EX-99.3 4 ex993-eprx9302023supplemen.htm SUPPLEMENTAL OPERATING AND FINANCIAL DATA Document
Exhibit 99.3

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TABLE OF CONTENTS
SECTIONPAGE
Company Profile
Investor Information
Selected Financial Information
Selected Balance Sheet Information
Selected Operating Data
Funds From Operations and Funds From Operations as Adjusted
Adjusted Funds From Operations
Capital Structure
Summary of Ratios
Summary of Mortgage Notes Receivable
Summary of Unconsolidated Joint Ventures
Investment Spending and Disposition Summaries
Property Under Development - Investment Spending Estimates
Portfolio Detail
Lease Expirations
Top Ten Customers by Total Revenue
Guidance
Definitions-Non-GAAP Financial Measures
Appendix-Reconciliation of Certain Non-GAAP Financial Measures

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Q3 2023 Supplemental
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CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

The financial results in this document reflect preliminary, unaudited results, which are not final until the Company’s Quarterly Report on Form 10-Q is filed. With the exception of historical information, certain statements contained or incorporated by reference herein may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), such as those pertaining to our guidance, the uncertain financial impact of the COVID-19 pandemic, our capital resources and liquidity, our pursuit of growth opportunities, the timing of transaction closings and investment spending, our expected cash flows, the performance of our customers, our expected cash collections and our results of operations and financial condition. Forward-looking statements involve numerous risks and uncertainties, and you should not rely on them as predictions of actual events. There is no assurance that the events or circumstances reflected in the forward-looking statements will occur. You can identify forward-looking statements by use of words such as “will be,” “intend,” “continue,” “believe,” “may,” “expect,” “hope,” “anticipate,” “goal,” “forecast,” “pipeline,” “estimates,” “offers,” “plans,” “would” or other similar expressions or other comparable terms or discussions of strategy, plans or intentions contained or incorporated by reference herein. Forward-looking statements necessarily are dependent on assumptions, data or methods that may be incorrect or imprecise. These forward-looking statements represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Many of the factors that will determine these items are beyond our ability to control or predict. For further discussion of these factors see “Item 1A. Risk Factors” in our most recent Annual Report on Form 10-K and, to the extent applicable, our Quarterly Reports on Form 10-Q.

For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date hereof or the date of any document incorporated by reference herein. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Except as required by law, we do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date hereof.

NON-GAAP INFORMATION

This document contains certain non-GAAP measures. These non-GAAP measures, as calculated by the Company, are not necessarily comparable to similarly titled measures reported by other companies. Additionally, these non-GAAP measures are not measurements of financial performance or liquidity under GAAP and should not be considered alternatives to the Company's other financial information determined under GAAP. See pages 25 through 27 for definitions of certain non-GAAP financial measures used in this document and the reconciliations of certain non-GAAP measures on pages 9 and 10 and in the Appendix on pages 28 through 32.



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COMPANY PROFILE
THE COMPANYCOMPANY STRATEGY
EPR Properties ("we," "us," "our," "EPR" or the "Company") is a self-administered and self-managed real estate investment trust. EPR was formed in August 1997 as a Maryland real estate investment trust ("REIT"), and an initial public offering was completed on November 18, 1997.Our primary business objective is to enhance shareholder value by achieving predictable growth in Funds from Operations As Adjusted ("FFOAA") and dividends per share.
Our strategic growth is focused on acquiring or developing a diversified portfolio of experiential real estate venues which create value by facilitating out of home congregate entertainment, recreation and leisure experiences where consumers choose to spend their discretionary time and money. This strategy is driven by the long-term trends of the growing experience economy.
Since that time, the Company has been a leading Experiential net lease REIT, specializing in select enduring experiential properties. We are focused on growing our Experiential portfolio with properties that offer a variety of enduring, congregate entertainment, recreation and leisure activities. Separately, our Education portfolio is a legacy investment that provides additional geographic and operator diversity.
