the supervision of, a company’s principal executive and principal financial officers and effected by a company’s board, management and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP and includes those policies and procedures that: ● pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of a company; ● provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures of a company are being made only in accordance with authorizations of management and the board of directors of a company; and ● provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of a company’s assets that could have a material effect on the financial transactions.
Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) promulgated under the Exchange Act as a process designed by, or under the supervision of, a company’s principal executive and principal financial officers and effected by a company’s board, management and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP and includes those policies and procedures that: ● pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of a company; ● provide reasonable assurance that transactions are recorded as necessary to permit the preparation of financial statements in accordance with GAAP, and that receipts and expenditures of a company are being made only in accordance with authorizations of management and the board of directors of a company; and ● provide reasonable assurance regarding the prevention or timely detection of unauthorized acquisition, use or disposition of a company’s assets that could have a material effect on the financial transactions.
In the event that the collectability of an unbilled rent receivable is unlikely, we are required to write-off the receivable, which has an adverse effect on net income for the year in which the direct write-off is taken, and will decrease total assets and stockholders’ equity. ​ Purchase Accounting for Acquisition of Real Estate ​ The fair value of real estate acquired is allocated to acquired tangible assets (which includes land, building and building improvements) and identified intangible assets and liabilities (which include the value of above, below and at-market leases and origination costs associated with in-place leases and assumed mortgages) based in each case on their fair values.
In the event that the collectability of an unbilled rent receivable is unlikely, we are required to write-off the receivable, which has an adverse effect on net income for the year in which the direct write-off is taken, and will decrease total assets and stockholders’ equity. ​ Purchase Accounting for Acquisition of Real Estate ​ The fair value of real estate acquired is allocated to acquired tangible assets (which includes land, building and building improvements) and identified intangible assets and liabilities (which include the value of above, below and at-market leases, origination costs associated with in-place leases and above and below-market mortgages assumed) based in each case on their relative fair values.
Any impairment charge taken with respect to any part of our real estate portfolio will reduce our net income and reduce assets and stockholders’ equity to the extent of the amount of any impairment charge, but it will not affect our cash flow or our distributions until such time as we dispose of the property. ​ Equity-Based Compensation ​ We grant shares of restricted stock and restricted stock units ("RSUs") to eligible plan participants, subject to the recipient's continued service over a specified period and, with respect to the RSUs, the satisfaction of specified conditions over a specified period.
Any impairment charge taken with respect to any part of our real estate portfolio will reduce our net income and reduce assets and stockholders’ equity to the extent of the amount of any impairment charge, but it will not affect our cash flow or our distributions until such time as we dispose of the property. ​ Equity-Based Compensation ​ We grant shares of restricted stock and restricted stock units (“RSUs”) to eligible plan participants, subject to the recipient’s continued service over a specified period and, with respect to the RSUs, the satisfaction of specified conditions over a specified period.
However, these rent escalation provisions may not adequately offset the effects of inflation. ​ Inflation may also affect the overall cost of our unhedged debt ( i.e. , primarily debt incurred pursuant to our credit facility) and mortgage debt we may incur in the future.
However, these rent escalation provisions may not adequately offset the effects of inflation. ​ Inflation may also affect the overall cost of our unhedged debt ( i.e. , primarily debt incurred pursuant to our credit facility) and affects the mortgage debt we may incur in the future.
The allocation made by us may have a positive or negative effect on net income and may have an effect on the assets and liabilities on the balance sheet. ​ 45 Table of Contents Carrying Value of Real Estate Portfolio ​ We review our real estate portfolio on a quarterly basis to ascertain if there are any indicators of impairment to the value of any of our real estate assets, including deferred costs and intangibles, to determine if there is any need for an impairment charge.
The allocation made by us may have a positive or negative effect on net income and may have an effect on the assets and liabilities on the balance sheet. ​ 44 Table of Contents Carrying Value of Real Estate Portfolio ​ We review our real estate portfolio on a quarterly basis to ascertain if there are any indicators of impairment to the value of any of our real estate assets, including deferred costs and intangibles, to determine if there is any need for an impairment charge.
Changes in Internal Controls over Financial Reporting There have been no changes in our internal controls over financial reporting, as defined in in Rules 13a-15(f) and 15d-15(f) promulgated under the Exchange Act, that occurred during the three months ended December 31, 2023 that materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting. ​
Changes in Internal Controls over Financial Reporting There have been no changes in our internal controls over financial reporting, as defined in in Rules 13a-15(f) and 15d-15(f) promulgated under the Exchange Act, that occurred during the three months ended December 31, 2024 that materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting. ​
The applicable margin ranges from 175 basis points if our ratio of total debt to total value (as calculated pursuant to the facility) is equal to or less than 50%, increasing to a maximum of 275 basis points if such ratio is greater than 60%. The applicable margin was 175 basis points for each of 2023 and 2022.
The applicable margin ranges from 175 basis points if our ratio of total debt to total value (as calculated pursuant to the facility) is equal to or less than 50%, increasing to a maximum of 275 basis points if such ratio is greater than 60%. The applicable margin was 175 basis points for each of 2024 and 2023.
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, assessed the effectiveness of our internal control over financial reporting as of December 31, 2023. In making this assessment, our management used criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control—Integrated Framework (2013).
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, assessed the effectiveness of our internal control over financial reporting as of December 31, 2024. In making this assessment, our management used criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control—Integrated Framework (2013).
Approximately 69% of our leases contain provisions intended to mitigate the impact of inflation. These provisions generally increase rental rates during the terms of the leases either at fixed rates or indexed escalations (based on the Consumer Price Index or other measures).
Approximately 72% of our leases contain provisions intended to mitigate the impact of inflation. These provisions generally increase rental rates during the terms of the leases either at fixed rates or indexed escalations (based on the Consumer Price Index or other measures).
If there were a decrease of 100 basis points in forward interest rates, the fair market value of the interest rate swaps and the net unrealized gain on derivative instruments would have decreased by $316,000.
If there were a decrease of 100 basis points in forward interest rates, the fair market value of the interest rate swaps and the net unrealized gain on derivative instruments would have decreased by $86,000.
Grant date fair value is determined with respect to the (i) the restricted stock awards, by the closing stock price on the date of grant, (ii) TSR Awards, by using a Monte Carlo simulation relying upon various assumptions and (iii) ROC Awards, by using the closing stock price on the grant date, subject to quarterly adjustment based upon management’s projection as to the achievability of the specified metrics related to the ROC Awards.
Grant date fair value is determined with respect to the (i) restricted stock awards, by the closing stock price on the date of grant, (ii) TSR Awards, by using a Monte Carlo simulation relying upon various assumptions and (iii) ROC Awards, by the closing stock price on the date of grant, subject to quarterly adjustment based upon management’s projections as to the achievability of the specified metrics related to the ROC Awards (the “ROC Metrics”).
Based on its assessment, our management concluded that, as of December 31, 2023, our internal control over financial reporting was effective based on those criteria.
Based on its assessment, our management concluded that, as of December 31, 2024, our internal control over financial reporting was effective based on those criteria.
(2) The 2023 column represents rental income from properties sold during the year ended December 31, 2023; the 2022 column represents rental income from properties sold since January 1, 2022.
(2) The 2024 column represents rental income from properties sold during the year ended December 31, 2024; the 2023 column represents rental income from properties sold since January 1, 2023.
As of December 31, 2023, if there had been an increase of 100 basis points in forward interest rates, the fair market value of the interest rate swaps and the net unrealized gain on derivative instruments would have increased by $309,000.
As of December 31, 2024, if there had been an increase of 100 basis points in forward interest rates, the fair market value of the interest rate swaps and the net unrealized gain on derivative instruments would have increased by $85,000.
We compute adjusted funds from operations, or AFFO ,by adjusting from FFO for straight-line rent accruals and amortization of lease intangibles, deducting from income, additional rent from ground lease tenant, income on settlement of litigation, income on insurance recoveries from casualties, lease termination and assignment fees, and adding back amortization of restricted stock and restricted stock unit compensation expense, amortization of costs in connection with its financing activities (including its share of its unconsolidated joint ventures), debt prepayment costs and amortization of lease incentives and mortgage intangible assets.
We compute adjusted funds from operations, or AFFO, by adjusting FFO for straight-line rent accruals and amortization of lease intangibles, deducting from income (i) additional rent from a ground lease tenant, (ii) income on settlement of litigation, (iii) income on insurance recoveries from casualties, (iv) lease termination and assignment fees, and adding back to income (i) amortization of restricted stock and restricted stock unit compensation expense, (ii) amortization of costs in connection with its financing activities (including its share of its unconsolidated joint ventures), (iii) debt prepayment costs, (iv) amortization of lease incentives and (v) mortgage intangible assets.
It will continue to be our policy to make sufficient distributions to stockholders in order for us to maintain our REIT status under the Internal Revenue Code. ​ Our board of directors will continue to evaluate, on a quarterly basis, the amount and nature ( i.e., cash, stock or a combination of the foregoing) of dividend payments based on its assessment of, among other things, our short and long-term cash and liquidity requirements, prospects, debt maturities, projections of our REIT taxable income, net income, funds from operations, and adjusted funds from operations. ​ 44 Table of Contents Critical Accounting Estimates ​ Our discussion and analysis of financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”).
It will continue to be our policy to make sufficient distributions to stockholders in order for us to maintain our REIT status under the Internal Revenue Code. ​ Our board of directors will continue to evaluate, on a quarterly basis, the amount and nature ( i.e., cash, stock or a combination of the foregoing) of dividend payments based on its assessment of, among other things, our short and long-term cash and liquidity requirements, prospects, debt maturities, maintenance of our REIT status, projections of our REIT taxable income, net income, funds from operations and adjusted funds from operations. 43 Table of Contents Critical Accounting Estimates ​ Our discussion and analysis of financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with GAAP.
At December 31, 2023, (i) there are no unbilled rent receivables, intangibles or tenant origination costs associated with this property and (ii) the net book value of our land subject to this ground lease is $17.3 million and is subordinate to $63.6 million of mortgage debt incurred by the owner/operator.
At December 31, 2024, (i) there are no unbilled rent receivables, intangibles or tenant origination costs associated with this property and (ii) the net book value of our land subject to this ground lease is $17.4 million and is subordinate to $62.3 million of mortgage debt incurred by the owner/operator.
As a result, as of December 31, 2023: ● our 2024 contractual rental income is derived from the following property types: 66.1% from industrial, 24.2% from retail, 3.7% from health and fitness, 1.7% from restaurant, 1.6% from theaters, and 2.7% from other properties, ​ ● there are six states with properties that account for 5% or more of 2024 contractual rental income, and one state that accounts for more than 10.0% of 2024 contractual rental income ( i.e., South Carolina at 12.0%), ​ ● there is one tenant that accounts for more than 5% of 2024 contractual rental income ( i.e ., FedEx at 5.5%), ​ ● through 2033, there are four years in which the percentage of our 2024 contractual rental income represented by expiring leases equals or exceeds 10% ( i.e ., 20.4% in 2027, 13.8% in 2028, 10.1% in 2029 and 10.5% in 2033) — approximately 5.1 % of our 2024 contractual rental income is represented by leases expiring in 2034 and thereafter, ​ ● after giving effect to interest rate swap agreements, substantially all of our mortgage debt bears interest at fixed rates, ​ ● in 2024, 2025 and 2026, 14.6%, 9.8% and 7.0%, respectively, of our total scheduled principal mortgage payments ( i.e., amortization and balances due at maturity) is due, and 30 Table of Contents ​ ● there are three different counterparties to our portfolio of interest rate swaps: two counterparties, rated A3 or better by a national rating agency ( i.e ., Moody’s Long-Term Debt Ratings), account for 88.6%, or $26.3 million, of the notional value of our swaps; and one counterparty, rated A - by another rating provider ( i.e., Kroll), accounts for 11.4%, or $3.3 million, of the notional value of such swaps. ​ We monitor the risk of tenant non-payments through a variety of approaches tailored to the applicable situation.
As a result, as of December 31, 2024: ● our 2025 contractual rental income is derived from the following property types: 72.4% from industrial, 21.1% from retail, 1.6% from theaters, 1.4% from health and fitness, 0.7% from restaurant, and 2.8% from other properties, ​ ● there are five states with properties that account for 5% or more of 2025 contractual rental income, and one state that accounts for more than 10.0% of 2025 contractual rental income ( i.e., South Carolina at 11.7%), ​ ● there is one tenant at five properties that accounts for more than 5% of 2025 contractual rental income ( i.e ., FedEx at 5.2%), ​ ● through 2034, there are five years in which the percentage of our 2025 contractual rental income represented by expiring leases equals or exceeds 10% ( i.e ., 19.8% in 2027, 16.2% in 2028, 12.9% in 2029, 10.6% in 2030 and 10.6% in 2033) — approximately 3.0% of our 2025 contractual rental income is represented by leases expiring in 2035 and thereafter, ​ ● after giving effect to interest rate swap agreements, substantially all of our mortgage debt bears interest at fixed rates, ​ ● in 2025, 2026 and 2027, 7.9%, 6.9% and 11.4%, respectively, of our total scheduled principal mortgage payments ( i.e., amortization and balances due at maturity) is due, and 31 Table of Contents ​ ● there are two different counterparties to our portfolio of interest rate swaps: one counterparty, rated A2 or better by a national rating agency ( i.e ., Moody’s Long-Term Debt Ratings), accounts for 82.3%, or $11.5 million, of the notional value of our swaps; and one counterparty, rated A - by another rating provider ( i.e., Kroll), accounts for 17.7%, or $2.4 million, of the notional value of such swaps. ​ We monitor the risk of tenant non-payments through a variety of approaches tailored to the applicable situation.
We do not enter into interest rate swaps for trading purposes. At December 31, 2023, we had no liability in the event of the early termination of our swaps. ​ At December 31, 2023, we had 13 interest rate swap agreements outstanding with an aggregate $29.6 million notional amount.
We do not enter into interest rate swaps for trading purposes. At December 31, 2024, we had no liability in the event of the early termination of our swaps. ​ At December 31, 2024, we had eight interest rate swap agreements outstanding with an aggregate $13.9 million notional amount.
During the three years ending December 31, 2026, 49 leases for 42 tenants at 35 properties representing $14.3 million, or 20.0%, of 2024 contractual rental income expire. ​ In acquiring properties, we balance an evaluation of the terms of the leases and the credit of the existing tenants with a fundamental analysis of the real estate to be acquired, which analysis takes into account, among other things, the estimated value of the property, local demographics and the ability to re-rent or dispose of the property on favorable terms upon lease expiration or early termination. ​ At December 31, 2023, we have unhedged variable rate mortgage debt in the principal amount of $16.0 million of which bears a weighted average interest rate of 5.73%.
During the three years ending December 31, 2027, 57 leases for 49 tenants at 36 properties representing $22.0 million, or 30.5%, of 2025 contractual rental income expire. ​ In acquiring properties, we balance an evaluation of the terms of the leases and the credit of the existing tenants with a fundamental analysis of the real estate to be acquired, which analysis takes into account, among other things, the estimated value of the property, local demographics and the ability to re-rent or dispose of the property on favorable terms upon lease expiration or early termination. ​ At December 31, 2024, we have unhedged variable rate mortgage debt in the principal amount of $7.3 million which bears a weighted average interest rate of 3.88%.
Based on that review and evaluation, our CEO and CFO have concluded that our disclosure controls and procedures, as designed and implemented as of December 31, 2023, were effective. Management’s Report on Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting.
Based on that review and evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures, as designed and implemented as of December 31, 2024, were effective. Management’s Report on Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting.
(2) Assumes that $3.6 million will be payable annually during the next five years pursuant to the compensation and services agreement.
(2) Assumes that approximately $3,740 will be payable annually during the next five years pursuant to the compensation and services agreement.
We may borrow up to $100.0 million pursuant to such facility, subject to compliance with borrowing base requirements. At December 31, 2023, after giving effect to such borrowing base requirements, $100.0 million was available to be borrowed. The facility expires December 31, 2026. See “—Credit Facility” .
We may borrow up to $100,000 pursuant to such facility, subject to compliance with borrowing base requirements. At December 31, 2024 and February 28, 2025, after giving effect to such borrowing base requirements, $100,000 was available to be borrowed. The facility expires December 31, 2026. See “—Credit Facility” .
Our available liquidity at March 1, 2024 was approximately $123.9 million, including approximately $23.9 million of cash and cash equivalents (including the credit facility’s required $3.0 million average deposit maintenance balance) and, subject to borrowing base requirements, up to $100.0 million available under our credit facility.
Our available liquidity at February 28, 2025 was approximately $110.1 million, including approximately $10.1 million of cash and cash equivalents (including the credit facility’s required $3.0 million average deposit maintenance balance) and, subject to borrowing base requirements, up to $100.0 million available under our credit facility.
See Note 7 to our consolidated financial statements. ​ Equity in loss from sale of unconsolidated joint venture property. The 2023 results represent a loss of $108,000 from the sale of our joint venture property in Manahawkin, New Jersey on December 15, 2023. 37 Table of Contents Income on settlement of litigation.
The Manahawkin Property was sold in December 2023 - see Note 7 to our consolidated financial statements. ​ Equity in loss from sale of unconsolidated joint venture property. The 2023 results represent a loss of $108,000 from the sale of the Manahawkin Property. 36 Table of Contents Other income.
These changes would not have any impact on our net income or cash. ​ The fair market value of our long-term debt is estimated based on discounting future cash flows at interest rates that our management believes reflect the risks associated with long-term debt of similar risk and duration. ​ The following table sets forth our debt obligations by scheduled principal cash flow payments and maturity date, weighted average interest rates and estimated fair market value at December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Market (Dollars in thousands) ​ 2024 ​ 2025 ​ 2026 ​ 2027 ​ 2028 ​ Thereafter ​ Total ​ Value Fixed rate: ​ ​ ​ ​ ​ ​ ​ ​ ​ Long‑term debt ​ $ 61,779 ​ $ 41,477 ​ $ 29,670 ​ $ 47,923 ​ $ 38,873 ​ $ 202,843 ​ $ 422,565 ​ $ 397,031 ​ Weighted average interest rate ​ 4.63 % 4.30 % 4.01 % 3.77 % 4.58 % 4.33 % 4.31 % 5.93 % Variable rate: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Long‑term debt(1)(2) ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ (1) As of December 31, 2023, there was no balance outstanding on our credit facility.