This focus is consistent with our depth of knowledge across each of our property types, creating a competitive advantage that allows us to more quickly identify key market trends. We deliberately apply information and our ingenuity to target properties that represent logical extensions within each of our existing property types or potential future investments.
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As part of our strategic planning and portfolio management process we assess new opportunities against the following underwriting principles:
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BUILDING THE PREMIER EXPERIENTIAL REAL ESTATE PORTFOLIO
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INVESTOR INFORMATION
SENIOR MANAGEMENT
Greg SilversMark Peterson
Chairman and Chief Executive OfficerExecutive Vice President and Chief Financial Officer
Craig EvansGreg Zimmerman
Executive Vice President, General Counsel and SecretaryExecutive Vice President and Chief Investment Officer
Tonya MaterElizabeth Grace
Senior Vice President and Chief Accounting OfficerSenior Vice President - Human Resources and Administration
Paul TurveyGwen Johnson
Senior Vice President and Associate General CounselSenior Vice President - Asset Management
COMPANY INFORMATION
CORPORATE HEADQUARTERSTRADING SYMBOLS
909 Walnut Street, Suite 200Common Stock:
Kansas City, MO 64106EPR
816-472-1700Preferred Stock:
www.eprkc.comEPR-PrC
EPR-PrE
STOCK EXCHANGE LISTINGEPR-PrG
New York Stock Exchange
EQUITY RESEARCH COVERAGE
Bank of America Merrill LynchJeffrey Spector/Joshua Dennerlein646-855-1363
Citi Global MarketsNick Joseph/Eric Wolfe212-816-1383
Janney Montgomery ScottRob Stevenson646-840-3217
J.P. MorganAnthony Paolone212-622-6682
JMP SecuritiesMitch Germain212-906-3537
Kansas City Capital AssociatesJonathan Braatz816-932-8019
Keybanc Capital MarketsTodd Thomas917-368-2286
Raymond James & AssociatesRJ Milligan727-567-2585
RBC Capital MarketsMichael Carroll440-715-2649
StifelSimon Yarmak443-224-1345
TruistKi Bin Kim212-303-4124
Wells FargoConnor Siversky212-214-8069
EPR Properties is followed by the analysts identified above. Please note that any opinions, estimates, forecasts or recommendations regarding EPR Properties’ performance made by these analysts are theirs alone and do not represent opinions, estimates, forecasts or recommendations of EPR Properties or its management. EPR Properties does not by its reference above or distribution imply its endorsement of or concurrence with such information, conclusions or recommendations.
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SELECTED FINANCIAL INFORMATION
(UNAUDITED, DOLLARS AND SHARES IN THOUSANDS)
THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED SEPTEMBER 30,
OPERATING INFORMATION:2023202220232022
Revenue$189,384 $161,410 $533,687 $479,328 
Net income available to common shareholders of EPR Properties50,228 44,766 109,412 115,801 
EBITDAre (1)153,088 129,084 426,647 371,184 
Adjusted EBITDAre (1)153,216 129,473 427,940 383,619 
Interest expense, net31,208 32,747 94,521 99,296 
Capitalized interest857 335 2,486 606 
Straight-lined rental revenue4,407 2,374 7,661 4,702 
Dividends declared on preferred shares6,032 6,033 18,105 18,099 
Dividends declared on common shares62,144 61,889 186,382 181,861 
General and administrative expense13,464 12,582 42,677 38,497 
SEPTEMBER 30,
BALANCE SHEET INFORMATION:20232022
Total assets$5,719,377 $5,792,759 
Accumulated depreciation1,400,642 1,278,427 
Cash and cash equivalents172,953 160,838 
Total assets before accumulated depreciation less cash and cash equivalents (gross assets)6,947,066 6,910,348 
Debt2,814,497 2,808,587 
Deferred financing costs, net26,732 32,642 
Net debt (1)2,668,276 2,680,391 
Equity2,473,797 2,556,147 
Common shares outstanding75,328 75,019 
Total market capitalization (using EOP closing price and liquidation values) (2)6,168,364 5,741,570 
Net debt/total market capitalization ratio (1)43 %47 %
Debt to total assets ratio49 %48 %
Net debt/gross assets ratio (1)38 %39 %
Net debt/Adjusted EBITDAre ratio (1) (3)4.4 5.2 
(1) See pages 25 through 27 for definitions. See calculation on page 31, as applicable.
(2) See calculation on page 15.
(3) Adjusted EBITDAre in this calculation is for the three-month period multiplied times four. See pages 25 through 27 for definitions. See calculation on page 31.
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SELECTED BALANCE SHEET INFORMATION
(UNAUDITED, DOLLARS IN THOUSANDS)
ASSETS3RD QUARTER 20232ND QUARTER 20231ST QUARTER 20234TH QUARTER 20223RD QUARTER 20222ND QUARTER 2022
Real estate investments$5,972,156 $6,029,468 $6,049,869 $6,016,776 $6,048,144 $6,081,941 
Less: accumulated depreciation(1,400,642)(1,369,790)(1,341,527)(1,302,640)(1,278,427)(1,243,240)
Land held for development20,168 20,168 20,168 20,168 20,168 20,168 
Property under development101,313 80,650 85,829 76,029 56,347 8,241 
Operating lease right-of-use assets190,309 192,325 197,357 200,985 199,031 202,708 
Mortgage notes and related accrued interest receivable, net477,243 466,459 461,263 457,268 399,485 374,617 
Investment in joint ventures53,855 53,763 50,978 52,964 50,124 47,705 
Cash and cash equivalents172,953 99,711 96,438 107,934 160,838 168,266 
Restricted cash2,868 2,623 2,599 2,577 5,252 1,277 
Accounts receivable54,826 53,305 50,591 53,587 53,375 60,176 
Other assets74,328 74,882 83,050 73,053 78,422 71,583 
Total assets$5,719,377 $5,703,564 $5,756,615 $5,758,701 $5,792,759 $5,793,442 
LIABILITIES AND EQUITY
Liabilities:
Accounts payable and accrued liabilities$82,804 $74,493 $76,244 $80,087 $83,384 $67,178 
Operating lease liabilities230,922 233,126 238,096 241,407 237,254 240,595 
Common dividends payable22,795 22,289 21,826 21,405 21,411 21,146 
Preferred dividends payable6,032 6,032 6,033 6,033 6,033 6,033 
Unearned rents and interest88,530 71,746 71,601 63,939 79,943 72,833 
Line of credit— — — — — — 
Deferred financing costs, net(26,732)(28,222)(29,576)(31,118)(32,642)(34,149)
Other debt2,841,229 2,841,229 2,841,229 2,841,229 2,841,229 2,841,229 
Total liabilities3,245,580 3,220,693 3,225,453 3,222,982 3,236,612 3,214,865 
Equity:
Common stock and additional paid-in-capital3,920,714 3,916,102 3,911,064 3,900,557 3,896,179 3,891,509 
Preferred stock at par value148 148 148 148 148 148 
Treasury stock(274,035)(274,001)(273,904)(269,751)(269,744)(269,608)
Accumulated other comprehensive income2,378 3,610 1,823 1,897 1,097 10,675 
Distributions in excess of net income(1,175,408)(1,162,988)(1,107,969)(1,097,132)(1,071,533)(1,054,147)
Total equity2,473,797 2,482,871 2,531,162 2,535,719 2,556,147 2,578,577 
Total liabilities and equity$5,719,377 $5,703,564 $5,756,615 $5,758,701 $5,792,759 $5,793,442 
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SELECTED OPERATING DATA
(UNAUDITED, DOLLARS IN THOUSANDS)
3RD QUARTER 20232ND QUARTER 20231ST QUARTER 20234TH QUARTER 20223RD QUARTER 20222ND QUARTER 2022
Rental revenue$163,940 $151,870 $151,591 $152,652 $140,471 $142,875 
Other income14,422 10,124 9,333 16,756 11,360 9,961 
Mortgage and other financing income11,022 10,913 10,472 9,295 9,579 7,610 
Total revenue189,384 172,907 171,396 178,703 161,410 160,446 
Property operating expense14,592 13,972 14,155 13,747 14,707 13,592 
Other expense13,124 9,161 8,950 7,705 9,135 8,872 
General and administrative expense13,464 15,248 13,965 13,082 12,582 12,691 