These changes would not have any impact on our net income or cash. ​ The fair market value of our long-term debt is estimated based on discounting future cash flows at interest rates that our management believes reflect the risks associated with long-term debt of similar risk and duration. ​ The following table sets forth our debt obligations by scheduled principal cash flow payments and maturity date, weighted average interest rates and estimated fair market value at December 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Market (Dollars in thousands) ​ 2025 ​ 2026 ​ 2027 ​ 2028 ​ 2029 ​ Thereafter ​ Total ​ Value Fixed rate: ​ ​ ​ ​ ​ ​ ​ ​ ​ Long‑term debt ​ $ 33,542 ​ $ 29,499 ​ $ 48,524 ​ $ 39,511 ​ $ 86,670 ​ $ 187,232 ​ $ 424,978 ​ $ 398,934 ​ Weighted average interest rate ​ 4.22 % 4.07 % 3.80 % 4.60 % 4.41 % 4.95 % 4.56 % 6.28 % Variable rate: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Long‑term debt (1)(2) ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ (1) As of December 31, 2024, there was no balance outstanding on our credit facility.
Since 2018, the property has faced, and we anticipate that the property will continue to face, occupancy and financial challenges, and our tenant has not paid rent since October 2020 ( i.e ., an aggregate of $3.9 million that would have been due had it generated specified levels of positive operating cash flow), and we anticipate that it will not pay rent for an extended period.
Since 2018, the property has faced, and we anticipate that the property will continue to face, occupancy and financial challenges. As the property has not generated specified levels of positive operating cash flows, the tenant has not been required to pay rent since October 2020, and we anticipate that it will not pay rent in the near future.
Excludes (i) approximately $2.7 million of capital expenditures to be incurred in the ordinary course of business in connection with tenant improvements (including $1.2 million in connection with the Havertys Furniture lease extensions), (ii) amounts required to acquire properties, and (iii) the potential funding in 2024 for capital expenditures and operating cash flow shortfalls at The Vue, which amount, if any, has not been definitively determined.
Excludes (i) approximately $3,500 of capital expenditures to be incurred in the ordinary course of business in connection with tenant improvements, (ii) amounts required to acquire properties, (iii) the potential funding in 2025 for capital expenditures and operating cash flow shortfalls at The Vue, which amount, if any, has not been definitively determined and (iv) subject to Board approval, $193,000 of dividend payments anticipated to be paid through December 31, 2029 (assuming no changes in the number of shares common stock outstanding and the dividend rate from December 31, 2024).
We expect that mortgage interest and amortization payments (excluding repayments of principal at maturity) of approximately $77.1 million due through 2026 will be paid primarily from cash generated from our operations. We anticipate that principal balances due at maturity through 2026 of $99.9 million will be paid primarily from cash and cash equivalents and mortgage financings and refinancings.
We anticipate that principal balances due at maturity through 2027 of $79.4 million will be paid primarily from cash and cash equivalents and mortgage financings and refinancings.
Liquidity and Financing ​ We expect to meet our short term ( i.e., one year or less) and long term (i) operating cash requirements (including debt service and anticipated dividend payments) principally from cash flow from operations, our available cash and cash equivalents, proceeds from and, to the extent permitted and needed, our credit facility and (ii) investing and financing cash requirements (including an estimated aggregate of $2.7 million of capital expenditures) from the foregoing, as well as property financings, property sales and sales of our common stock. ​ The following table sets forth, as of December 31, 2023, information with respect to our mortgage debt that is payable from January 2024 through December 31, 2026: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (Dollars in thousands) 2024 2025 2026 Total Amortization payments ​ $ 11,873 ​ $ 10,627 ​ $ 10,491 ​ $ 32,991 Principal due at maturity ​ 49,906 ​ 30,850 ​ 19,179 ​ 99,935 Total ​ $ 61,779 ​ $ 41,477 ​ $ 29,670 ​ $ 132,926 ​ We intend to make debt amortization payments from operating cash flow and, though no assurance can be given that we will be successful in this regard, generally intend to refinance, extend or payoff the mortgage loans which mature in 2024 through 2026.
Liquidity and Financing ​ We expect to meet our short-term ( i.e., one year or less) and long-term (i) operating cash requirements (including debt service and anticipated dividend payments) principally from cash flow from operations, our available cash and cash equivalents, proceeds from and, to the extent permitted and needed, our credit facility and (ii) investing and financing cash requirements (including an estimated aggregate of $3.5 million of capital expenditures) from the foregoing, as well as property financings, property sales and sales of our common stock. ​ The following table sets forth, as of December 31, 2024, information with respect to our mortgage debt that is payable from January 2025 through December 31, 2027: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (Dollars in thousands) 2025 2026 2027 Total Amortization payments ​ $ 11,084 ​ ​ $ 11,038 ​ $ 9,999 ​ $ 32,121 Principal due at maturity ​ 22,458 (1) ​ 18,461 ​ 38,525 ​ 79,444 Total ​ $ 33,542 ​ ​ $ 29,499 ​ $ 48,524 ​ $ 111,565 (1) Of such sum, $18,737 matures during the six months ending June 30, 2025.
For 2023, the weighted average interest rate on the facility was approximately 6.69% and as of February 29, 2024, the rate on the facility was 7.08%. ​ The terms of our credit facility include certain restrictions and covenants which may limit, among other things, the incurrence of liens, and which require compliance with financial ratios relating to, among other things, the minimum amount of tangible net worth, the minimum amount of debt service coverage, the minimum amount of fixed charge coverage, the maximum amount of debt to value, the minimum level of net income, certain investment limitations and the minimum value of unencumbered properties and the number of such properties. 43 Table of Contents Net proceeds received from the sale, financing or refinancing of properties are generally required to be used to repay amounts outstanding under our credit facility. ​ Inflation ​ We are exposed to inflation risk as income from long-term leases is the primary source of our cash flows from operations.
As of February 28, 2025, the rate on the facility was 6.06%. ​ The terms of our credit facility include certain restrictions and covenants which may limit, among other things, the incurrence of liens, and which require compliance with financial ratios relating to, among other things, the minimum amount of tangible net worth, the minimum amount of debt service coverage, the minimum amount of fixed charge coverage, the maximum amount of debt to value, the minimum level of net income, certain investment limitations and the minimum value of unencumbered properties and the number of such properties.
Since 2021 (through March 1, 2024), we provided The Vue with an aggregate of $3.4 million to cover, among other things, operating cash flow shortfalls and capital expenditures, and the amount to be funded in 2024, if any, has not been definitively determined.
After giving effect to debt service, the property, during the past several years (other than 2024), has been operating on a negative cash flow basis, although management believes that the property’s operating performance is improving. ​ Since 2022 (through February 28, 2025), we provided The Vue with an aggregate of $ 3.5 million (including $109,000 from January 1, 2024 through February 28, 2025) to cover, among other things, operating cash flow shortfalls and capital expenditures, and the amount to be funded in 2025, if any, has not been definitively determined.
We apply the proceeds from the mortgage loan to repay borrowings under the credit facility, thus providing us with the ability to re-borrow under the credit facility for the acquisition of additional properties. 42 Table of Contents Material Contractual Obligations ​ The following sets forth our material contractual obligations as of December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Payment due by period ​ Less than ​ ​ ​ ​ More than ​ ​ (Dollars in thousands) ​ 1 Year ​ 1 ‑ 3 Years ​ 4 ‑ 5 Years ​ 5 Years ​ Total Mortgages payable—interest and amortization ​ $ 28,774 ​ $ 48,305 ​ $ 39,267 ​ $ 64,299 ​ $ 180,645 Mortgages payable—balances due at maturity ​ 49,906 ​ 50,029 ​ 68,679 ​ 168,560 ​ 337,174 Credit facility (1) ​ — ​ — ​ — ​ ​ — ​ — Purchase obligations (2) ​ 4,172 ​ 7,425 ​ 7,329 ​ 161 ​ 19,087 Total ​ $ 82,852 ​ $ 105,759 ​ $ 115,275 ​ $ 233,020 ​ $ 536,906 (1) At December 31, 2023 there was no balance outstanding on the credit facility.
We apply the proceeds from the mortgage loan to repay borrowings under the credit facility, thus providing us with the ability to re-borrow under the credit facility for the acquisition of additional properties. 41 Table of Contents Material Contractual Obligations ​ The following sets forth our material contractual obligations as of December 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Payment due by period ​ Less than ​ ​ ​ ​ More than ​ ​ (Dollars in thousands) ​ 1 Year ​ 1 ‑ 3 Years ​ 4 ‑ 5 Years ​ 5 Years ​ Total Mortgages payable—interest and amortization ​ $ 29,663 ​ $ 54,163 ​ $ 42,511 ​ $ 62,397 ​ $ 188,734 Mortgages payable—balances due at maturity ​ 22,458 ​ 56,986 ​ 109,541 ​ 159,172 ​ 348,157 Credit facility (1) ​ — ​ — ​ — ​ ​ — ​ — Purchase obligations (2) ​ 4,367 ​ 8,738 ​ 8,805 ​ 235 ​ 22,145 Total ​ $ 56,488 ​ $ 119,887 ​ $ 160,857 ​ $ 221,804 ​ $ 559,036 (1) At December 31, 2024 and February 28, 2025, there was no balance outstanding on the credit facility.
The properties sold accounted for $2.5 million, or 2.7%, and $3.0 million, or 3.3 %, of 2023 and 2022 rental income, net, respectively.
The properties sold accounted for $2.7 million, or 3.0%, and $5.1 million, or 5.6%, of 2024 and 2023 rental income, net, respectively. ● as of December 31, 2024 and February 28, 2025, no amounts were outstanding on our $100.0 million credit facility.
The following table compares interest expense for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase ​ ​ (Dollars in thousands) ​ 2023 2022 (Decrease) % Change Interest expense: ​ ​ ​ ​ Mortgage interest ​ $ 17,514 ​ $ 16,762 ​ $ 752 4.5 Credit line interest ​ ​ 1,266 ​ ​ 807 ​ ​ 459 56.9 Total ​ $ 18,780 ​ $ 17,569 ​ $ 1,211 6.9 ​ Mortgage interest ​ The following table reflects the average interest rate on the weighted average principal amount of outstanding mortgage debt during the applicable year: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase ​ ​ (Dollars in thousands) ​ 2023 2022 (Decrease) % Change Weighted average interest rate ​ ​ 4.18 % ​ 4.14 % ​ 0.04 % 1.0 Weighted average principal amount ​ $ 416,517 ​ $ 404,263 ​ $ 12,254 3.0 ​ The increase in 2023 is due primarily to the increase in the average principal amount of mortgage debt outstanding which resulted from financings effectuated in connection with refinancings and acquisitions. ​ Credit facility interest ​ The following table reflects the average interest rate on the average principal amount of outstanding credit line debt during the applicable year: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase ​ % (Dollars in thousands) ​ 2023 2022 (Decrease) Change Weighted average interest rate ​ ​ 6.69 % ​ 3.42 % ​ 3.27 % 95.6 Weighted average principal amount ​ $ 15,676 ​ $ 16,222 ​ $ (546) (3.4) ​ The increase in 2023 is due to the increase on the weighted average interest rate. ​ Amortization and write-off of deferred financing costs.
The following table compares interest expense for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase ​ ​ (Dollars in thousands) 2024 2023 (Decrease) % Change Interest expense: ​ ​ ​ ​ Mortgage interest ​ $ 19,209 ​ $ 17,514 ​ $ 1,695 9.7 Credit line interest ​ ​ 254 ​ ​ 1,266 ​ ​ (1,012) (79.9) Total ​ $ 19,463 ​ $ 18,780 ​ $ 683 3.6 ​ Mortgage interest ​ The following table reflects the weighted average interest rate on the weighted average principal amount of outstanding mortgage debt during the applicable year: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase ​ ​ (Dollars in thousands) 2024 2023 (Decrease) % Change Weighted average principal amount ​ $ 426,916 ​ $ 416,517 ​ $ 10,399 2.5 Weighted average interest rate ​ ​ 4.47 % ​ 4.18 % ​ 0.29 % 6.9 ​ The increase in 2024 is due primarily to the increase in the weighted average interest rate on the principal amount of mortgage debt outstanding.
Diluted per share FFO and AFFO were impacted negatively in the year ended December 31, 2023 by an average increase from December 31, 2022 of approximately 114,000 in the weighted average number of shares of common stock outstanding as a result of stock issuances pursuant to the equity incentive and dividend reinvestment, offset by the Company’s repurchase of shares during 2023. ​ Comparison of Years Ended December 31, 2022 and 2021 As we qualify as a smaller reporting company, this comparison is omitted in accordance with Instruction 1 to Item 303(a) of Regulation S-K. 41 Table of Contents Liquidity and Capital Resources ​ Our sources of liquidity and capital include cash flow from operations, cash and cash equivalents, borrowings under our credit facility, refinancing existing mortgage loans, obtaining mortgage loans secured by our unencumbered properties, issuance of our equity securities and property sales.
See “—Comparison of Years Ended December 31, 2024 and 2023 ” for further information regarding these changes. ​ ​ The $1.4 million, or 3.4%, decrease in AFFO is due primarily to the factors impacting FFO as described immediately above, other than the (i) decrease in general and administrative expenses and (ii) lease termination fee income. ​ See “—Comparison of Years Ended December 31, 2024 and 2023 ” for further information regarding these changes. ​ Comparison of Years Ended December 31, 2023 and 2022 As we qualify as a smaller reporting company, this comparison is omitted in accordance with Instruction 1 to Item 303(a) of Regulation S-K. 40 Table of Contents Liquidity and Capital Resources ​ Our sources of liquidity and capital include cash flow from operations, cash and cash equivalents, borrowings under our credit facility, refinancing existing mortgage loans, obtaining mortgage loans secured by our unencumbered properties, issuance of our equity securities and property sales.
The increase is due primarily to: ​ - $1.5 million of such expense from properties acquired in 2023 and 2022 (including $1.1 million from properties acquired in 2022), ​ - $434,000 of depreciation from improvements at several same store properties, and ​ - $186,000 of leasing commissions at several same store properties. ​ The increase was offset by: ​ - a decrease, in 2023, of $854,000 related to improvements and tenant origination costs at several properties that prior to December 31, 2023 were fully amortized, and ​ - the inclusion, in 2022, of $332,000 of such expense from the properties sold since January 1, 2022 . ​ ​ General and administrative.
The decrease is due primarily to: ​ - the inclusion, in 2023, of $ 1.2 million of such expense from the properties sold since January 1, 2023, and ​ - a decrease, in 2024, of $ 1.2 million related to tenant origination costs at several same store properties that prior to December 31, 2024 were fully amortized. ​ The decrease was offset by: ​ - $ 1.2 million of such expense from four properties acquired in 2024 and 2023 (including $ 470 ,000 from the property acquired in 2023), ​ - $ 539 ,000 of depreciation from improvements at several same store properties, and ​ - $ 142 ,000 of leasing commissions at several same store properties. ​ Real estate expenses. ​ The increase is primarily due to: ​ - an aggregate increase of $ 671 ,000 relating to real estate tax expense for several same store properties, none of which was individually significant, ​ - $ 581 ,000 from properties acquired in 2024 and 2023 (including $ 426 ,000 from the property acquired in 2023), and ​ - aggregate increases of $ 410 ,000 of other real estate expenses ( i.e., insurance and common area maintenance) for several same store properties, none of which was individually significant. ​ The increase was offset primarily by a $ 202 ,000 decrease related to properties sold in 2023 and 2024. ​ A substantial portion of real estate expenses are rebilled to tenants and are included in Rental income, net, on the consolidated statements of income. ​ General and administrative.
Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—General Challenges and Uncertainties. ” ​ ​ Item 8. Financial Statements and Supplementary Data. This information appears in Item 15(a) of this Annual Report on Form 10-K and is incorporated into this Item 8 by reference thereto. ​ ​ 47 Table of Contents Item 9.
This information appears in Item 15(a) of this Annual Report on Form 10-K and is incorporated into this Item 8 by reference thereto. ​ ​ Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. Not applicable. ​ 46 Table of Contents Item 9A. Controls and Procedures.
In 2023, we obtained approximately (i) $46.6 million of net proceeds from property sales (after giving effect to our share of $11.3 million of mortgage debt repayments and $1.8 million of seller-financing), (ii) $22.6 million of proceeds from mortgage financings (after giving effect to $13.8 million of refinanced amounts) and (iii) $4.6 million from the litigation settlement proceeds from The Vue.
In 2024, we obtained approximately (i) $38.2 million of net proceeds from property sales (after giving effect to $19.9 million of mortgage debt repayments) and (ii) $45.0 million of proceeds from mortgage financings (after giving effect to $33.1 million of refinanced amounts).
(3) Represents rental income from 101 properties that were owned for the entirety of the periods presented. ​ Changes at same store properties ​ The decrease in same store rental income is due to the inclusion in 2022, of $4.6 million from the litigation settlement proceeds from The Vue, and decreases of: ​ - $689,000 of rental income from our wholly-owned Regal Cinemas properties due to lease amendments effectuated in connection with its bankruptcy reorganization (see “— Challenges and Uncertainties Facing Certain Tenants and Properties” for further information regarding Regal Cinemas) , ​ - $654,000 of rental income from leases that expired in 2022 and 2023 at several properties, ​ - $461,000 from Bed Bath & Beyond - Kennesaw, Georgia which filed for bankruptcy protection (including the write-off, during 2023, of its $133,000 unbilled rent receivable balance), ​ The decrease was offset by increases of: ​ - $1.7 million of rental income from various lease amendments and extensions, ​ - $892,000 of rental income due to new tenants at various properties, and ​ - $497,000 in tenant reimbursements, of which $443,000 relates to operating expenses generally incurred in the same year. 35 Table of Contents Operating Expenses The following table compares operating expenses for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase ​ ​ (Dollars in thousands) 2023 2022 (Decrease) % Change Operating expenses: ​ ​ ​ Depreciation and amortization ​ $ 24,789 ​ $ 23,781 ​ $ 1,008 4.2 General and administrative ​ 15,822 ​ 15,258 ​ 564 3.7 Real estate expenses ​ 16,444 ​ 15,508 ​ 936 6.0 State taxes ​ 284 ​ 285 ​ (1) (0.4) Total operating expenses ​ $ 57,339 ​ $ 54,832 ​ $ 2,507 4.6 ​ ​ Depreciation and amortization.