Severance expense— 547 — — — — 
Transaction costs847 36 270 993 148 1,145 
Provision (benefit) for credit losses, net(719)(275)587 1,369 241 9,512 
Impairment charges20,887 43,785 — 22,998 — — 
Depreciation and amortization42,432 43,705 41,204 41,303 41,539 40,766 
Total operating expenses104,627 126,179 79,131 101,197 78,352 86,578 
Gain (loss) on sale of real estate2,550 (575)(560)347 304 — 
Income from operations87,307 46,153 91,705 77,853 83,362 73,868 
Interest expense, net31,208 31,591 31,722 31,879 32,747 33,289 
Equity in (income) loss from joint ventures(533)615 1,985 3,559 (572)(1,421)
Impairment charges on joint ventures— — — — — 647 
Income before income taxes56,632 13,947 57,998 42,415 51,187 41,353 
Income tax expense372 347 341 86 388 444 
Net income56,260 13,600 57,657 42,329 50,799 40,909 
Preferred dividend requirements6,032 6,040 6,033 6,042 6,033 6,033 
Net income available to common shareholders of EPR Properties$50,228 $7,560 $51,624 $36,287 $44,766 $34,876 
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FUNDS FROM OPERATIONS AND FUNDS FROM OPERATIONS AS ADJUSTED
(UNAUDITED, DOLLARS IN THOUSANDS EXCEPT PER SHARE INFORMATION)
FUNDS FROM OPERATIONS ("FFO") (1):3RD QUARTER 20232ND QUARTER 20231ST QUARTER 20234TH QUARTER 20223RD QUARTER 20222ND QUARTER 2022
Net income available to common shareholders of EPR Properties$50,228 $7,560 $51,624 $36,287 $44,766 $34,876 
(Gain) loss on sale of real estate(2,550)575 560 (347)(304)— 
Impairment of real estate investments, net20,887 43,785 — 21,030 — — 
Real estate depreciation and amortization42,224 43,494 41,000 41,100 41,331 40,563 
Allocated share of joint venture depreciation2,315 2,162 2,055 1,833 2,093 1,996 
Impairment charges on joint ventures— — — — — 647 
FFO available to common shareholders of EPR Properties$113,104 $97,576 $95,239 $99,903 $87,886 $78,082 
FFO available to common shareholders of EPR Properties$113,104 $97,576 $95,239 $99,903 $87,886 $78,082 
Add: Preferred dividends for Series C preferred shares1,938 1,938 1,938 1,938 1,938 1,938 
Add: Preferred dividends for Series E preferred shares1,938 1,938 1,938 1,939 1,939 1,939 
Diluted FFO available to common shareholders of EPR Properties$116,980 $101,452 $99,115 $103,780 $91,763 $81,959 
FUNDS FROM OPERATIONS AS ADJUSTED ("FFOAA") (1):
FFO available to common shareholders of EPR Properties$113,104 $97,576 $95,239 $99,903 $87,886 $78,082 
Severance expense— 547 — — — — 
Transaction costs847 36 270 993 148 1,145 
Provision (benefit) for credit losses, net(719)(275)587 1,369 241 9,512 
Sale participation income (included in other income) — — — (9,134)— — 
Impairment of operating lease right-of-use assets— — — 1,968 — — 
Deferred income tax benefit(76)(92)(90)(132)(37)— 
FFO as adjusted available to common shareholders of EPR Properties$113,156 $97,792 $96,006 $94,967 $88,238 $88,739 
FFO as adjusted available to common shareholders of EPR Properties$113,156 $97,792 $96,006 $94,967 $88,238 $88,739 
Add: Preferred dividends for Series C preferred shares1,938 1,938 1,938 1,938 1,938 1,938 
Add: Preferred dividends for Series E preferred shares1,938 1,938 1,938 1,939 1,939 1,939 