(3) Represents rental income from 96 properties that were owned for the entirety of the periods presented. ​ Changes at same store properties ​ The increase in same store rental income is due to increases of: ​ - $ 1.4 million of rental income from various lease amendments and extensions, ​ - $ 975 ,000 in tenant reimbursements, of which $ 705 ,000 relates to real estate tax expenses generally incurred in the same year, and ​ - $ 819 ,000 of rental income due to new and/or replacement tenants at several properties. ​ The increase was offset by decreases of: ​ - $ 723,000 of rental income from our two Regal Cinemas properties due to lease amendments effectuated in connection with its bankruptcy reorganization, and ​ - $ 501 ,000 of rental income from leases that expired in 2023 and 2024 at several properties. ​ Lease Termination Fee ​ In March 2024, a consolidated joint venture in Lakewood, Colorado, in which we hold a 90% interest, received a lease termination fee of $250,000 from a tenant due to the early termination of its lease in connection with the sale of the related restaurant parcel. 34 Table of Contents Operating Expenses The following table compares operating expenses for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase ​ ​ (Dollars in thousands) 2024 2023 (Decrease) % Change Operating expenses: ​ ​ ​ Depreciation and amortization ​ $ 24,291 ​ $ 24,789 ​ $ (498) (2.0) Real estate expenses ​ 17,904 ​ 16,444 ​ 1,460 8.9 General and administrative ​ 15,388 ​ 15,822 ​ (434) (2.7) Impairment loss ​ ​ 1,086 ​ ​ — ​ ​ 1,086 n/a State taxes ​ 1 ​ 284 ​ (283) (99.6) Total operating expenses ​ $ 58,670 ​ $ 57,339 ​ $ 1,331 2.3 ​ Depreciation and amortization.
The table below provides information about such debt as of December 31, 2023. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current ​ Interest Rate Property ​ Principal Amount ​ Maturity Date ​ Interest Rate ​ Reset Date Lexington, Kentucky ​ $ 5,279,000 ​ June 2047 ​ 3.85 % ​ June 2029 Kennesaw, Georgia ​ ​ 4,467,000 ​ December 2041 ​ 6.50 ​ ​ December 2030 Hamilton, Ohio ​ ​ 3,969,000 ​ September 2024 ​ 8.40 ​ ​ n/a Deptford, NJ ​ ​ 2,277,000 ​ February 2041 ​ 3.95 ​ ​ February 2026 ​ ​ $ 15,992,000 ​ ​ ​ ​ ​ ​ ​ 31 Table of Contents Challenges and Uncertainties Facing Certain Properties and Tenants ​ Set forth below is a description of the challenges and uncertainties facing certain tenants or properties.
The table below provides information about such debt as of December 31, 2024. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current ​ Interest Rate Property ​ Principal Amount ​ Maturity Date ​ Interest Rate ​ Reset Date Lexington, Kentucky ​ $ 5,139,000 ​ June 2047 ​ 3.85 % ​ June 2029 Deptford, NJ ​ ​ 2,186,000 ​ February 2041 ​ 3.95 ​ ​ February 2026 ​ ​ $ 7,325,000 ​ ​ ​ ​ ​ ​ ​ ​ Challenges and Uncertainties Facing The Vue - Beachwood, Ohio ​ A multi-family complex, which we refer to as The Vue, ground leases from us the underlying land located in Beachwood, Ohio.
Management’s Discussion and Analysis of Financial Conditions and Results of Operations—Liquidity and Capital Resources—Credit Facility .” ​ (2) Excludes $16.0 million of variable rate mortgage debt of which $4.0 million with respect to a property tenanted by LA Fitness (Hamilton, Ohio) matures in 2024. For further information about our variable rate mortgage debt, see “ Item 7.
Management’s Discussion and Analysis of Financial Conditions and Results of Operations—Liquidity and Capital Resources—Credit Facility .” ​ (2) Excludes $7.3 million of variable rate mortgage debt. ​ ​ Item 8. Financial Statements and Supplementary Data.
The decrease in 2023 is primarily due to the $221,000 write-off of deferred costs related to the mortgages on the eleven Havertys properties that were paid off in June 2022. 38 Table of Contents Funds from Operations and Adjusted Funds from Operations We compute funds from operations, or FFO, in accordance with the “White Paper on Funds From Operations” issued by the National Association of Real Estate Investment Trusts (“NAREIT”) and NAREIT’s related guidance.
The interest expense of $254,000 for 2024 constitutes the unused facility fee. ​ The weighted average interest rate was 6.69% for 2023 and the weighted average principal amount outstanding was $15.7 million ​ 37 Table of Contents Funds from Operations and Adjusted Funds from Operations We compute funds from operations, or FFO, in accordance with the “White Paper on Funds From Operations” issued by the National Association of Real Estate Investment Trusts (“NAREIT”) and NAREIT’s related guidance.
The decrease in 2023 relates to the multi-tenant shopping center in Manahawkin, New Jersey which we sold in December 2023 and reflects (i) our 50% share, or $850,000, of a $1.7 million impairment charge our joint venture recorded, (ii) a $256,000 decrease in base rent collected primarily from Regal Cinemas, a tenant at this property, due to a lease amendment effectuated in connection with its bankruptcy reorganization, and (iii) a $103,000 debt prepayment charge due to the early payoff of the mortgage on this property in connection with its sale.
The 2023 period includes our 50% share of (i) an $850,000 impairment charge and (ii) $103,000 debt prepayment charge, related to the early payoff of the mortgage, in connection with the sale of our former Manahawkin, New Jersey joint venture property (the “Manahawkin Property”).
See Note 11 to our consolidated financial statements. ​ ​ 46 Table of Contents Item 7A.
There is substantial subjectivity in management’s projections as to the achievability of the ROC Metrics and changes in such projections will cause fluctuations in our results of operations. See Note 11 to our consolidated financial statements. ​ ​ 45 Table of Contents Item 7A.
Removed
If these challenges, and in particular, the challenges faced by Regal Cinemas, The Vue and LA Fitness, are not resolved in a satisfactory manner, we will be adversely affected. ​ Regal Cinemas ​ Regal Cinemas, or Regal, is a tenant at two properties.
Added
See Note 6 to our consolidated financial statements . 32 Table of Contents 2024 and Recent Developments ​ In 2024: ● we acquired three industrial properties for an aggregate purchase price of $44.7 million.
Removed
Regal’s parent, Cineworld Group plc, filed for Chapter 11 bankruptcy protection in September 2022 and as a result, we and Regal amended the leases at these properties to, among other things, shorten the lease terms and reduce the rent payable.
Added
These properties account for $3.0 million, or 4.1%, of our 2025 contractual rental income. ● we sold 11 properties ( i.e., six retail, two industrial, two health and fitness, and one restaurant) and one parcel at a multi-tenant retail property, for an aggregate net sales proceeds of $38.2 million and an aggregate net gain on sale of real estate of $18.0 million.
Removed
Specifically, prior to the amendments, the leases were scheduled to expire in 2032 and 2035 and as of January 1, 2024, without giving effect to such amendments, would have provided for an aggregate base rent of $21.0 million through the remaining lease term.
Added
Subsequent to December 31, 2024, we: Purchases ● acquired, on January 16, 2025, two Class A industrial properties located in Theodore, Alabama (the “Alabama Purchase”), for $49.0 million, including a $29.0 million mortgage maturing in 2035 and bearing an interest rate of 6.12% (interest only for five years and then amortizing on a 30-year schedule).
Removed
After giving effect to the amendments, the leases expire in 2030 and as of January 1, 2024 provide for an aggregate base rent of $7.7 million payable over the remaining lease term. ​ At December 31, 2023, our Indianapolis, Indiana property had mortgage debt, intangible lease liabilities and intangible lease assets of approximately $3.6 million, $527,000 and $476,000, respectively.
Added
The two properties comprise an aggregate of 371,586 square feet, are located on approximately 31 acres and are leased to a total of four tenants with a weighted average remaining lease term of approximately seven years.
Removed
There is no mortgage debt, intangible lease liabilities or intangible lease assets at the Greensboro, North Carolina property at which we lease the underlying fee and in turn lease the property to Regal.
Added
We estimate that in 2025, these properties will generate an aggregate of approximately $3.0 million of contractual rental income and $1.7 million of interest expense. ● acquired, on February 6, 2025, a Class A industrial property located in Wichita, Kansas (the “Kansas Purchase”), for $13.3 million, including a $7.5 million mortgage maturing in 2030 and bearing an interest rate of 6.09% (interest only through maturity).
Removed
We estimate that the carrying costs for these two properties for the twelve months ending December 31, 2024, are approximately $1.3 million, including ground lease rent of $512,000 (which sum has historically been paid directly by Regal to the owner of the Greensboro property), real estate taxes of approximately $356,000, and debt service of $290,000.
Added
The property comprises 138,000 square feet, is located on approximately 9.5 acres, is leased to one tenant and the lease expires in 2028.
Removed
Regal is the primary obligor with respect to $460,000 of these carrying costs and we are responsible with respect to such amount if it is not paid by Regal. ​ Because the collection of amounts owed by Regal is deemed to be less than probable, we have not accrued Regal’s base rent (but have collected all base rent payable pursuant to the amended leases) and since October 2020, have been reporting same on a cash basis.
Added
We estimate that in 2025, this property will generate approximately $800,000 of contractual rental income and $413,000 of interest expense. ● signed a contract, on February 6, 2025, to acquire a Class A industrial property located in Council Bluffs, Iowa (the “Council Bluffs II Purchase”; and together with the Alabama Purchase and the Kansas Purchase, the “New Properties”), for $26.0 million, including a $15.6 million mortgage maturing in 2035 and bearing an interest rate of 6.42% (interest only for five years and then amortizing on a 30-year schedule).
Removed
If Regal continues to face financial challenges, it will be difficult and costly (due, among other things, to the limited number of exhibitors and the unique configuration of theater properties) to find a replacement tenant. ​ The Vue – Beachwood, Ohio ​ A multi-family complex, which we refer to as The Vue, ground leases from us the underlying land located in Beachwood, Ohio.
Added
The property comprises 236,324 square feet, is located on approximately 23.5 acres and is adjacent to a 302,347 square foot industrial property we acquired in 2024. The property is leased to two tenants and the weighted average remaining lease term is approximately six years.
Removed
After giving effect to debt service, the property is operating on a negative cash flow basis, and we anticipate that such trend will continue for an extended period.
Added
We estimate that the purchase will be completed in the first quarter of 2025 and that this property will generate, in 2025, approximately $1.5 million of contractual rental income and $800,000 of interest expense. We estimate that after giving effect to the purchase of New Properties, 2025 contractual rental income will be approximately $77.3 million.
Removed
See Note 6 to our consolidated financial statements. ​ 32 Table of Contents LA Fitness ​ LA Fitness leases from us three properties pursuant to three separate leases, including a 38,000 square foot health and fitness facility in Hamilton, Ohio. LA Fitness terminated the lease at the Hamilton, Ohio property effective as of May 1, 2024.
Added
Sale ● sold, on January 21, 2025, a restaurant property located in Concord, North Carolina for $3.3 million and generated net proceeds of $3.1 million. This property accounted for $211,000 and $209,000 of rental income, net, $54,000 and $51,000 of depreciation and amortization expense, and $36,000 and $56,000 of mortgage interest expense for 2024 and 2023, respectively.
Removed
As a result, we estimate that (i) from January 1, 2024 through the remaining lease term, we will generate $120,000 of rental income and (ii) that through 2024, we will incur approximately $230,000, $180,000 and $170,000 of interest expense, real estate operating expense and depreciation and amortization expense, respectively. ​ During 2023, this property accounted for (i) $893,000 of rental income and (ii) $198,000, $188,000 and $206,000 of interest expense, real estate operating expense and depreciation and amortization expense, respectively, and during 2022, this property accounted for (iii) $915,000 of rental income and (iv) $197,000, $170,000 and $210,000 of interest expense, real estate operating expense and depreciation and amortization expense, respectively.
Added
We anticipate that we will recognize, during the quarter ending March 31, 2025, a gain of approximately $1.1 million from the sale of this property. In January 2025, we terminated the previously announced contract to sell a multi-tenant retail center located in St.
Removed
At December 31, 2023, the variable rate mortgage debt (bearing an interest rate of daily SOFR plus 300 basis points) on this property is $4.0 million and is scheduled to mature in September 2024. ​ It will be difficult, due to the presence of another health and fitness facility located nearby, to re-lease this property to another health and fitness operator, and if we are unable to re-lease this property to such an operator, it will be costly to reconfigure the space for use other than as a fitness facility.
Added
Louis Park, Minnesota. 33 Table of Contents Comparison of Years Ended December 31, 2024 and 2023 Results of Operations - ​ Revenues ​ The following table compares total revenues for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase ​ ​ (Dollars in thousands) 2024 2023 (Decrease) % Change Rental income, net ​ $ 90,313 ​ $ 90,646 ​ $ (333) (0.4) Lease termination fees ​ ​ 250 ​ ​ — ​ ​ 250 n/a Total revenues ​ $ 90,563 ​ $ 90,646 ​ $ (83) (0.1) ​ Rental income, net. ​ The following table details the components of rental income, net, for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase ​ ​ (Dollars in thousands) 2024 2023 (Decrease) % Change Acquisitions (1) ​ $ 3,356 ​ $ 612 ​ $ 2,744 ​ 448.4 Dispositions (2) ​ ​ 2,718 ​ ​ 7,569 ​ ​ (4,851) ​ (64.1) Same store (3) ​ ​ 84,239 ​ ​ 82,465 ​ ​ 1,774 ​ 2.2 Rental income, net ​ $ 90,313 ​ $ 90,646 ​ $ (333) ​ (0.4) (1) The 2024 column represents rental income from properties acquired since January 1, 2023; the 2023 column represents rental income from properties acquired during the year ended December 31, 2023.
Removed
We will be adversely effected if we surrender this property to the lender or if we pay off the mortgage debt without obtaining a suitable replacement tenant at this property. ​ 2023 and Recent Developments ​ In 2023, we: ​ ● sold 10 properties ( i.e., seven restaurants and three retail properties) and an out-parcel at a multi-tenant retail property, for an aggregate net gain on sale of real estate of $17.0 million.
Added
The de crease in 2024 is due primarily to de creases in (i) non-cash compensation expense primarily due to the inclusion, in 2023, of $233,000 from the retirement, and related accelerated vesting, of an executive officer’s restricted stock awards, and (ii) professional fees of $166,000 related to litigation that has been settled. ​ Impairment loss.
Removed
We estimate that, excluding any acquisitions, dispositions or lease amendments in 2024, rental income in 2024 will decrease by approximately $2.5 million from 2023 due to these sales. ​ ● paid down our credit facility by approximately $21.8 million primarily through the use of net proceeds from property sales – as of December 31, 2023 and March 1, 2024, no amounts were outstanding on the facility. ​ ● acquired a multi-tenant industrial property for an aggregate purchase price of $13.4 million.
Added
During 2024, we recorded a $1.1 million impairment loss at our former Hamilton, Ohio property tenanted by LA Fitness. (See Note 5 to our consolidated financial statements). ​ State taxes.
Removed
This property accounts for $806,000, or 1.1%, of our 2024 contractual rental income. ​ ● through an unconsolidated joint venture in which we had a 50% equity interest, sold a multi-tenant shopping center located in Manahawkin, NJ for $36.5 million, of which our share was $18.3 million. In 2023, we recognized a $108,000 loss from the sale of this property.
Added
During 2024, our state tax expense was offset by a $238,000 refund from Tennessee related to franchise taxes paid during 2020 through 2022, as the state amended the method of calculating such taxes, resulting in overpayments in such years. 35 Table of Contents Gain on sale of real estate, net The following table lists the sold properties and related gains, net, for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ ​ December 31, (Dollars in thousands) 2024 2023 Restaurant parcel - Lakewood, Colorado (1) ​ $ 1,784 ​ $ — Restaurant property - Kennesaw, Georgia ​ ​ 964 ​ ​ — Industrial property - Miamisburg, Ohio ​ ​ 1,507 ​ ​ — Retail property - Wichita, Kansas ​ ​ 1,884 ​ ​ — Retail property - Lawrence, Kansas ​ ​ 43 ​ ​ — Retail property - Cape Girardeau, Missouri (2) ​ ​ 978 ​ ​ — Vacant retail property - Kennesaw, Georgia ​ ​ 2,072 ​ ​ — Vacant health and fitness property - Hamilton, Ohio ​ ​ 17 ​ ​ — Vacant industrial property - Wauconda, Illinois ​ ​ 1,177 ​ ​ — Retail property - Woodbury, Minnesota ​ ​ 921 ​ ​ — Retail property - Hilliard, Ohio ​ ​ 224 ​ ​ — Health and fitness property - Secaucus, New Jersey ​ ​ 6,436 ​ ​ — Restaurant property - Hauppauge, New York ​ ​ — ​ ​ 1,534 Retail property - Duluth, Georgia ​ ​ — ​ ​ 3,180 Restaurant property - Greensboro, North Carolina ​ ​ — ​ ​ 332 Land parcel - Lakewood, Colorado (3) ​ ​ — ​ ​ 2,177 Restaurant property - Indianapolis, Indiana ​ ​ — ​ ​ 226 Restaurant property - Richmond, Virginia ​ ​ — ​ ​ 265 Restaurant properties - Cartersville & Carrollton, Georgia ​ ​ — ​ ​ 2,581 Restaurant property - Lawrenceville, Georgia ​ ​ — ​ ​ 989 Retail property - Virginia Beach, Virginia ​ ​ — ​ ​ 1,727 Retail property - Fort Myers, Florida ​ ​ — ​ ​ 3,997 Total Gain on sale of real estate, net ​ $ 18,007 ​ $ 17,008 (1) This restaurant parcel, at a multi-tenant shopping center, was owned through a consolidated joint venture in which we have a 90% interest.
Removed
Our share of the net proceeds from this sale was $7.1 million.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

22 edited+4 added−4 removed8 unchanged
Biggest changeLouis Park, MN (4) ​ Retail 1.3 ​ 131,710 ​ ​ 7.14 Dalton, GA ​ Industrial 1.3 ​ 212,740 ​ ​ 4.33 Indianapolis, IN ​ Industrial 1.2 ​ 125,622 ​ ​ 6.92 Greenville, SC (5) ​ Industrial 1.2 ​ 142,200 ​ ​ 5.83 Bakersfield, CA ​ Industrial 1.1 ​ 218,116 ​ ​ 3.71 Blythewood, SC (4) ​ Industrial 1.1 ​ 177,040 ​ ​ 4.55 Ronkonkoma, NY (4) ​ Industrial 1.0 ​ 90,599 ​ ​ 8.15 Greenville, SC (5) ​ Industrial 1.0 ​ 128,000 ​ ​ 5.70 Green Park, MO ​ Industrial 1.0 ​ 119,680 ​ ​ 6.02 Greensboro, NC ​ Theater 1.0 ​ 61,213 ​ ​ 11.41 Huntersville, NC ​ Industrial 1.0 ​ 78,319 ​ ​ 8.69 Ashland, VA ​ Industrial 0.9 ​ 88,003 ​ ​ 7.58 Lake Charles, LA (5) ​ Retail—Office Supply 0.9 ​ 54,229 ​ ​ 12.07 New Hope, MN (5) ​ Industrial 0.9 ​ 123,892 ​ ​ 5.28 Memphis, TN ​ Industrial 0.9 ​ 224,749 ​ ​ 2.88 Lehigh Acres, FL (4) ​ Industrial 0.9 ​ 103,044 ​ ​ 6.28 Champaign, IL (4) ​ Retail 0.9 ​ 50,940 ​ ​ 25.50 Chandler, AZ ​ Industrial 0.9 ​ 62,121 ​ ​ 10.23 Northwood, OH (4) ​ Industrial 0.9 ​ 123,500 ​ ​ 5.14 Moorestown, NJ ​ Industrial 0.9 ​ 64,000 ​ ​ 9.55 Louisville, KY ​ Industrial 0.9 ​ 125,370 ​ ​ 4.87 Chicago, IL ​ Retail—Office Supply 0.8 ​ 23,939 ​ ​ 24.37 Melville, NY ​ Industrial 0.8 ​ 51,351 ​ ​ 11.33 Omaha, NE ​ Industrial 0.8 ​ 101,584 ​ ​ 5.54 Wichita, KS ​ Retail—Furniture 0.8 ​ 88,108 ​ ​ 6.35 Northwood, OH (6) ​ Industrial 0.8 ​ 126,990 ​ ​ 4.37 Shakopee, MN ​ Industrial 0.8 ​ 114,000 ​ ​ 4.86 Monroe, NC ​ Industrial 0.8 ​ 93,170 ​ ​ 5.87 Greenville, SC ​ Industrial 0.8 ​ 88,800 ​ ​ 6.05 Saco, ME ​ Industrial 0.7 ​ 131,400 ​ ​ 3.92 Cedar Park, TX ​ Retail—Furniture 0.7 ​ 50,810 ​ ​ 10.00 New Hyde Park, NY ​ Industrial 0.7 ​ 38,000 ​ ​ 13.12 Cary, NC ​ Retail—Office Supply 0.7 ​ 33,490 ​ ​ 14.62 Tyler, TX ​ Retail—Furniture 0.7 ​ 72,000 ​ ​ 6.75 Lexington, KY ​ Industrial 0.7 ​ 74,150 ​ ​ 6.46 Indianapolis, IN ​ Theater 0.7 ​ 57,688 ​ ​ 8.28 ​ 24 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of ​ Approximate ​ 2024 Contractual ​ ​ ​ ​ 2024 Contractual ​ Square Footage ​ Rental Income Location ​ Type of Property Rental Income ​ of Building ​ per Square Foot Rincon, GA ​ Industrial 0.7 ​ 95,000 ​ $ 4.95 Fort Myers, FL ​ Industrial 0.7 ​ 52,710 ​ ​ 8.86 Durham, NC ​ Industrial 0.6 ​ 46,181 ​ ​ 10.00 Plymouth, MN ​ Industrial 0.6 ​ 82,565 ​ ​ 5.47 Highland Ranch, CO (4) ​ Retail 0.6 ​ 42,920 ​ ​ 10.39 Deptford, NJ ​ Retail 0.6 ​ 25,358 ​ ​ 16.90 Eugene, OR ​ Retail—Office Supply 0.6 ​ 24,978 ​ ​ 16.37 Newport, VA ​ Retail—Furniture 0.6 ​ 49,865 ​ ​ 8.19 Amarillo, TX ​ Retail—Furniture 0.6 ​ 72,027 ​ ​ 5.64 Newark, DE ​ Other 0.6 ​ 23,547 ​ ​ 17.00 Hillside, IL (4) ​ Industrial 0.6 ​ 60,832 ​ ​ 6.55 Bensalem, PA (5) ​ Industrial 0.6 ​ 85,663 ​ ​ 4.61 El Paso, TX ​ Retail—Office Supply 0.5 ​ 25,000 ​ ​ 15.20 Lexington, KY ​ Retail—Furniture 0.5 ​ 30,173 ​ ​ 12.48 Richmond, VA ​ Retail—Furniture 0.5 ​ 38,788 ​ ​ 9.12 Woodbury, MN ​ Retail 0.5 ​ 49,406 ​ ​ 7.04 LaGrange, GA ​ Industrial 0.5 ​ 80,000 ​ ​ 4.31 Greensboro, NC ​ Retail 0.4 ​ 12,950 ​ ​ 24.00 Somerville, MA ​ Retail 0.4 ​ 12,054 ​ ​ 25.72 Gurnee, IL ​ Retail—Furniture 0.4 ​ 22,768 ​ ​ 13.43 Selden, NY ​ Retail 0.4 ​ 14,555 ​ ​ 21.00 Naples, FL ​ Retail—Furniture 0.4 ​ 15,912 ​ ​ 19.01 Bluffton, SC ​ Retail—Furniture 0.4 ​ 35,011 ​ ​ 7.92 Crystal Lake, IL ​ Retail 0.4 ​ 32,446 ​ ​ 8.25 Pinellas Park, FL ​ Industrial 0.4 ​ 53,064 ​ ​ 5.03 Hyannis, MA ​ Retail 0.3 ​ 9,750 ​ ​ 24.85 Myrtle Beach, SC ​ Restaurant 0.3 ​ 6,734 ​ ​ 34.85 Chandler, AZ ​ Industrial 0.3 ​ 25,035 ​ ​ 9.30 Kennesaw, GA ​ Restaurant 0.3 ​ 4,051 ​ ​ 54.34 Concord, NC ​ Restaurant 0.3 ​ 4,749 ​ ​ 46.24 Miamisburg, OH ​ Industrial 0.3 ​ 35,707 ​ ​ 6.03 Everett, MA ​ Retail 0.3 ​ 18,572 ​ ​ 11.43 Cape Girardeau, MO ​ Retail 0.3 ​ 13,502 ​ ​ 14.71 Marston, MA ​ Retail 0.3 ​ 8,775 ​ ​ 22.00 West Palm Beach, FL ​ Industrial 0.2 ​ 10,634 ​ ​ 14.74 Monroeville, PA ​ Retail 0.2 ​ 6,051 ​ ​ 25.74 Batavia, NY ​ Retail 0.2 ​ 23,483 ​ ​ 6.05 Nashville, TN (7) ​ Industrial 0.2 ​ 99,500 ​ ​ 5.17 Lawrence, KS ​ Retail 0.2 ​ 8,600 ​ ​ 14.04 Cuyahoga Falls, OH ​ Retail 0.2 ​ 6,796 ​ ​ 17.21 South Euclid, OH ​ Retail 0.2 ​ 11,672 ​ ​ 9.94 Hamilton, OH ​ Health & Fitness 0.2 ​ 38,000 ​ ​ 3.16 Hilliard, OH ​ Retail 0.1 ​ 6,751 ​ ​ 15.55 Port Clinton, OH ​ Retail 0.1 ​ 6,749 ​ ​ 15.19 Seattle, WA ​ Retail 0.1 ​ 3,053 ​ ​ 27.50 Rosenberg, TX ​ Retail 0.1 ​ 8,000 ​ ​ 10.20 Louisville, KY ​ Industrial 0.1 ​ 9,642 ​ ​ 6.67 Wauconda, IL (8) ​ Industrial — ​ 53,750 ​ ​ 0.49 Bolingbrook, IL (8) ​ Retail — ​ 33,111 ​ ​ 0.51 Kennesaw, GA (9) ​ Retail — ​ 32,138 ​ ​ — Beachwood, OH (10) ​ Land — ​ 349,999 ​ ​ — ​ ​ ​ ​ 100.0 ​ 10,851,596 ​ ​ ​ 25 Table of Contents (1) This property, a community shopping center, is leased to 12 tenants.
Biggest changeLouis Park, MN (3) ​ Retail 1.7 ​ 131,710 ​ $ 9.00 Englewood, CO ​ Industrial 1.5 ​ 63,882 ​ $ 16.89 Tucker, GA ​ Health & Fitness 1.4 ​ 58,800 ​ $ 17.45 Pennsburg, PA (3) ​ Industrial 1.4 ​ 291,203 ​ $ 3.43 Dalton, GA ​ Industrial 1.3 ​ 212,740 ​ $ 4.46 Indianapolis, IN ​ Industrial 1.2 ​ 125,622 ​ $ 7.13 Greenville, SC (2) ​ Industrial 1.2 ​ 142,200 ​ $ 5.97 Bakersfield, CA ​ Industrial 1.1 ​ 218,116 ​ $ 3.78 Huntersville, NC ​ Industrial 1.1 ​ 78,319 ​ $ 10.47 Lehigh Acres, FL (3) ​ Industrial 1.1 ​ 103,044 ​ $ 7.43 Ronkonkoma, NY (3) ​ Industrial 1.0 ​ 90,599 ​ $ 8.34 Green Park, MO ​ Industrial 1.0 ​ 119,680 ​ $ 6.02 Greensboro, NC ​ Theater 1.0 ​ 61,213 ​ $ 11.41 Ashland, VA ​ Industrial 0.9 ​ 88,003 ​ $ 7.73 New Hope, MN (2) ​ Industrial 0.9 ​ 123,892 ​ $ 5.46 Memphis, TN ​ Industrial 0.9 ​ 224,749 ​ $ 2.94 New Hyde Park, NY ​ Industrial 0.9 ​ 38,000 ​ $ 17.18 Chandler, AZ ​ Industrial 0.9 ​ 62,121 ​ $ 10.44 Louisville, KY ​ Industrial 0.9 ​ 125,370 ​ $ 5.13 Northwood, OH (3) ​ Industrial 0.9 ​ 123,500 ​ $ 5.14 Moorestown, NJ ​ Industrial 0.9 ​ 64,000 ​ $ 9.80 Bensalem, PA (6) ​ Industrial 0.9 ​ 85,663 ​ $ 7.33 Northwood, OH (7) ​ Industrial 0.8 ​ 126,990 ​ $ 4.82 Omaha, NE ​ Industrial 0.8 ​ 101,584 ​ $ 5.85 Nashville, TN (8) ​ Industrial 0.8 ​ 99,500 ​ $ 9.11 Melville, NY ​ Industrial 0.8 ​ 51,351 ​ $ 11.56 Greenville, SC (2) ​ Industrial 0.8 ​ 128,000 ​ $ 4.44 Shakopee, MN ​ Industrial 0.8 ​ 114,000 ​ $ 4.97 Monroe, NC ​ Industrial 0.8 ​ 93,170 ​ $ 6.05 Blythewood, SC (3) ​ Industrial 0.8 ​ 177,040 ​ $ 3.15 25 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of ​ Approximate ​ 2025 Contractual ​ ​ ​ ​ 2025 Contractual ​ Square Footage ​ Rental Income Location ​ Type of Property Rental Income ​ of Building ​ per Square Foot Greenville, SC ​ Industrial 0.8 ​ 88,800 ​ $ 6.26 Saco, ME ​ Industrial 0.7 ​ 131,400 ​ $ 3.92 Cedar Park, TX ​ Retail—Furniture 0.7 ​ 50,810 ​ $ 10.00 Tyler, TX ​ Retail—Furniture 0.7 ​ 72,000 ​ $ 6.75 Fort Myers, FL ​ Industrial 0.7 ​ 52,710 ​ $ 9.20 Lake Charles, LA (9) ​ Retail—Office Supply 0.7 ​ 54,229 ​ $ 11.23 Lexington, KY ​ Industrial 0.7 ​ 74,150 ​ $ 6.50 Rincon, GA ​ Industrial 0.7 ​ 95,000 ​ $ 5.06 Indianapolis, IN ​ Theater 0.7 ​ 57,688 ​ $ 8.28 Durham, NC ​ Industrial 0.7 ​ 46,181 ​ $ 10.30 Plymouth, MN ​ Industrial 0.6 ​ 82,565 ​ $ 5.58 Highland Ranch, CO (3) ​ Retail 0.6 ​ 42,920 ​ $ 10.39 Albuquerque, NM ​ Industrial 0.6 ​ 63,421 ​ $ 6.94 Eugene, OR ​ Retail—Office Supply 0.6 ​ 24,978 ​ $ 17.32 Deptford, NJ ​ Retail 0.6 ​ 25,358 ​ $ 16.90 Newark, DE ​ Other 0.6 ​ 23,547 ​ $ 18.13 Richmond, VA ​ Retail—Furniture 0.6 ​ 38,788 ​ $ 10.53 Hillside, IL (3) ​ Industrial 0.6 ​ 60,832 ​ $ 6.69 Amarillo, TX ​ Retail—Furniture 0.6 ​ 72,027 ​ $ 5.64 El Paso, TX ​ Retail—Office Supply 0.6 ​ 25,000 ​ $ 16.08 Champaign, IL (3) ​ Retail 0.6 ​ 50,940 ​ $ 7.85 Lexington, KY ​ Retail—Furniture 0.5 ​ 30,173 ​ $ 12.48 Savannah, GA ​ Industrial 0.5 ​ 35,249 ​ $ 10.64 Newport, VA ​ Retail—Furniture 0.5 ​ 49,865 ​ $ 7.09 LaGrange, GA ​ Industrial 0.5 ​ 80,000 ​ $ 4.39 Naples, FL ​ Retail—Furniture 0.5 ​ 15,912 ​ $ 20.57 Greensboro, NC ​ Retail 0.4 ​ 12,950 ​ $ 24.00 Somerville, MA ​ Retail 0.4 ​ 12,054 ​ $ 25.72 Gurnee, IL ​ Retail—Furniture 0.4 ​ 22,768 ​ $ 13.43 Selden, NY ​ Retail 0.4 ​ 14,555 ​ $ 21.00 Bluffton, SC ​ Retail—Furniture 0.4 ​ 35,011 ​ $ 7.92 Crystal Lake, IL ​ Retail 0.4 ​ 32,446 ​ $ 8.25 Pinellas Park, FL ​ Industrial 0.3 ​ 53,064 ​ $ 4.61 Chicago, IL ​ Retail—Office Supply 0.3 ​ 23,939 ​ $ 10.15 Hyannis, MA ​ Retail 0.3 ​ 9,750 ​ $ 24.85 Chandler, AZ ​ Industrial 0.3 ​ 25,035 ​ $ 9.58 Myrtle Beach, SC ​ Restaurant 0.3 ​ 6,734 ​ $ 34.85 Everett, MA ​ Retail 0.3 ​ 18,572 ​ $ 11.43 Cary, NC ​ Retail—Office Supply 0.3 ​ 33,490 ​ $ 6.09 Marston, MA ​ Retail 0.3 ​ 8,775 ​ $ 22.00 Monroeville, PA ​ Retail 0.2 ​ 6,051 ​ $ 27.83 West Palm Beach, FL ​ Industrial 0.2 ​ 10,634 ​ $ 15.04 Batavia, NY ​ Retail 0.2 ​ 23,483 ​ $ 6.60 South Euclid, OH ​ Retail 0.2 ​ 11,672 ​ $ 9.94 Cuyahoga Falls, OH ​ Retail 0.1 ​ 6,796 ​ $ 12.49 Seattle, WA ​ Retail 0.1 ​ 3,053 ​ $ 27.50 Rosenberg, TX ​ Retail 0.1 ​ 8,000 ​ $ 10.20 Port Clinton, OH ​ Retail 0.1 ​ 6,749 ​ $ 10.98 Louisville, KY ​ Industrial 0.1 ​ 9,642 ​ $ 7.10 Beachwood, OH (10) ​ Land — ​ 349,999 ​ $ — Bolingbrook, IL (11) ​ Retail — ​ 33,111 ​ $ — Concord, NC (12) ​ Restaurant — ​ 4,749 ​ $ — ​ ​ ​ ​ 100.0 ​ 10,870,285 ​ ​ ​ (1) This property, a community shopping center, is leased to 11 tenants.
Our operations rely on securing, collecting, storing, transmitting, and processing of proprietary and confidential data. ​ We have deployed various safeguards designed to protect our information technology (“IT”) systems from cybersecurity threats, including firewalls, intrusion prevention and detection systems, anti-malware functionality and access controls.
Our operations rely on securing, collecting, storing, transmitting, and processing proprietary and confidential data. ​ We have deployed various safeguards designed to protect our information technology (“IT”) systems from cybersecurity threats, including firewalls, intrusion prevention and detection systems, anti-malware functionality and access controls.
We seek to engage reliable, reputable service providers that maintain cybersecurity programs and we generally rely on such providers to maintain appropriate cybersecurity practices. ​ At the Board level, our cybersecurity practices are overseen by the audit committee as part of its oversight of our risk management activities.
We seek to engage reliable, reputable service providers that maintain cybersecurity programs and we rely on such providers to maintain appropriate cybersecurity practices. ​ At the Board level, our cybersecurity practices are overseen by the audit committee as part of its oversight of our risk management activities.
See “Item 1A. Risk Factors” in this Annual Report for additional discussion about cybersecurity-related risks. ​ To operate our business, we use certain third-party service providers to perform a variety of functions.
See “Item 1A. Risk Factors” in this Annual Report for additional discussions about cybersecurity-related risks. ​ To operate our business, we use certain third-party service providers to perform a variety of functions.
At December 31, 2023, our investment in these joint ventures was approximately $2.1 million and the occupancy rate at these properties, based on square footage, was 100%. Based on the leases in effect at December 31, 2023, we anticipate that our share of the base rent payable in 2024 to our joint ventures is approximately $235,000.