Diluted FFO as adjusted available to common shareholders of EPR Properties$117,032 $101,668 $99,882 $98,844 $92,115 $92,616 
FFO per common share:
Basic$1.50 $1.30 $1.27 $1.33 $1.17 $1.04 
Diluted1.47 1.27 1.25 1.31 1.16 1.04 
FFO as adjusted per common share:
Basic$1.50 $1.30 $1.28 $1.27 $1.18 $1.18 
Diluted1.47 1.28 1.26 1.25 1.16 1.17 
Shares used for computation (in thousands):
Basic75,325 75,297 75,084 75,022 75,016 74,986 
Diluted75,816 75,715 75,283 75,111 75,183 75,234 
Effect of dilutive Series C preferred shares2,287 2,279 2,272 2,261 2,250 2,245 
Effect of dilutive Series E preferred shares1,663 1,663 1,663 1,664 1,664 1,664 
Adjusted weighted-average shares outstanding-diluted Series C and Series E79,766 79,657 79,218 79,036 79,097 79,143 
(1) See pages 25 through 27 for definitions.
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ADJUSTED FUNDS FROM OPERATIONS
(UNAUDITED, DOLLARS IN THOUSANDS EXCEPT PER SHARE INFORMATION)
ADJUSTED FUNDS FROM OPERATIONS ("AFFO") (1):3RD QUARTER 20232ND QUARTER 20231ST QUARTER 20234TH QUARTER 20223RD QUARTER 20222ND QUARTER 2022
FFO available to common shareholders of EPR Properties
$113,104 $97,576 $95,239 $99,903 $87,886 $78,082 
Adjustments:
Severance expense— 547 — — — — 
Transaction costs847 36 270 993 148 1,145 
Provision (benefit) for credit losses, net(719)(275)587 1,369 241 9,512 
Sale participation income (included in other income)— — — (9,134)— — 
Impairment of operating lease right-of-use assets— — — 1,968 — — 
Deferred income tax benefit(76)(92)(90)(132)(37)— 
Non-real estate depreciation and amortization208 211 204 203 208 203 
Deferred financing fees amortization2,170 2,150 2,129 2,109 2,090 2,090 
Share-based compensation expense to management and trustees
4,354 4,477 4,322 4,114 4,138 4,169 
Amortization of above/below market leases, net and tenant allowances(182)(185)(89)(90)(89)(89)
Maintenance capital expenditures (2)(1,753)(3,455)(2,176)(2,674)(386)(134)
Straight-lined rental revenue(4,407)(1,149)(2,105)(2,291)(2,374)(1,733)
Straight-lined ground sublease expense77 401 565 581 602 261 
Non-cash portion of mortgage and other financing income
(290)(141)(122)(120)(119)(118)
AFFO available to common shareholders of EPR Properties$113,333 $100,101 $98,734 $96,799 $92,308 $93,388 
AFFO available to common shareholders of EPR Properties$113,333 $100,101 $98,734 $96,799 $92,308 $93,388 
Add: Preferred dividends for Series C preferred shares1,938 1,938 1,938 1,938 1,938 1,938 
Add: Preferred dividends for Series E preferred shares1,938 1,938 1,938 1,939 1,939 1,939 
Diluted AFFO available to common shareholders of EPR Properties$117,209 $103,977 $102,610 $100,676 $96,185 $97,265 
Weighted average diluted shares outstanding (in thousands)
75,816 75,715 75,283 75,111 75,183 75,234 
Effect of dilutive Series C preferred shares2,287 2,279 2,272 2,261 2,250 2,245 
Effect of dilutive Series E preferred shares1,663 1,663 1,663 1,664 1,664 1,664 
Adjusted weighted-average shares outstanding-diluted79,766 79,657 79,218 79,036 79,097 79,143 
AFFO per diluted common share$1.47 $1.31 $1.30 $1.27 $1.22 $1.23 
Dividends declared per common share$0.825 $0.825 $0.825 $0.825 $0.825 $0.825 
AFFO payout ratio (3)56 %63 %63 %65 %68 %67 %
(1) See pages 25 through 27 for definitions.
(2) Includes maintenance capital expenditures and certain second generation tenant improvements and leasing commissions.
(3) AFFO payout ratio is calculated by dividing dividends declared per common share by AFFO per diluted common share.
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CAPITAL STRUCTURE AS OF SEPTEMBER 30, 2023
(UNAUDITED, DOLLARS IN THOUSANDS)
CONSOLIDATED DEBT
PRINCIPAL PAYMENTS DUE ON DEBT:
BONDS/TERM LOAN/OTHER (1)UNSECURED CREDIT FACILITY (2)UNSECURED SENIOR NOTESTOTALWEIGHTED AVG INTEREST RATE
YEAR
2023$— $— $— $— —%
2024— — 136,637 136,637 4.35%
2025— — 300,000 300,000 4.50%
2026— — 629,597 629,597 4.70%
2027— — 450,000 450,000 4.50%
2028— — 400,000 400,000 4.95%
2029— — 500,000 500,000 3.75%
2030— — — — —%
2031— — 400,000 400,000 3.60%
2032— — — — —%
2033— — — — —%
Thereafter24,995 — — 24,995 2.53%
Less: deferred financing costs, net— — — (26,732)—%
$24,995 $— $2,816,234 $2,814,497 4.32%
BALANCEWEIGHTED AVG INTEREST RATEWEIGHTED AVG MATURITY
Fixed rate unsecured debt$2,816,234 4.30 %4.29 
Fixed rate secured debt (1)24,995 2.53 %23.84 
Less: deferred financing costs, net(26,732)— %— 
     Total$2,814,497 4.32 %4.50 
(1) Includes $25 million of secured bonds that have been fixed through interest rate swaps through September 30, 2024.
(2) Unsecured Revolving Credit Facility Summary:
BALANCERATE
COMMITMENT
AT 9/30/2023
MATURITY
AT 9/30/2023
$1,000,000$—October 6, 20256.616%
Note: This facility will mature on October 6, 2025 and has two six-month extensions available at the Company's option and includes an accordion feature pursuant to which the maximum borrowing amount can be increased from $1.0 billion to $2.0 billion, in each case, subject to certain terms and conditions.