At December 31, 2024, our investment in these joint ventures was approximately $2.1 million and the occupancy rate at these properties, based on square footage, was 100%. Based on the leases in effect at December 31, 2024, we anticipate that our share of the base rent payable in 2025 to our joint ventures is approximately $233,000.
Issuer Purchases of Equity Securities As of March 1, 2024, we are authorized to repurchase up to $8.1 million of shares our common stock through, among other things, open market or privately negotiated transactions. There is no stated expiration date for our stock repurchase program.
Issuer Purchases of Equity Securities As of February 28, 2025, we are authorized to repurchase up to $8.1 million of shares of our common stock through, among other things, open-market or privately negotiated transactions. There is no stated expiration date for our stock repurchase program.
The following table sets forth, as of December 31, 2023, information about the properties owned by these joint ventures: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of ​ ​ ​ ​ ​ ​ ​ Base Rent Payable ​ ​ ​ ​ ​ ​ ​ ​ ​ in 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ Contributed by ​ Approximate ​ 2024 ​ ​ Type of ​ the Applicable ​ Square Footage ​ Base Rent Location Property Joint Venture (1) of Building per Square Foot Savannah, GA Retail 86.7 46,058 ​ $ 4.43 Savannah, GA (2) Restaurant 13.3 — ​ — ​ ​ ​ 100.0 46,058 ​ ​ ​ (1) Represents our share of the base rent payable in 2024 with respect to such joint venture property, expressed as a percentage of the aggregate base rent payable in 2024 by all of our joint venture properties.
The following table sets forth, as of December 31, 2024, information about the properties owned by these joint ventures: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of ​ ​ ​ ​ ​ ​ ​ Base Rent Payable ​ ​ ​ ​ ​ ​ ​ ​ ​ in 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ Contributed by ​ Approximate ​ 2025 ​ ​ Type of ​ the Applicable ​ Square Footage ​ Base Rent Location Property Joint Venture (1) of Building per Square Foot Savannah, GA Retail 85.8 46,058 ​ $ 4.34 Savannah, GA (2) Restaurant 14.2 — ​ — ​ ​ ​ 100.0 46,058 ​ ​ ​ (1) Represents our share of the base rent payable in 2025 with respect to such joint venture property, expressed as a percentage of the aggregate base rent payable in 2025 by all of our joint venture properties.
(2) This property is a parking lot which is ground leased to a restaurant. 26 Table of Contents Geographic Concentration As of December 31, 2023, the 108 properties owned by us are located in 31 states.
(2) This property is a parking lot which is ground leased to a restaurant. 27 Table of Contents Geographic Concentration As of December 31, 2024, the 100 properties owned by us are located in 31 states.
Our common stock is listed on the New York Stock Exchange under the symbol “OLP.” As of March 1, 2024, there were approximately 241 holders of record of our common stock. We qualify as a REIT for Federal income tax purposes.
Our common stock is listed on the New York Stock Exchange under the symbol “OLP.” As of February 28, 2025, there were approximately 235 holders of record of our common stock. We qualify as a REIT for Federal income tax purposes.
As a result, our ability, in the near term, to grow revenue and net income through acquisitions may be adversely affected. ​ General Challenges and Uncertainties ​ In addition to the challenges and uncertainties as also described under “ Cautionary Note Regarding Forward-Looking Statements ”, “
As a result of this uncertainty, volatility and the related causes, we may be cautious in pursuing acquisition opportunities in 2025 and our ability to grow revenue, net income and cash flow through acquisitions may be adversely affected. ​ General Challenges and Uncertainties ​ In addition to the challenges and uncertainties as also described under “ Cautionary Note Regarding Forward-Looking Statements ”, “
Substantially all of such mortgage debt bears fixed interest at rates ranging from 3.05% to 8.40% and contains prepayment penalties. ​ The following table sets forth scheduled principal mortgage payments due on our properties as of December 31, 2023 (dollars in thousands): ​ ​ ​ ​ ​ ​ PRINCIPAL YEAR PAYMENTS DUE 2024 ​ $ 61,779 2025 ​ 41,477 2026 ​ 29,670 2027 ​ 47,923 2028 ​ 38,873 Thereafter ​ 202,843 Total ​ $ 422,565 ​ The mortgages on our properties are generally non-recourse, subject to standard carve-outs. ​ ​ Item 3.
Substantially all of such mortgage debt bears fixed interest at rates ranging from 3.05% to 6.25% and contains prepayment penalties. ​ The following table sets forth scheduled principal mortgage payments due on our properties as of December 31, 2024 (dollars in thousands): ​ ​ ​ ​ ​ ​ PRINCIPAL YEAR PAYMENTS DUE 2025 ​ $ 33,542 2026 ​ 29,499 2027 ​ 48,524 2028 ​ 39,511 2029 ​ 86,670 Thereafter ​ 187,232 Total ​ $ 424,978 ​ The mortgages on our properties are generally non-recourse, subject to standard carve-outs. ​ ​ Item 3.
We believe that our facilities are satisfactory for our current and projected needs. 23 Table of Contents Our Properties The following table details, as of December 31, 2023, certain information about our properties (except as otherwise indicated, each property is tenanted by a single tenant): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of ​ Approximate ​ 2024 Contractual ​ ​ ​ ​ 2024 Contractual ​ Square Footage ​ Rental Income Location ​ Type of Property ​ Rental Income ​ of Building per Square Foot Fort Mill, SC ​ Industrial 4.3 ​ 701,595 ​ $ 4.40 Hauppauge, NY ​ Industrial 4.1 ​ 201,614 ​ ​ 14.61 Baltimore, MD ​ Industrial 3.5 ​ 367,000 ​ ​ 6.87 Royersford, PA (1) ​ Retail 3.4 ​ 194,600 ​ ​ 12.52 El Paso, TX ​ Industrial 3.3 ​ 419,821 ​ ​ 5.55 Lebanon, TN ​ Industrial 3.0 ​ 540,200 ​ ​ 3.91 Fort Mill, SC ​ Industrial 2.9 ​ 303,188 ​ ​ 6.75 Littleton, CO (2) ​ Retail 2.3 ​ 101,618 ​ ​ 19.12 Secaucus, NJ ​ Health & Fitness 2.1 ​ 44,863 ​ ​ 33.43 Pittston, PA ​ Industrial 2.0 ​ 249,600 ​ ​ 5.81 El Paso, TX (3) ​ Retail 2.0 ​ 110,179 ​ ​ 13.28 McCalla, AL ​ Industrial 1.9 ​ 294,000 ​ ​ 4.71 Brooklyn, NY ​ Office 1.9 ​ 66,000 ​ ​ 20.39 Delport, MO (4) ​ Industrial 1.8 ​ 339,094 ​ ​ 3.68 Lowell, AR ​ Industrial 1.7 ​ 248,370 ​ ​ 4.95 Moorestown, NJ ​ Industrial 1.7 ​ 219,881 ​ ​ 5.57 Ankeny, IA (4) ​ Industrial 1.7 ​ 208,234 ​ ​ 5.76 Joppa, MD ​ Industrial 1.7 ​ 258,710 ​ ​ 4.60 Englewood, CO ​ Industrial 1.5 ​ 63,882 ​ ​ 16.47 Tucker, GA ​ Health & Fitness 1.4 ​ 58,800 ​ ​ 17.45 Pennsburg, PA (4) ​ Industrial 1.4 ​ 291,203 ​ ​ 3.36 St.
The following table details, as of December 31, 2024, certain information about our properties (except as otherwise indicated, each property is tenanted by a single tenant): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of ​ Approximate ​ 2025 Contractual ​ ​ ​ ​ 2025 Contractual ​ Square Footage ​ Rental Income Location ​ Type of Property ​ Rental Income ​ of Building per Square Foot Fort Mill, SC ​ Industrial 4.3 ​ 701,595 ​ $ 4.46 Hauppauge, NY ​ Industrial 4.2 ​ 201,614 ​ $ 14.98 Baltimore, MD ​ Industrial 3.5 ​ 367,000 ​ $ 6.87 El Paso, TX ​ Industrial 3.3 ​ 419,821 ​ $ 5.72 Royersford, PA (1) ​ Retail 3.3 ​ 194,600 ​ $ 12.46 Fort Mill, SC ​ Industrial 3.2 ​ 303,188 ​ $ 7.48 Council Bluffs, IA (2) ​ Industrial 3.0 ​ 302,347 ​ $ 7.18 Lebanon, TN ​ Industrial 3.0 ​ 540,200 ​ $ 3.93 Delport, MO (3) ​ Industrial 2.4 ​ 339,094 ​ $ 5.14 Littleton, CO (4) ​ Retail 2.2 ​ 94,166 ​ $ 19.25 Pittston, PA ​ Industrial 2.1 ​ 249,600 ​ $ 5.98 El Paso, TX (5) ​ Retail 2.0 ​ 110,179 ​ $ 13.32 McCalla, AL ​ Industrial 2.0 ​ 294,000 ​ $ 4.80 Brooklyn, NY ​ Office 1.9 ​ 66,000 ​ $ 20.39 Moorestown, NJ ​ Industrial 1.7 ​ 219,881 ​ $ 5.69 Ankeny, IA (3) ​ Industrial 1.7 ​ 208,234 ​ $ 5.92 Lowell, AR ​ Industrial 1.7 ​ 248,370 ​ $ 4.95 Joppa, MD ​ Industrial 1.7 ​ 258,710 ​ $ 4.69 St.
Contractual rental income per square foot excludes 1,650 square feet of vacant space. (2) This property, a community shopping center, is leased to 20 tenants. Contractual rental income per square foot excludes 14,670 square feet of vacant space. (3) This property has four tenants. Contractual rental income per square foot excludes 2,395 square feet of vacant space.
Contractual rental income per square foot excludes 3,125 square feet of vacant space. (2) This property has three tenants. (3) This property has two tenants. 26 Table of Contents (4) This property, a community shopping center, is leased to 19 tenants. Contractual rental income per square foot excludes 10,433 square feet of vacant space. (5) This property has four tenants.
Legal Proceedings. Not applicable. ​ ​ Item 4. Mine Safety Disclosures. Not applicable. ​ 28 Table of Contents Part II ​ Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Management’s Discussion and Analysis of Financial Condition and Results of Operations – Challenges and Uncertainties Facing The Vue – Beachwood, Ohio.” ​ ​ Item 4. Mine Safety Disclosures. Not applicable. ​ 29 Table of Contents Part II Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Most of our leases are “net leases” under which the tenant, directly or indirectly, is responsible for paying the real estate taxes, insurance and ordinary maintenance and repairs of the property. As of December 31, 2023, we own, in 31 states, 110 properties, including three properties owned by consolidated joint ventures and two properties owned through unconsolidated joint ventures.
Most of our leases are “net leases” under which the tenant, directly or indirectly, is responsible for paying the real estate taxes, insurance and ordinary maintenance and repairs of the property.
Challenges and Uncertainties as a Result of the Volatile Economic Environment ​ During the past two years, there has been a significant economic uncertainty due, among other things, to volatile interest rates and the challenges presented by an inflationary/potential recessionary environment. This uncertainty, volatility and the related causes may adversely impact us in the future.
As of December 31, 2024, we own, in 31 states, 102 properties, including two properties owned by consolidated joint ventures and two properties owned through unconsolidated joint ventures. ​ Challenges and Uncertainties as a Result of the Volatile Economic Environment ​ There is significant economic uncertainty due, among other things, to volatile interest rates, the challenges presented by an inflationary/potential recessionary environment and the proposed policies of the current administration.
Our occupancy rate, based on square footage, was 98.8%, 99.8%, and 99.2% as of December 31, 2023, 2022 and 2021, respectively. At December 31, 2023, we participated in joint ventures that owned two properties and at such date, our investment in these unconsolidated joint ventures is $2.1 million.
Our Properties As of December 31, 2024, we own 100 properties with an aggregate net book value of $672.3 million. Our occupancy rate, based on square footage, was 99.2%, 98.8% and 99.8% as of December 31, 2024, 2023 and 2022, respectively.
(4) This property has two tenants. (5) This property has three tenants. (6) This property has five tenants. (7) Contractual rental income per square foot excludes 74,500 square feet of vacant space. (8) The tenant’s lease expired January 31, 2024 and we are pursuing the re-lease and/or sale of such property.
Contractual rental income per square foot excludes 2,395 square feet of unleasable vacant space. (6) This property has three tenants. Contractual rental income per square foot excludes 143 square feet of unleasable vacant space. (7) This property has five tenants. (8) This property has two tenants. Contractual rental income per square foot excludes 34,362 square feet of vacant space.
The following table sets forth information, presented by state, related to our properties as of December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of ​ ​ ​ ​ ​ 2024 ​ 2024 ​ ​ ​ ​ ​ ​ Contractual ​ Contractual ​ Approximate ​ ​ Number of ​ Rental ​ Rental ​ Building State Properties Income Income Square Feet South Carolina 8 $ 8,543,490 ​ 12.0 ​ 1,582,568 New York 7 ​ 6,558,674 ​ 9.2 ​ 485,602 Texas 7 ​ 5,623,532 ​ 7.9 ​ 757,837 Pennsylvania 5 ​ 5,394,302 ​ 7.6 ​ 827,117 New Jersey 4 ​ 3,763,401 ​ 5.3 ​ 354,102 Maryland 2 ​ 3,712,022 ​ 5.2 ​ 625,710 North Carolina ​ 7 ​ ​ 3,408,365 ​ 4.8 ​ 330,072 Colorado 3 ​ 3,160,873 ​ 4.4 ​ 208,420 Georgia 6 ​ 2,981,085 ​ 4.2 ​ 482,729 Minnesota 5 ​ 2,947,312 ​ 4.1 ​ 501,573 Tennessee 3 ​ 2,886,172 ​ 4.1 ​ 864,449 Illinois 7 ​ 2,242,092 ​ 3.1 ​ 277,786 Missouri 3 ​ 2,166,440 ​ 3.0 ​ 472,276 Ohio 9 ​ 1,965,547 ​ 2.8 ​ 706,164 Florida 5 ​ 1,840,120 ​ 2.6 ​ 235,364 Kentucky 4 ​ 1,530,082 ​ 2.1 ​ 239,335 Virginia 3 ​ 1,429,279 ​ 2.0 ​ 176,656 Alabama 1 ​ 1,383,326 ​ 1.9 ​ 294,000 Indiana 2 ​ 1,347,066 ​ 1.9 ​ 183,310 Arkansas 1 ​ 1,230,498 ​ 1.7 ​ 248,370 Iowa 1 ​ 1,200,437 ​ 1.7 ​ 208,234 Massachusetts 4 ​ 957,624 ​ 1.3 ​ 49,151 Arizona 2 ​ 868,490 ​ 1.2 ​ 87,156 California 1 ​ 809,642 ​ 1.1 ​ 218,116 Kansas ​ 2 ​ ​ 680,367 ​ 1.0 ​ 96,708 Louisiana ​ 1 ​ ​ 654,718 ​ 0.9 ​ 54,229 Nebraska ​ 1 ​ ​ 562,293 ​ 0.8 ​ 101,584 Other (1) 4 ​ 1,408,357 ​ 2.1 ​ 182,978 ​ 108 ​ $ 71,255,606 100.0 10,851,596 ​ (1) These properties are located in four states. ​ The following table sets forth information, presented by state, related to the properties owned by our joint ventures as of December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Our Share ​ ​ ​ ​ ​ of the ​ ​ ​ ​ ​ ​ Base Rent ​ ​ ​ ​ ​ ​ Payable in 2024 ​ Approximate ​ ​ Number of ​ to these ​ Building State Properties Joint Ventures Square Feet Georgia 2 ​ $ 235,140 46,058 ​ 27 Table of Contents Mortgage Debt ​ At December 31, 2023, we had: ​ ● 68 first mortgages secured by 69 of our 108 properties; and ​ ● $422.6 million of mortgage debt outstanding with a weighted average interest rate of 4.31% and a weighted average remaining term to maturity of approximately 5.9 years.
The following table sets forth information, presented by state, related to our properties as of December 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of ​ ​ ​ ​ ​ 2025 ​ 2025 ​ ​ ​ ​ ​ ​ Contractual ​ Contractual ​ Approximate ​ ​ Number of ​ Rental ​ Rental ​ Building State Properties Income Income Square Feet South Carolina 8 $ 8,440,000 ​ 11.70 ​ 1,582,568 New York 7 ​ 6,828,000 ​ 9.50 ​ 485,602 Texas 7 ​ 5,720,000 ​ 7.90 ​ 757,837 Pennsylvania 5 ​ 5,673,000 ​ 7.90 ​ 827,117 Maryland ​ 2 ​ 3,736,000 ​ 5.20 ​ 625,710 Iowa 2 ​ 3,402,000 ​ 4.70 ​ 510,581 Tennessee ​ 3 ​ ​ 3,377,000 ​ 4.70 ​ 864,449 Georgia 5 ​ 3,181,000 ​ 4.40 ​ 481,789 Colorado 3 ​ 3,136,000 ​ 4.40 ​ 200,968 North Carolina 7 ​ 3,073,000 ​ 4.30 ​ 330,072 Minnesota 4 ​ 2,890,000 ​ 4.00 ​ 452,167 Missouri 2 ​ 2,462,000 ​ 3.40 ​ 458,774 New Jersey 3 ​ 2,306,000 ​ 3.20 ​ 309,239 Florida 5 ​ 1,982,000 ​ 2.80 ​ 235,364 Illinois 6 ​ 1,624,000 ​ 2.30 ​ 224,036 Kentucky 4 ​ 1,570,000 ​ 2.20 ​ 239,335 Ohio 6 ​ 1,521,000 ​ 2.10 ​ 625,706 Virginia 3 ​ 1,443,000 ​ 2.00 ​ 176,656 Alabama 1 ​ 1,411,000 ​ 2.00 ​ 294,000 Indiana 2 ​ 1,373,000 ​ 1.90 ​ 183,310 Arkansas 1 ​ 1,231,000 ​ 1.70 ​ 248,370 Massachusetts 4 ​ 958,000 ​ 1.30 ​ 49,151 Arizona 2 ​ 888,000 ​ 1.20 ​ 87,156 California 1 ​ 825,000 ​ 1.10 ​ 218,116 Nebraska ​ 1 ​ ​ 594,000 ​ 0.80 ​ 101,584 Maine ​ 1 ​ ​ 515,000 ​ 0.70 ​ 131,400 Louisiana ​ 1 ​ ​ 483,000 ​ 0.70 ​ 54,229 New Mexico ​ 1 ​ ​ 440,000 ​ 0.60 ​ 63,421 Oregon ​ 1 ​ ​ 433,000 ​ 0.60 ​ 24,978 Delaware ​ 1 ​ ​ 427,000 ​ 0.60 ​ 23,547 Washington ​ 1 ​ ​ 84,000 ​ 0.10 ​ 3,053 ​ 100 ​ $ 72,026,000 100.0 10,870,285 ​ 28 Table of Contents Mortgage Debt ​ At December 31, 2024, we had: ​ ● 62 first mortgages secured by 63 of our 100 properties; and ​ ● $425.0 million of mortgage debt outstanding with a weighted average interest rate of 4.56% and a weighted average remaining term to maturity of approximately 6.1 years.