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CAPITAL STRUCTURE AS OF SEPTEMBER 30, 2023 AND DECEMBER 31, 2022
(UNAUDITED, DOLLARS IN THOUSANDS)
CONSOLIDATED DEBT (continued)
SUMMARY OF DEBT:
September 30, 2023
December 31, 2022
Senior unsecured notes payable, 4.35%, due August 22, 2024$136,637 $136,637 
Senior unsecured notes payable, 4.50%, due April 1, 2025300,000 300,000 
Senior unsecured notes payable, 4.56%, due August 22, 2026179,597 179,597 
Senior unsecured notes payable, 4.75%, due December 15, 2026450,000 450,000 
Senior unsecured notes payable, 4.50%, due June 1, 2027450,000 450,000 
Senior unsecured notes payable, 4.95%, due April 15, 2028400,000 400,000 
Senior unsecured notes payable, 3.75%, due August 15, 2029500,000 500,000 
Senior unsecured notes payable, 3.60%, due November 15, 2031400,000 400,000 
Bonds payable, variable rate, fixed at 2.53% through September 30, 2026, due August 1, 204724,995 24,995 
Less: deferred financing costs, net(26,732)(31,118)
Total debt$2,814,497 $2,810,111 


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CAPITAL STRUCTURE
SENIOR NOTES
SENIOR DEBT RATINGS AS OF SEPTEMBER 30, 2023
Moody'sBaa3 (stable)
FitchBBB- (stable)
Standard and Poor'sBBB- (stable)
SUMMARY OF COVENANTS
The Company had outstanding public senior unsecured notes with fixed interest rates of 3.60%, 3.75%, 4.50%, 4.75% and 4.95% at September 30, 2023. Interest on these notes is paid semiannually. These public senior unsecured notes contain various covenants, including: (i) a limitation on incurrence of any debt that would cause the Company's debt to adjusted total assets ratio to exceed 60%; (ii) a limitation on incurrence of any secured debt which would cause the Company’s secured debt to adjusted total assets ratio to exceed 40%; (iii) a limitation on incurrence of any debt which would cause the Company’s debt service coverage ratio to be less than 1.5 times; and (iv) the maintenance at all times of total unencumbered assets not less than 150% of the Company’s outstanding unsecured debt.
The following is a summary of the key financial covenants for the Company's 3.60%, 3.75%, 4.50%, 4.75% and 4.95% public senior unsecured notes, as defined and calculated per the terms of the notes. These calculations, which are not based on U.S. generally accepted accounting principles ("GAAP") measurements, are presented to investors to show the Company's ability to incur additional debt under the terms of the senior unsecured notes only and are not measures of the Company's liquidity or performance. The actual amounts as of September 30, 2023 and June 30, 2023 are:
ActualActual
NOTE COVENANTSRequired3rd Quarter 2023 (1)2nd Quarter 2023 (1)
Limitation on incurrence of total debt (Total Debt/Total Assets)≤ 60%40%40%
Limitation on incurrence of secured debt (Secured Debt/Total Assets)≤ 40%—%—%
Limitation on incurrence of debt: Debt service coverage (Consolidated Income Available for Debt Service/Annual Debt Service) - trailing twelve months≥ 1.5 x4.4x4.2x
Maintenance of total unencumbered assets (Unencumbered Assets/Unsecured Debt)≥ 150% of unsecured debt237%235%
(1) See page 14 for details of calculations.

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CAPITAL STRUCTURE
SENIOR NOTES
(UNAUDITED, DOLLARS IN THOUSANDS)
COVENANT CALCULATIONS
TOTAL ASSETS:September 30, 2023TOTAL DEBT:September 30, 2023
Total Assets per balance sheet$5,719,377 Secured debt obligations$24,995 
Add: accumulated depreciation1,400,642 Unsecured debt obligations:
Less: intangible assets, net(34,263)Unsecured debt2,816,234 
Total Assets$7,085,756 Outstanding letters of credit— 
Guarantees4,589 