Management’s Discussion and Analysis of Financial Condition and Results of Operations — Challenges and Uncertainties Facing The Vue – Beachwood, Ohio” and Note 6 of our consolidated financial statements. ​ Properties Owned by Joint Ventures As of December 31, 2023, we own a 50% equity interest in two joint ventures that own two properties.
As the property has not generated specified levels of positive operating cash flows, the tenant has not been required to pay rent since October 2020. See “ Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations — Challenges and Uncertainties Facing The Vue – Beachwood, Ohio” and Note 6 of our consolidated financial statements.
The committee meets periodically with, among others, our internal auditor and network administrator to review and discuss cybersecurity matters. ​ ​ Item 2. Properties. As of December 31, 2023, we own 108 properties with an aggregate net book value of $682.0 million.
The committee meets periodically with, among others, our internal auditor and network administrator to review and discuss cybersecurity matters. ​ ​ 24 Table of Contents Item 2. Properties. Our principal executive office is located at 60 Cutter Mill Road, Suite 303, Great Neck, New York. We believe that our facilities are satisfactory for our current and projected needs.
(10) This property is ground leased to a multi- unit apartment complex owner/operator. 2024 contractual rental income excludes $1.3 million of variable rent as there is uncertainty as to whether and when the tenant will resume paying rent. See “ Item 7.
(9) This property has three tenants. One tenant, Party City, filed for Chapter 11 bankruptcy protection; as such, contractual rental income excludes $188,000 related to this tenant. (10) This property is ground leased to a multi- unit apartment complex owner/operator.
Removed
The occupancy rate of our joint venture properties, based on square footage, was 100%, 58.7%, and 59.1% as of December 31, 2023, 2022 and 2021, respectively. Our principal executive office is located at 60 Cutter Mill Road, Suite 303, Great Neck, New York.
Added
(11) The tenant’s lease expired January 31, 2024 and we are pursuing the re-lease and/or sale of such property. (12) This property was sold on January 21, 2025. ​ Properties Owned by Joint Ventures As of December 31, 2024, we own a 50% equity interest in two joint ventures that own two properties.
Removed
(9) This property is vacant and was formerly leased to Bed Bath and Beyond which filed for bankruptcy protection and rejected our lease in April 2023.
Added
Legal Proceedings. Our subsidiary is a defendant in a lawsuit entitled Eastgate LLC, et al. v. OLP Beachwood OH LLC , in the U.S. District Court for the Northern District of Ohio, Eastern Division, with respect to our land parcel in Beachwood, Ohio.
Removed
Set forth below is a table describing the purchases we made in the quarter ended December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Approximate ​ ​ ​ ​ ​ ​ ​ Total Number of ​ Dollar Value ​ ​ Total Number ​ Average ​ of Shares Purchased ​ of Shares that May ​ ​ of Shares ​ Price Paid ​ as Part of Publicly ​ Yet Be Purchased Period Purchased per Share ​ Announced Programs ​ Under the Programs October 1, 2023 - October 31, 2023 ​ 133,667 ​ $ 18.40 ​ 133,667 ​ $ 8,655,224 November 1, 2023 - November 30, 2023 ​ 30,400 ​ ​ 18.80 ​ 30,400 ​ 8,081,814 December 1, 2023 - December 31, 2023 ​ — ​ ​ — ​ — ​ ​ 8,081,814 Total ​ 164,067 ​ $ 18.47 ​ 164,067 ​ ​ ​ ​ ​ ​ Item 6. [Reserved. ] ​ ​ ​ 29 Table of Contents Item 7.
Added
The plaintiffs own the office building adjacent to our parcel and, among other things, seek to declare as void and unenforceable, deed restrictions prohibiting the use of a portion of their property for multi-family residential purposes. The lawsuit is in the preliminary pleading stage and we believe we have meritorious defenses. See “ Item 7.
Removed
Due to this uncertainty, we were especially cautious in pursuing acquisition opportunities in 2023 and may continue to be cautious in pursuing such opportunities in the near future.
Added
We did not repurchase any shares of our common stock in 2024. ​ Item 6. [Reserved. ] ​ 30 Table of Contents Item 7.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

97 edited+22 added−21 removed122 unchanged
Biggest changeGould, our vice chairman. ​ Investment Evaluation ​ In evaluating potential investments, we consider, among other criteria, the following: ● the current and projected cash flow of the property; ● the estimated return on equity to us; ● an evaluation of the property and improvements, given its location and use; ● an evaluation of the credit quality of the tenant; ● alternate uses or tenants for the property; ● local demographics (population and rental trends); ● the purpose for which the property is used ( i.e ., industrial, retail or other); ● the terms of tenant leases, including co-tenancy provisions and the relationship between current rents and market rents; ● the potential to finance and/or refinance the property; ● the projected residual value of the property; ● the ability of a tenant, if a net leased property, or major tenants, if a multi-tenant property, to meet operational needs and lease obligations; ● potential for income and capital appreciation; ● occupancy of and demand for similar properties in the market area; and ● the ability of a tenant and the related property to withstand changing economic conditions and other challenges. 5 Table of Contents Our Tenants The following table sets forth information about the diversification of our tenants by industry sector as of December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of ​ ​ Number of ​ Number of ​ 2024 Contractual ​ 2024 Contractual Type of Property ​ Tenants ​ Properties ​ Rental Income (1) ​ Rental Income Industrial 67 ​ 55 ​ $ 47,114,698 66.1 ​ Retail—General 53 ​ 27 ​ 11,160,441 15.7 ​ Retail—Furniture 2 ​ 10 ​ 3,983,899 5.6 ​ Health & Fitness 1 ​ 3 ​ 2,645,989 3.7 ​ Retail—Office Supply(2) 1 ​ 5 ​ 2,085,527 2.9 ​ Other 4 ​ 3 ​ 1,908,522 2.7 ​ Restaurant 6 ​ 3 ​ 1,179,911 1.7 ​ Theater 1 ​ 2 ​ 1,176,619 1.6 ​ ​ 135 108 ​ $ 71,255,606 100.0 ​ (1) Our 2024 contractual rental income represents, after giving effect to any abatements, concessions, deferrals or adjustments, the base rent payable to us in 2024 through the stated expiration of such leases, under leases in effect at December 31, 2023.
Biggest changeFurther, to the extent our affiliates are unable or unwilling to pursue an acquisition of a multi-family property (including a ground lease of a multi-family property), we may pursue such transaction if it meets our investment objectives. ​ Investment Evaluation ​ In evaluating potential investments, we consider, among other criteria, the following: ● the current and projected cash flow of the property; ● the estimated return on equity to us; ● an evaluation of the property and improvements, given its location and use; ● an evaluation of the credit quality of the tenant; ● alternate uses or tenants for the property; ● local demographics (population and rental trends); ● the purpose for which the property is used ( i.e ., industrial, retail or other); ● the terms of tenant leases, including co-tenancy provisions and the relationship between current rents and market rents; 6 Table of Contents ● the potential to finance and/or refinance the property; ● the projected residual value of the property; ● the ability of a tenant, if a net leased property, or major tenants, if a multi-tenant property, to meet operational needs and lease obligations; ● potential for income and capital appreciation; ● occupancy of and demand for similar properties in the market area; and ● the ability of a tenant and the related property to withstand changing economic conditions and other challenges. ​ Our Tenants The following table sets forth information about our tenants by industry sector as of December 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of ​ ​ Number of ​ Number of ​ 2025 Contractual ​ 2025 Contractual Type of Property ​ Tenants ​ Properties ​ Rental Income (1) ​ Rental Income Industrial 72 ​ 56 ​ $ 52,103,000 72.4 ​ Retail—General 50 ​ 22 ​ 10,254,000 14.2 ​ Retail—Furniture 2 ​ 9 ​ 3,449,000 4.8 ​ Other (2) 4 ​ 3 ​ 1,992,000 2.8 ​ Retail—Office Supply (3) 1 ​ 5 ​ 1,505,000 2.1 ​ Theater 1 ​ 2 ​ 1,177,000 1.6 ​ Health & Fitness 1 ​ 1 ​ 1,026,000 1.4 ​ Restaurant 4 ​ 2 ​ 520,000 0.7 ​ ​ 135 100 ​ $ 72,026,000 100.0 ​ (1) Our 2025 contractual rental income represents, after giving effect to any abatements, concessions, deferrals or adjustments, the base rent payable to us in 2025 through the stated expiration of such leases, under leases in effect at December 31, 2024.
Mr. Kalish has served since 2023 as our Senior Vice President-Finance, and from 1990 to 2023, as Chief Financial Officer and Senior Vice President. Since 1998, he has served as Senior Vice President, Finance and from 1990 to 1998, as Vice President of BRT Apartments.
Mr. Kalish has served since 2023 as our Senior Vice President-Financial, and from 1990 to 2023, as Chief Financial Officer and Senior Vice President. Since 1998, he has served as Senior Vice President, Finance and from 1990 to 1998, as Chief Financial Officer of BRT Apartments.
In addition to satisfying their rent obligations, our tenants are generally responsible for the payment of real estate taxes, insurance and ordinary maintenance and repairs. However, under the provisions of certain leases, we are required to pay some expenses, such as the costs of environmental liabilities, roof and structural repairs, insurance premiums, certain non-structural repairs and maintenance.
In addition to satisfying their rent obligations, our tenants are generally responsible for the payment of real estate taxes, insurance and ordinary maintenance and repairs. However, under the provisions of certain leases, we are required to pay some expenses, such as the costs of environmental liabilities, roof and structural repairs, insurance premiums, and certain non-structural repairs and maintenance.
The loss of the services of any of our senior management or other key personnel, the inability or failure of the members of senior management providing services to us on a part-time basis to devote sufficient time or attention to our activities or our inability to recruit and retain qualified personnel in the future, could impair our ability to carry out our business and investment strategies. 18 Table of Contents Certain provisions of our charter, our Bylaws, as amended, and Maryland law may inhibit a change in control that stockholders consider favorable and could also limit the market price of our common stock.
The loss of the services of any of our senior management or other key personnel, the inability or failure of the members of senior management providing services to us on a part-time basis to devote sufficient time or attention to our activities or our inability to recruit and retain qualified personnel in the future, could impair our ability to carry out our business and investment strategies. 19 Table of Contents Certain provisions of our charter, our Bylaws, as amended, and Maryland law may inhibit a change in control that stockholders consider favorable and could also limit the market price of our common stock.
These current conditions, or similar conditions existing in the future, may adversely affect our results of operations, financial condition and ability to pay dividends as a result of one or more of the following, among other potential consequences: • the financial condition of our tenants may be adversely affected, which may result in lower rents or tenant defaults; ​ • current or potential tenants may delay or postpone entering into long-term net leases with us; ​ • the ability to borrow on acceptable terms and conditions may be limited or unavailable, which could reduce our ability to pursue acquisitions, dispositions and refinance existing debt, reduce our returns from acquisition and disposition activities, increase our future interest expense and reduce our ability to make cash distributions to our stockholders; • our ability to access the capital markets may be restricted at a time when we would like, or need, to access those markets, which could have an impact on our flexibility to react to changing economic and business conditions; ​ • the recognition of impairment charges on or reduced values of our properties, which may adversely affect our results of operations or limit our ability to dispose of assets at attractive prices and may reduce the availability of financing; ​ • reduced values of our properties may limit our ability to dispose of assets at attractive prices or to obtain debt financing secured by our properties; ​ • our line of credit lenders could refuse to fund their financing commitment to us or could fail and we may not be able to replace the financing commitment of any such lenders on favorable terms, or at all; and • one or more counterparties to our derivative financial instruments could default on their obligations to us, or could fail, increasing the risk that we may not realize the benefits of these instruments. 21 Table of Contents Breaches of information technology systems could materially harm our business and reputation.
These current conditions, or similar conditions existing in the future, may adversely affect our results of operations, financial condition and ability to pay dividends as a result of one or more of the following, among other potential consequences: • the financial condition of our tenants may be adversely affected, which may result in lower rents or tenant defaults; ​ • current or potential tenants may delay or postpone entering into long-term net leases with us; ​ • the ability to borrow on acceptable terms and conditions may be limited or unavailable, which could reduce our ability to pursue acquisitions, dispositions and refinance existing debt, reduce our returns from acquisition and disposition activities, increase our future interest expense and reduce our ability to make cash distributions to our stockholders; • our ability to access the capital markets may be restricted at a time when we would like, or need, to access those markets, which could have an impact on our flexibility to react to changing economic and business conditions; ​ • the recognition of impairment charges on or reduced values of our properties, which may adversely affect our results of operations or limit our ability to dispose of assets at attractive prices and may reduce the availability of financing; ​ • our line of credit lenders could refuse to fund their financing commitment to us, or could fail, and we may not be able to replace the financing commitment of any such lenders on favorable terms, or at all; and • one or more counterparties to our derivative financial instruments could default on their obligations to us, or could fail, increasing the risk that we may not realize the benefits of these instruments. 22 Table of Contents Breaches of information technology systems could materially harm our business and reputation.
Moreover, our operating results may fluctuate and vary from period to period due to the risk factors set forth herein. ​ 20 Table of Contents Although our common stock is quoted on the New York Stock Exchange, the volume of trades on any given day has been limited historically, as a result of which stockholders might not have been able to sell or purchase our common stock at the volume, price or time desired.
Moreover, our operating results may fluctuate and vary from period to period due to the risk factors set forth herein. 21 Table of Contents Although our common stock is quoted on the New York Stock Exchange, the volume of trades on any given day has been limited historically, as a result of which stockholders might not have been able to sell or purchase our common stock at the volume, price or time desired.
You are advised, however, to consult any further disclosures we make in our reports that are filed with or furnished to the SEC. 2 Table of Contents PART I Item 1. Business. ​ General ​ We are a self-administered and self-managed real estate investment trust, also known as a REIT.
You are advised, however, to consult any further disclosures we make in our reports that are filed with or furnished to the SEC. 3 Table of Contents PART I Item 1. Business. ​ General ​ We are a self-administered and self-managed real estate investment trust, also known as a REIT.
Figueroa has served as our Senior Vice President since 2019, as Vice President from 2001 through 2019, as Vice President of BRT Apartments from 2002 through 2019 and as Vice President of the managing general partner of Gould Investors since 1999. Mr. Figueroa is an attorney admitted to practice in New York. ​ 10 Table of Contents Justin Clair. Mr.
Figueroa has served as our Senior Vice President since 2019, as Vice President from 2001 through 2019, as Vice President of BRT Apartments from 2002 through 2019 and as Vice President of the managing general partner of Gould Investors since 1999. Mr. Figueroa is an attorney admitted to practice in New York. 11 Table of Contents Justin Clair. Mr.
We will continue to form entities to acquire interests in real properties, either alone or with other investors, and we may acquire interests in joint ventures or other entities that own real property. ​ It is our policy, and the policy of our affiliated entities (as described below), that any investment opportunity presented to us or to any of our affiliated entities that involves the acquisition of a net leased property, a ground lease (other than a ground lease of a multi-family property) or a community shopping center, will first be offered to us and may not be pursued by any of our affiliated entities unless we decline the opportunity.
We will continue to form entities to acquire interests in real properties, either alone or with other investors, and we may acquire interests in joint ventures or other entities that own real property. ​ It is our policy, and the policy of our affiliated entities, that any investment opportunity presented to us or to any of our affiliated entities that involves the acquisition of a net leased property, a ground lease (other than a ground lease of a multi-family property) or a community shopping center, will first be offered to us and may not be pursued by any of our affiliated entities unless we decline the opportunity.
Under the Americans with Disabilities Act of 1990, all public accommodations must meet Federal requirements for access and use by disabled persons. A determination that our properties do not comply with the Americans with Disabilities Act could result in liability for both governmental fines and damages.
Under the Americans with Disabilities Act of 1990 (the “ADA”), all public accommodations must meet Federal requirements for access and use by disabled persons. A determination that our properties do not comply with the ADA could result in liability for both governmental fines and damages.
If the software does not perform as required (including non-performance resulting from the software vendors’ unwillingness or inability to maintain or upgrade the functionality of the software), our ability to conduct operations would be adversely affected. ​ 22 Table of Contents Item 1B. Unresolved Staff Comments. None. ​
If the software does not perform as required (including non-performance resulting from the software vendors’ unwillingness or inability to maintain or upgrade the functionality of the software), our ability to conduct operations would be adversely affected. ​ Item 1B. Unresolved Staff Comments. None. ​ 23 Table of Contents
He has served as Treasurer of the managing general partner of Gould Investors since 2013 and as its Assistant Treasurer from 2012, as Senior Vice President since 2022, as Vice President and Treasurer of BRT Apartments Corp. since 2013 and 2014, respectively, and as its Assistant Treasurer from 2009 through 2013. He is a certified public accountant. David W. Kalish.
He has served as Treasurer of the managing general partner of Gould Investors since 2013 and as its Assistant Treasurer from 2012, as Senior Vice President since 2023, as Vice President and Treasurer of BRT Apartments Corp. since 2013 and 2014, respectively, and as its Assistant Treasurer from 2009 through 2013. He is a certified public accountant. David W. Kalish.
If a material environmental condition does in 17 Table of Contents fact exist, or exists in the future, the remediation costs could have a material adverse impact upon our results of operations, liquidity and financial condition. Compliance with the Americans with Disabilities Act could be costly.
If a material environmental condition does in fact exist, or exists in the future, the remediation costs could have a material adverse impact upon our results of operations, liquidity and financial condition. 18 Table of Contents Compliance with the Americans with Disabilities Act could be costly.
The additional tax would reduce significantly our net income and the cash available to pay dividends. 19 Table of Contents We are subject to certain distribution requirements that may result in our having to borrow funds at unfavorable rates.
The additional tax would reduce significantly our net income and the cash available to pay dividends. 20 Table of Contents We are subject to certain distribution requirements that may result in our having to borrow funds at unfavorable rates.
If we are unable to satisfy the covenants of a mortgage, the mortgagee could exercise remedies available to it under the 15 Table of Contents applicable mortgage and as otherwise provided by law, including the possible appointment of a receiver to manage the property, application of deposits or reserves maintained under the mortgage for payment of the debt, or foreclose and/or cause the forced sale of the property or asset securing such debt.
If we are unable to satisfy the covenants of a mortgage, the mortgagee could exercise remedies available to it under the applicable mortgage and as otherwise provided by law, including the possible appointment of a receiver to manage the property, application of deposits or reserves maintained under the mortgage for payment of the debt, or foreclose and/or cause the forced sale of the property or asset securing such debt.
In addition to salaries, the program includes annual cash bonuses, stock awards, contributions to a pension plan, healthcare and insurance benefits, health savings accounts, paid time off, family leave and an education benefit. Employees are offered great flexibility to meet personal and family needs and regular opportunities to participate in professional development programs.
In addition to salaries, the program includes annual cash bonuses, stock awards, contributions to a pension plan, healthcare and insurance benefits, health savings accounts, paid time off and family leave. Employees are offered great flexibility to meet personal and family needs and regular opportunities to participate in professional development programs.
Even if we find replacement tenants or renegotiate leases with current tenants, the terms of the new or renegotiated leases, after giving effect to tenant concessions or the cost of required renovations/ reconfigurations may be less favorable than current lease terms and could reduce the amount of cash available to meet expenses and pay dividends.
Even if we find replacement tenants or renegotiate leases with current tenants, the terms of 12 Table of Contents the new or renegotiated leases, after giving effect to tenant concessions or the cost of required renovations/ reconfigurations may be less favorable than current lease terms and could reduce the amount of cash available to meet expenses and pay dividends.
Although our investment criteria favor an extended period of ownership, we will dispose of a property if we regard the disposition of the property as an opportunity to realize the overall value of the property sooner or to avoid future risks by achieving a determinable return from the property. 4 Table of Contents We identify properties through the network of contacts our, and our affiliates, senior management, which contacts include real estate brokers, private equity firms, banks and law firms.
Although our investment criteria favor an extended period of ownership, we will dispose of a property if we regard the disposition of the property as an opportunity to realize the overall value of the property sooner or to avoid future risks by achieving a determinable return from the property. ​ We identify properties through the network of contacts of our senior management, which contacts include real estate brokers, private equity firms, banks and law firms.
Our competitors include publicly-traded REITs, non-traded REITs, insurance companies, commercial and investment banking firms, private institutional funds, hedge funds, private equity funds and other investors, many of whom have greater financial and other resources than we have. We may not be able to compete successfully for investments.
Our competitors include publicly-traded REITs, non-traded REITs, insurance companies, commercial and investment banking firms, private institutional funds, hedge funds, private equity funds and other investors, many of whom have greater financial and other resources 17 Table of Contents than we have. We may not be able to compete successfully for investments.
However, no amount of hedging activity can fully insulate us from the risks associated with changes in interest rates. Swap agreements involve risk, including that counterparties may fail to honor their obligations under these arrangements, and these arrangements have caused 14 Table of Contents us to pay higher interest rates on our debt obligations than would otherwise be the case.
However, no amount of hedging activity can fully insulate us from the risks associated with volatile changes in interest rates. Swap agreements involve risk, including that counterparties may fail to honor their obligations under these arrangements, and these arrangements have caused us to pay higher interest rates on our debt obligations than would otherwise be the case.
We are required to assess the collectability of our unbilled rent receivables and the remaining useful lives of our intangible lease assets. Such assessments take into consideration, among other things, a tenant’s payment history, financial condition, and the likelihood of collectability of future rent.
We are required to assess the collectability of our unbilled rent receivables and the remaining useful lives of our intangible lease assets. Such assessments, which are highly subjective, take into consideration, among other things, a tenant’s payment history, financial condition, and the likelihood of collectability of future rent.
Accordingly, increases and volatility in interest rates may reduce the amount investors are willing to pay for our common stock. If our borrowings increase, the risk of default on our repayment obligations and our debt service requirements will also increase.
Accordingly, increases and volatility in interest rates may reduce the amount investors are willing to pay for our common stock. 15 Table of Contents If our borrowings increase, the risk of default on our repayment obligations and our debt service requirements will also increase.
We also will acquire a property that is subject to (and will assume) a fixed-rate mortgage. Substantially all of our mortgages provide for amortization of part of the principal balance during the term, thereby reducing the refinancing risk at maturity.
We also will acquire a property that is subject to (and will assume) a fixed-rate mortgage. Many of our mortgages provide for amortization of part of the principal balance during the term, thereby reducing the refinancing risk at maturity.
In addition, we attend industry conferences and engage in direct solicitations. ​ Our charter documents do not limit the number of properties in which we may invest, the amount or percentage of our assets that may be invested in any specific property or property type, or the concentration of investments in any region in the United States.
In addition, we attend industry conferences and engage in direct solicitations. ​ Our charter documents do not limit the number of properties in which we may invest, the amount or percentage of our assets that may be invested in any specific property or property type, or the concentration of investments in any region in the U.S.
If we are required to make unanticipated major modifications to any of our properties to comply with the Americans with Disabilities Act, which are determined not to be the responsibility of our tenants, we could incur unanticipated expenses that could have an adverse impact upon our results of operations, liquidity and financial condition.
If we are required to make unanticipated major modifications to any of our properties to comply with the ADA, which are determined not to be the responsibility of our tenants, we could incur unanticipated expenses that could have an adverse impact upon our results of operations, liquidity and financial condition.
Such adverse conditions may be due to, among other issues, rising inflation and interest rates, volatility in the public equity and debt markets, labor market challenges and international economic and other conditions, including pandemics, geopolitical instability (such as the war in Ukraine), sanctions and other conditions beyond our control.
Such adverse conditions may be due to, among other issues, rising inflation and interest rates, volatility in the public equity and debt markets, labor market challenges and international economic and other conditions, including pandemics, geopolitical instability (such as the conflicts in Ukraine and the Middle East), sanctions and other conditions beyond our control.
As of December 31, 2023, we have not been notified by any governmental authority, nor are we otherwise aware, of any non-compliance with the ADA that we believe would have a material adverse effect on our business, financial position or results of operations. 8 Table of Contents Other Regulations State and local governmental authorities regulate the use of our properties.
As of December 31, 2024, we have not been notified by any governmental authority, nor are we otherwise aware, of any non-compliance with the ADA that we believe would have a material adverse effect on our business, financial position or results of operations. Other Regulations State and local governmental authorities regulate the use of our properties.
Generally, we sold these properties due to our belief that such property had achieved its maximum potential value; our concern with respect to the long-term prospects for the tenant or the geographic sub-market; or our concern in our ability, on acceptable terms, to refinance the property’s mortgage debt or re-lease the property.
Generally, we sold these properties due to one or more of the following considerations: our belief that such property had achieved its maximum potential value; our concern with respect to the long-term prospects for the tenant or the geographic sub-market; or our concern in our ability, on acceptable terms, to refinance the property’s mortgage debt or re-lease the property.
In addition to the other information contained or incorporated by reference in this Form 10-K, readers should carefully consider the following risk factors: Risks Related to Our Business If we are unable to re-rent properties upon the expiration of our leases or if our tenants default or seek bankruptcy protection, our rental income will be reduced and we would incur additional costs.
In addition to the other information contained or incorporated by reference in this Form 10-K, readers should carefully consider the following risk factors: Risks Related to Our Business If we are unable to re-rent properties upon the expiration of our leases or if our tenants default or seek bankruptcy protection, our revenues and operating cash flows will be reduced and we would incur additional costs.
Five properties in which we have an interest are owned through consolidated joint ventures (three properties) and unconsolidated joint ventures (two properties). We may continue to acquire properties through joint ventures and/or contribute some of our properties to joint ventures.
Four properties in which we have an interest are owned through consolidated joint ventures (two properties) and unconsolidated joint ventures (two properties). We may continue to acquire properties through joint ventures and/or contribute some of our properties to joint ventures.
Gould’s sons. ** Isaac Kalish is David W. Kalish’s son. ​ Lawrence G. Ricketts, Jr. Mr. Ricketts has been our Chief Operating Officer since 2008, Executive Vice President since 2006 and served as Vice President from 1999 through 2006. Isaac Kalish. Mr.
Gould are Fredric H. Gould’s sons. ** Isaac Kalish is David W. Kalish’s son. ​ Lawrence G. Ricketts, Jr. Mr. Ricketts has been our Chief Operating Officer since 2008, Executive Vice President since 2006 and served as Vice President from 1999 through 2006. Isaac Kalish. Mr.
Except as may be required under the United States federal securities laws, we undertake no obligation to publicly update our forward-looking statements, whether as a result of new information, future events or otherwise.
Except as may be required under the U.S. federal securities laws, we undertake no obligation to publicly update our forward-looking statements, whether as a result of new information, future events or otherwise.
If we determine that any of our properties at which indicators of impairment exist have undiscounted cash flows below the net book value of such property, we will be required to recognize an impairment charge for the difference between the fair value and the book value during the quarter in which we make such determination.
When we determine that any of our properties at which indicators of impairment exist have undiscounted cash flows below the net book value of such property, we are required to recognize an impairment charge for the difference between the fair value and the book value during the quarter in which we make such determination.
In 2023 we paid, and in 2024 we anticipate paying, Majestic Property, (i) a fee of $3.3 million and $3.3 million, respectively, and (ii) $317,000 and $336,000, respectively, for our share of all direct office expenses, including rent, telephone, postage, computer services, supplies, and internet usage.
In 2024 we paid, and in 2025 we anticipate paying, Majestic Property, (i) a fee of $3.3 million and $3.4 million, respectively, and (ii) $336,000 and $350,000, respectively, for our share of all direct office expenses, including rent, telephone, postage, computer services, supplies, and internet usage.
It is possible that a portion of the dividends we would pay in 2023 would constitute a return of capital and in such event we would not be required to pay such sum to maintain our REIT status.
It is possible that a portion of the dividends we would pay in 2025 or thereafter would constitute a return of capital and in such event we would not be required to pay such sum to maintain our REIT status.
Any impairment charge would reduce our net income and stockholder’s equity. Our ability to fully control the maintenance of our net-leased properties may be limited. The tenants of our net-leased properties are responsible for maintenance and other day-to-day management of the properties.
Impairment charges reduce our net income and stockholder’s equity. Our ability to fully control the maintenance of our net-leased properties may be limited. The tenants of our net-leased properties are responsible for maintenance and other day-to-day management of the properties.
(2) Excludes an aggregate of 125,353 square feet of vacant space. Financing, Re-Renting and Disposition of Our Properties ​ Our credit facility provides us with a source of funds that is used to acquire properties, payoff existing mortgages, and to a more limited extent, invest in joint ventures, improve properties and for working capital purposes.
(2) Excludes an aggregate of 83,569 square feet of vacant space. ​ 8 Table of Contents Financing, Re-Renting and Disposition of Our Properties Our credit facility provides us with a source of funds that is used to acquire properties, payoff existing mortgages, and to a more limited extent, invest in joint ventures, improve properties and for working capital purposes.
At December 31, 2023, Gould Investors beneficially owns approximately 10.4% of our outstanding common stock and certain of our senior executive officers are also executive officers of the managing general partner of Gould Investors.
At December 31, 2024, Gould Investors beneficially owns approximately 10.6% of our outstanding common stock and certain of our senior executive officers are also executive officers of the managing general partner of Gould Investors.
Mathew has served as Chief Accounting Officer since 2023, Vice President—Financial, since 2022, as Assistant Vice President—Financial, from 2020 through 2022, and has been employed by us since 2014. Alysa Block. Ms. Block has been our Treasurer since 2007 and served as Assistant Treasurer from 1997 to 2007. Ms.
Mathew has served as Chief Accounting Officer since 2023, Vice President—Financial, since 2022, as Assistant Vice President—Financial, from 2020 through 2022, and has been employed by us since 2014. Ms. Mathew is a certified public accountant. Alysa Block. Ms. Block has been our Treasurer since 2007 and served as Assistant Treasurer from 1997 to 2007. Ms.
With respect to our (i) consolidated joint ventures, we own, with two joint venture partners and their respective affiliates, properties that account for 4.3% of 2024 contractual rental income, and (ii) unconsolidated joint ventures, we own, with one joint venture partner and their affiliates, properties which account for our $235,000 share of 2024 base rent payable.
With respect to our (i) consolidated joint ventures, we own, with two joint venture partners and their respective affiliates, properties that account for 3.9% of 2025 contractual rental income, and (ii) unconsolidated joint ventures, we own, with one joint venture partner and their affiliates, properties which account for our $233,000 share of 2025 base rent payable.
In addition, increasing interest rates could decrease the amount third parties are willing to pay for our assets, thereby limiting our ability to dispose of assets on more favorable terms. Interest rates have been volatile as the interest rate on the 10- year treasury notes ranged from 0.90% to 5.02% during the three years ended December 31, 2023.
In addition, increasing interest rates could decrease the amount third parties are willing to pay for our assets, thereby limiting our ability to dispose of assets on more favorable terms. Interest rates have been volatile as the interest rate on the ten- year treasury notes ranged from 1.51% to 5.02% during the three years ended December 31, 2024.
If we are unsuccessful in refinancing or extending existing mortgage indebtedness or financing unencumbered properties, selling properties on favorable terms or raising additional equity, our cash flow will be insufficient to repay all maturing mortgage debt when payments become due, and we may be forced to dispose of properties on disadvantageous terms or convey properties secured by mortgages to the mortgagees, which would lower our revenues and the value of our portfolio.
If we are unsuccessful in refinancing or extending existing mortgage indebtedness or financing unencumbered properties, selling properties on favorable terms or raising additional equity, our cash flow will be insufficient to repay all maturing mortgage debt when payments become due, and we may be forced to dispose of properties on disadvantageous terms or convey properties secured by mortgages to the mortgagees, which would lower our revenues and the value of our portfolio. 14 Table of Contents We may find that the value of a property could be less than the mortgage secured by such property.
The business history of our executive officers, who are also directors, will be provided in our proxy statement to be filed with the SEC not later than April 29, 2024: ​ NAME AGE POSITION WITH THE COMPANY Matthew J. Gould* ​ 64 ​ Chairman of the Board Fredric H. Gould* ​ 88 ​ Vice Chairman of the Board Patrick J.
The business history of our executive officers, who are also directors, will be provided in our proxy statement to be filed with the SEC not later than April 30, 2025: ​ NAME AGE POSITION WITH THE COMPANY Matthew J. Gould* ​ 65 ​ Chairman of the Board Fredric H. Gould* ​ 89 ​ Vice Chairman of the Board Patrick J.
Our efforts to find replacement tenants may be challenged as there are a limited number of tenants interested in certain types of properties, such as our theaters ( i.e., Regal Cinemas) and health and fitness centers ( i.e., LA Fitness) which accounts in the aggregate for $3.8 million, or 5.4%, of 2024 contractual rental income and the cost of reconfiguring such properties to make them more attractive to a broader set of potential tenants may be prohibitive.
Our efforts to find replacement tenants may be challenged as there are a limited number of tenants interested in certain types of properties, such as our theaters ( i.e., Regal Cinemas) and a health and fitness center ( i.e., LA Fitness) which account in the aggregate for $2.2 million, or 3.0%, of 2025 contractual rental income and the cost of reconfiguring such properties to make them more attractive to a broader set of potential tenants may be prohibitive.
We have, however, acquired properties, and may continue to acquire properties, that are subject to short-term leases when we believe that such properties represent a favorable opportunity for generating additional income from its re-lease or has significant residual value.
We have, however, acquired properties, and may continue to acquire properties, that are subject to short-term leases when we believe that such properties represent a favorable opportunity for generating additional income from its re-lease or has significant residual value. ​ Generally, we hold the properties we acquire for an extended period of time.
At March 1, 2024, the interest rate on such notes was 4.19%. If we are required to refinance mortgage debt that matures over the next several years at higher interest rates than such mortgage debt currently bears, the funds available for dividends may be reduced.
At February 28, 2025, the interest rate on such notes was 4.22%. If we are required to refinance mortgage debt that matures over the next several years at higher interest rates than such mortgage debt currently bears, the funds available for dividends may be reduced.
Human Capital Resources As of December 31, 2023, we had 10 full-time employees (including 5 full-time executive officers), who devote substantially all of their business time to our activities.
Human Capital Resources As of December 31, 2024, we had ten full-time employees (including five full-time executive officers), who devote substantially all of their business time to our activities.
Most of our employees have a long tenure with us, which we believe is indicative of our employees’ satisfaction with the work environment we provide. ​ We maintain a work environment that is free from discrimination or harassment on the basis of color, race, sex, national origin, ethnicity, religion, age, disability, sexual orientation, gender identification or expression or any other status protected by applicable law, and our employees are compensated without regard to any of the foregoing. 9 Table of Contents Information about our Executive Officers ​ Set forth below is a list of our executive officers whose terms expire at our 2024 annual board of directors’ meeting.
We maintain a work environment that is free from discrimination or harassment on the basis of color, race, sex, national origin, ethnicity, religion, age, disability, sexual orientation, gender identification or expression or any other status protected by applicable law, and our employees are compensated without regard to any of the foregoing. 10 Table of Contents Information about our Executive Officers ​ Set forth below is a list of our executive officers whose terms expire at our 2025 annual board of directors’ meeting.
Traditional retail tenants account for 24.2% of our 2024 contractual rental income and the competition that such tenants face from e-commerce retail sales could adversely affect our business.
Traditional retail tenants account for 21.1% of our 2025 contractual rental income and the competition that such tenants face from e-commerce retail sales could adversely affect our business.
Some of our properties may be financed on a cross-defaulted or cross-collateralized basis, and we may collateralize a single financing with more than one property. 7 Table of Contents ​ In advance of the termination or expiration of any lease relating to any of our properties, we explore re-renting or selling such property to maximize our return, considering, among other factors, the income potential and market value of such property.
Some properties are financed on a cross-defaulted or cross-collateralized basis, and we may collateralize a single financing with more than one property. Prior to the termination or expiration of leases relating to our properties, we explore re-renting or selling such property to maximize our return, considering, among other factors, the income potential and market value of such property.
Approximately 24.2% of our 2024 contractual rental income is derived from retail tenants, including 5.6% from tenants engaged in selling furniture ( i.e ., Havertys Furniture accounts for 4.7% of 2024 contractual rental income) and 2.9% from a tenant engaged in selling office supplies ( i.e ., Office Depot, a tenant at five properties, one of which is currently closed but for which the tenant continues to pay rent and the lease expires in May 2025).
Approximately 21.1% of our 2025 contractual rental income is derived from retail tenants, including 4.8% from tenants engaged in selling furniture ( i.e ., Havertys Furniture accounts for 3.9% of 2025 contractual rental income) and 2.1% from a tenant engaged in selling office supplies ( i.e ., Office Depot, a tenant at five properties, two of which are currently closed but for which the tenant continues to pay rent and the lease expires in May 2025).
Our Leases ​ Most of our leases are net leases under which the tenant, in addition to its rental obligation, typically is responsible, directly or indirectly for expenses attributable to the operation of the property, such as real estate taxes and assessments, insurance and ordinary maintenance and repairs.
Four of the Office Depot leases contain cross-default provisions. 7 Table of Contents Our Leases ​ Most of our leases are net leases under which the tenant, in addition to its rental obligation, typically is responsible, directly or indirectly, for expenses attributable to the operation of the property, such as real estate taxes and assessments, insurance and ordinary maintenance and repairs.
As of December 31, 2023, we own 108 properties and participate in joint ventures that own two properties.
As of December 31, 2024, we own 100 properties and participate in joint ventures that own two properties.
These 110 properties are located in 31 states and have an aggregate of approximately 10.9 million square feet (including an aggregate of approximately 46,000 ­square feet at properties owned by our joint ventures). ​ As of December 31, 2023: ● our 2024 contractual rental income (as described in “— Our Tenants ”) is $71.3 million; ● the occupancy rate of our properties is 98.8% based on square footage; ● the weighted average remaining term of our mortgage debt is 5.9 years and the weighted average interest rate thereon is 4.31%; and ● the weighted average remaining term of the leases generating our 2024 contractual rental income is 5.5 years.
These 102 properties are located in 31 states and have an aggregate of approximately 10.9 million square feet (including an aggregate of approximately 46,000 ­square feet at properties owned by our joint ventures). ​ As of December 31, 2024: ● our 2025 contractual rental income (as described in “— Our Tenants ”) is $72.0 million; ● the occupancy rate of our properties is 99.2% based on square footage; ● the weighted average remaining term of our mortgage debt is 6.1 years and the weighted average interest rate thereon is 4.56%; and ● the weighted average remaining term of the leases generating our 2025 contractual rental income is five years.
At December 31, 2023, we had $422.6 million of debt outstanding all related to our mortgage debt and no debt outstanding on our credit facility.
At December 31, 2024, we had $425.0 million of debt outstanding all related to our mortgage debt and no debt outstanding on our credit facility.
We also obtain our property insurance in conjunction with Gould Investors, our affiliate, and in 2023, reimbursed Gould Investors $1.1 million for our share of the insurance premiums paid by Gould Investors.
We also obtain our property insurance in conjunction with Gould Investors, an affiliated entity, and in 2024, reimbursed Gould Investors $1.2 million for our share of the insurance premiums paid by Gould Investors.
Callan, Jr. ​ 61 ​ President, Chief Executive Officer and Director Lawrence G. Ricketts, Jr. ​ 47 ​ Executive Vice President and Chief Operating Officer Jeffrey A. Gould* ​ 58 ​ Senior Vice President and Director Isaac Kalish** ​ 48 ​ Senior Vice President and Chief Financial Officer David W. Kalish** ​ 76 ​ Senior Vice President—Financial Officer Mark H.
Callan, Jr. ​ 62 ​ President, Chief Executive Officer and Director Lawrence G. Ricketts, Jr. ​ 48 ​ Executive Vice President and Chief Operating Officer Jeffrey A. Gould* ​ 59 ​ Senior Vice President and Director Isaac Kalish** ​ 49 ​ Senior Vice President and Chief Financial Officer David W. Kalish** ​ 77 ​ Senior Vice President—Financial Mark H.
FedEx, Havertys Furniture, Northern Tool, NARDA Holdings, Inc. and LA Fitness account for approximately 5.5%, 4.7%, 4.3%, 4.1% and 3.7%, respectively, of our 2024 contractual rental income, and the weighted average remaining lease term for such tenants is 3.7 years, 4.4 years, 5.3 years, 9.7 years and 7.0 years, respectively.
FedEx, Northern Tool, NARDA Holdings, Inc., Havertys and Ferguson account for approximately 5.2%, 4.3%, 4.2%, 3.9% and 3.5%, respectively, of our 2025 contractual rental income, and the weighted average remaining lease term for such tenants is 2.7 years, 4.3 years, 8.7 years, 3.7 years and 2.6 years, respectively.
This adversely impacts our ability to rent space at our retail properties and increases competition for retail tenants thereby reducing the rent we would receive at these properties and adversely affecting our results of operations, cash flow and financial condition. Approximately 22.3% of our 2024 contractual rental income is derived from five tenants.
This adversely impacts our ability to rent space at our retail properties and increases competition for retail tenants thereby reducing the rent we would receive at these properties and adversely affecting our results of operations, cash flow and financial condition.
Pursuant to the compensation and services agreement, we pay an annual fee to Majestic Property which provides us with the Services. See “Item 1. Business — Human Capital Resources”.
We are a party to a compensation and services agreement with Majestic Property effective as of January 1, 2007, as amended. Pursuant to the compensation and services agreement, we pay an annual fee to Majestic Property which provides us with the Services. See “Item 1. Business — Human Capital Resources”.
We do not intend to acquire properties located outside of the United States.
We do not intend to acquire properties located outside of the U.S.
Included in the $3.3 million is $1.5 million for property management services—the amount for the property management services is based on 1.5% and 2.0% of the rental payments (including tenant reimbursements) actually received by us from net lease tenants and operating lease tenants, respectively. We do not pay Majestic Property with respect to properties managed by third parties.
Included in the $3.3 million is $1.4 million for property management services—the amount for the property management services is based on 1.5% and 2.0% of the rental payments (including tenant reimbursements) actually received by us from net lease tenants and operating lease tenants, respectively.
Declines in the value of our properties could result in impairment charges. If we are presented with indicators of impairment in the value of a particular property or group of properties, we will be required to perform an impairment analysis for such property or properties.
When we are presented with indicators of impairment in the value of a particular property or group of properties, we are required to perform an impairment analysis for such property or properties.
We may find that the value of a property could be less than the mortgage secured by such property. We may also have to decide whether we should refinance or pay off a mortgage on a property at which the mortgage matures prior to lease expiration and the tenant may not renew the lease.
We may also have to decide whether we should refinance or pay off a mortgage on a property at which the mortgage matures prior to lease expiration and the tenant may not renew the lease.
Based on our portfolio of properties at December 31, 2023, we estimate that the property management fee in 2024 will be approximately $1.4 million. ​ We provide a competitive benefits program to help meet the needs of our employees.
We do not pay Majestic Property for property management services with respect to properties managed by third parties. Based on our portfolio of properties at December 31, 2024, we estimate that the property management fee in 2025 will be approximately $1.4 million. We provide a competitive benefits program to help meet the needs of our employees.
The following table sets forth, as of December 31, 2023, the principal balance of the mortgage payments due at maturity on our properties and the weighted average interest rate thereon (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ Principal ​ ​ ​ Balances ​ Weighted Average ​ ​ Due at ​ Interest Rate Year ​ Maturity ​ Percentage 2024 ​ $ 49,906 ​ 4.72 2025 ​ 30,850 ​ 4.32 2026 ​ 19,179 ​ 3.88 2027 ​ 38,524 ​ 3.64 2028 ​ 30,155 ​ 4.64 2029 and thereafter ​ 168,560 ​ 4.29 We manage a substantial portion of our exposure to interest rate risk by accessing debt with staggered maturities, obtaining fixed rate mortgage debt and by fixing the interest rate on substantially all of our variable rate debt through the use of interest rate swap agreements.
The following table sets forth, as of December 31, 2024, the principal balance of the mortgage payments due at maturity on our properties and the weighted average interest rate thereon (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ Principal ​ ​ ​ Balances ​ Weighted Average ​ ​ Due at ​ Interest Rate Year ​ Maturity ​ Percentage 2025 ​ $ 22,458 ​ 4.17 2026 ​ 18,461 ​ 3.91 2027 ​ 38,525 ​ 3.64 2028 ​ 30,155 ​ 4.64 2029 ​ 79,386 ​ 4.41 2030 and thereafter ​ 159,172 ​ 5.02 We manage a substantial portion of our exposure to interest rate risk by accessing debt with staggered maturities, obtaining fixed rate mortgage debt and by fixing the interest rate on substantially all of our variable rate debt through the use of interest rate swap agreements.
We anticipate recognizing a gain of approximately $1.8 million on this sale during the three months ending March 31, 2024, of which the non-controlling interest’s share will be approximately $180,000. ​ ​ Our Business Objective ​ Our business objective is to increase stockholder value by: ​ ● identifying opportunistic and strategic property acquisitions consistent with our portfolio and our acquisition strategies; ● monitoring and maintaining our portfolio, and as appropriate, working with tenants to facilitate the continuation or expansion of their tenancies; ● managing our portfolio effectively, including opportunistic and strategic property sales; ● obtaining mortgage indebtedness (including refinancings) on favorable terms, ensuring that the cash flow generated by a property exceeds the debt service thereon and maintaining access to capital to finance property acquisitions; and ● maintaining and, over time, increasing our dividend. ​ Acquisition Strategies ​ We seek to acquire properties throughout the United States that have locations, demographics and other investment attributes that we believe to be attractive.
Louis Park, Minnesota. ​ Our Business Objective ​ Our business objective is to increase stockholder value by: ● identifying opportunistic and strategic property acquisitions consistent with our portfolio and our acquisition strategies; ● monitoring and maintaining our portfolio, and as appropriate, working with tenants to facilitate the continuation or expansion of their tenancies; ● managing our portfolio effectively, including opportunistic and strategic property sales; ● obtaining mortgage indebtedness (including refinancings) on favorable terms, ensuring that the cash flow generated by a property exceeds the debt service thereon and maintaining access to capital to finance property acquisitions; and ● maintaining and, over time, increasing our dividend. 5 Table of Contents Acquisition Strategies ​ We seek to acquire properties throughout the U.S. that have locations, demographics and other investment attributes that we believe to be attractive.
At December 31, 2023, the aggregate of our unbilled rent receivable and intangible lease assets is $31.3 million (including $14.7 million of intangible lease assets): six tenants ( i.e., Northern Tool, Famous Footwear, NARDA Holdings, Inc., FedEx, Q.E.P. Co., Inc., and LA Fitness) account for 35.6% of such sum.
At December 31, 2024, the aggregate of our unbilled rent receivable and intangible lease assets is $30.6 million (including $13.6 million of intangible lease assets): five tenants ( i.e., NARDA Holdings, Inc., Northern Tool, Famous Footwear, The Lion Brewery, and Q.E.P. Co., Inc.) account for 30.2% of such sum.
Generally, net proceeds received from the sale, financing or refinancing of properties are required to be used to repay amounts outstanding under our facility. See “Item 7.
Generally, net proceeds received from the sale, financing or refinancing of properties are required to be used to repay amounts outstanding under our facility. See “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Credit Facility”.
If restoration is not or cannot be completed to the extent, or within the period of time, specified in certain of our leases, the tenant may have the right to terminate the lease.
If restoration is not or cannot be completed to the extent, or within the period of time, specified in certain of our leases, the tenant may have the right to terminate the lease. If any of these or similar events occur, it may reduce our revenues, the value of, or our return from, an affected property.
Cash realized from the sale of properties, net of required payoffs of the related mortgage debt, if any, required paydowns of our credit facility, and distributions to stockholders, is available for general working capital purposes and the acquisition of additional properties. ​ In 2023, we sold ten properties ( i.e ., seven restaurants and three retail) and an out-parcel at a multi-tenant retail property.
Cash realized from the sale of properties, net of required payoffs of the related mortgage debt, if any, required paydowns of our credit facility, and distributions to stockholders, is available for general working capital purposes and the acquisition of additional properties.
Such write-offs result in a reduction of our net income, total assets and stockholders’ equity and in certain circumstances may result in the breach of our financial covenants under the credit facility. 12 Table of Contents The concentration of our properties in certain states makes our revenues and the value of our portfolio vulnerable to adverse changes in local economic conditions.
Such write-offs result in a reduction of our net income, total assets and stockholders’ equity and in certain circumstances may result in the breach of our financial covenants under the credit facility. 13 Table of Contents Declines in the value of our properties could result in impairment charges.
We do not carry insurance coverage for the types of environmental risks described above. ​ We believe that we are in compliance, in all material respects, with all federal, state and local ordinances and regulations regarding hazardous or toxic substances.
We believe that we are in compliance, in all material respects, with all federal, state and local ordinances and regulations regarding hazardous or toxic substances.
Under some net leases, we are responsible for structural repairs, including foundation and slab, roof repair or replacement and restoration following a casualty event, and at several properties we are responsible for certain expenses related to the operation and maintenance of the property. 6 Table of Contents Leases representing 69.2% of our 2024 contractual rental income provide for either periodic contractual rent increases or a rent increase based on the consumer price index.
Under some net leases, we are responsible for structural repairs, including foundation and slab, roof repair or replacement and restoration following a casualty event, and at several properties we are responsible for certain expenses related to the operation and maintenance of the property.
From 2024 through 2029, the following leases expire: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of ​ ​ Number of ​ 2024 Contractual ​ 2024 Contractual Leases Expiring December 31, ​ Leases ​ Rental Income ​ Rental Income 2024 - 2026 ​ 49 ​ $ 14,283,063 ​ 20.0 2027 - 2029 ​ 70 ​ ​ 31,526,434 ​ 44.3 ​ If our tenants, and in particular, our significant tenants, (i) do not renew their leases upon lease expiration, (ii) default on their obligations or (iii) seek rent relief, lease renegotiation or other accommodations, our revenues would decline and, in certain cases, co-tenancy provisions ( i.e., a tenant’s right to reduce their rent or terminate their lease if certain key tenants vacate a property) may be triggered possibly allowing other tenants at the same property to reduce their rental payments or terminate their leases.
From 2025 through 2030, the following leases expire: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of ​ ​ Number of ​ 2025 Contractual ​ 2025 Contractual Leases Expiring December 31, ​ Leases ​ Rental Income ​ Rental Income 2025 - 2027 (1) ​ 57 ​ $ 21,976,000 ​ 30.5 2028 - 2030 ​ 58 ​ ​ 28,595,000 ​ 39.7 (1) Eight leases accounting for 2.1% of contractual rental income expire in 2025, and we believe or have been advised that tenants with respect to $560,000 of 2025 contractual rental income intend to allow their leases to expire. ​ If our tenants, and in particular, our significant tenants, (i) do not renew their leases upon lease expiration, (ii) default on their obligations or (iii) seek rent relief, lease renegotiation or other accommodations, our revenues would decline and, in certain cases, co-tenancy provisions ( i.e., a tenant’s right to reduce their rent or terminate their lease if certain key tenants vacate a property) may be triggered possibly allowing other tenants at the same property to reduce their rental payments or terminate their leases.
Lundy ​ 61 ​ Senior Vice President Israel Rosenzweig ​ 76 ​ Senior Vice President Richard M. Figueroa ​ 56 ​ Senior Vice President Justin Clair ​ 41 ​ Executive Vice President Mili Mathew ​ 40 ​ Vice President—Financial Alysa Block ​ 63 ​ Treasurer * Matthew J. Gould and Jeffrey A. Gould are Fredric H.
Lundy ​ 62 ​ Senior Vice President Israel Rosenzweig ​ 77 ​ Senior Vice President Richard M. Figueroa ​ 57 ​ Senior Vice President Justin Clair ​ 42 ​ Executive Vice President Mili Mathew ​ 41 ​ Vice President—Financial and Chief Accounting Officer Alysa Block ​ 64 ​ Treasurer ​ * Matthew J. Gould and Jeffrey A.
Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Credit Facility”. ​ We mortgage specific properties on a non-recourse basis, subject to standard carve-outs to enhance the return on our investment in a specific property.
We mortgage specific properties on a non-recourse basis, subject to standard carve-outs to enhance the return on our investment in a specific property.
We generally obtain a Phase I environmental study (which involves inspection without soil sampling or ground water analysis) conducted by independent environmental consultants prior to acquiring a property and, in certain instances, have conducted additional investigations. ​ We do not believe that there are hazardous substances existing on our properties that would have a material adverse effect on our business, financial position or results of operations.
We generally obtain a Phase I environmental study (which involves inspection without soil sampling 9 Table of Contents or ground water analysis) conducted by independent environmental consultants prior to acquiring a property and, in certain instances, have conducted additional investigations.
The risks associated with our mortgage debt, include the risks that cash flow from properties securing the indebtedness and our available cash and cash equivalents will be insufficient to meet required payments of principal and interest. 13 Table of Contents Generally, only a portion of the principal of our mortgage indebtedness will be repaid prior to or at maturity and we do not plan to retain sufficient cash to repay such indebtedness at maturity.
Generally, only a portion of the principal of our mortgage indebtedness will be repaid prior to or at maturity and we do not plan to retain sufficient cash to repay such indebtedness at maturity.
If we are unable to re-rent properties on favorable terms with respect to properties at which tenants default on their rent obligation or do not renew their leases at lease expiration, our results of operations, cash flow and financial condition will be adversely affected. 11 Table of Contents Our portfolio of properties is concentrated in the industrial and retail real estate sectors, and our business would be adversely affected by an economic downturn in either of such sectors.
If we are unable to re-rent properties on favorable terms with respect to properties at which tenants default on their rent obligation or do not renew their leases at lease expiration, our results of operations, cash flow and financial condition will be adversely affected. Approximately 21.1% of our 2025 contractual rental income is derived from five tenants.

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