TOTAL UNENCUMBERED ASSETS:September 30, 2023Derivatives at fair market value, net, if liability— 
Unencumbered real estate assets, gross$6,388,442 Total unsecured debt obligations:$2,820,823 
Cash and cash equivalents172,953 Total Debt$2,845,818 
Land held for development20,168 
Property under development101,313 
Total Unencumbered Assets$6,682,876 
CONSOLIDATED INCOME AVAILABLE FOR DEBT SERVICE:3RD QUARTER 20232ND QUARTER 20231ST QUARTER 20234TH QUARTER 2022TRAILING TWELVE MONTHS
Adjusted EBITDAre $153,216 $138,245 $136,479 $135,524 $563,464 
Less: straight-line revenue, net, included in adjusted EBITDAre(4,407)(1,149)(2,105)(2,291)(9,952)
CONSOLIDATED INCOME AVAILABLE FOR DEBT SERVICE$148,809 $137,096 $134,374 $133,233 $553,512 
ANNUAL DEBT SERVICE:
Interest expense, gross$33,647 $33,541 $33,510 $33,522 $134,220 
Less: deferred financing fees amortization(2,170)(2,150)(2,129)(2,109)(8,558)
ANNUAL DEBT SERVICE$31,477 $31,391 $31,381 $31,413 $125,662 
DEBT SERVICE COVERAGE4.7 4.4 4.3 4.2 4.4 
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CAPITAL STRUCTURE AS OF SEPTEMBER 30, 2023
(UNAUDITED, DOLLARS IN THOUSANDS EXCEPT SHARE INFORMATION)
EQUITY
SECURITYSHARES OUTSTANDING
PRICE PER SHARE AT SEPTEMBER 30, 2023
LIQUIDATION PREFERENCEDIVIDEND RATECONVERTIBLE
CONVERSION RATIO AT SEPTEMBER 30, 2023
CONVERSION PRICE AT SEPTEMBER 30, 2023
Common shares75,327,746$41.54N/A(1)N/AN/AN/A
Series C5,392,916$18.68$134,8235.750%Y0.4240$58.96
Series E3,445,980$25.62$86,1509.000%Y0.4826$51.80
Series G6,000,000$18.57$150,0005.750%NN/AN/A
CALCULATION OF TOTAL MARKET CAPITALIZATION:
Common shares outstanding at September 30, 2023 multiplied by closing price at September 30, 2023
$3,129,115 
Aggregate liquidation value of Series C preferred shares (2)134,823 
Aggregate liquidation value of Series E preferred shares (2)86,150 
Aggregate liquidation value of Series G preferred shares (2)150,000 
Net debt at September 30, 2023 (3)
2,668,276 
Total consolidated market capitalization$6,168,364 
(1) Total monthly dividends declared in the third quarter of 2023 were $0.825 per share.
(2) Excludes accrued unpaid dividends at September 30, 2023.
(3) See pages 25 through 27 for definitions.


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SUMMARY OF RATIOS
(UNAUDITED)
3RD QUARTER 20232ND QUARTER 20231ST QUARTER 20234TH QUARTER 20223RD QUARTER 20222ND QUARTER 2022
Debt to total assets ratio49%49%49%49%48%48%
Net debt to total market capitalization ratio (1)43%41%46%46%47%41%
Net debt to gross assets ratio (1)38%39%39%39%39%39%
Net debt/Adjusted EBITDAre ratio (1)(2)4.45.05.05.05.25.1
Interest coverage ratio (3)4.54.14.04.03.83.8
Fixed charge coverage ratio (3)3.83.53.43.43.23.3
Debt service coverage ratio (3)4.54.14.04.03.83.8
FFO payout ratio (4)56%65%66%63%71%79%
FFO as adjusted payout ratio (5)56%64%65%66%71%71%
AFFO payout ratio (6)56%63%63%65%68%67%
(1) See pages 25 through 27 for definitions. See prior period supplementals for detailed calculations as applicable.
(2) Adjusted EBITDAre is for the quarter multiplied times four. See calculation on page 31.
(3) See page 29 for detailed calculation.
(4) FFO payout ratio is calculated by dividing dividends declared per common share by FFO per diluted common share.
(5) FFO as adjusted payout ratio is calculated by dividing dividends declared per common share by FFO as adjusted per diluted common share.
(6) AFFO payout ratio is calculated by dividing dividends declared per common share by AFFO per diluted common share.
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SUMMARY OF MORTGAGE NOTES RECEIVABLE
(UNAUDITED, DOLLARS IN THOUSANDS)
CARRYING AMOUNT AS OF (1)
DESCRIPTIONINTEREST RATEPAYOFF DATE/MATURITY DATEOUTSTANDING PRINCIPAL AMOUNT OF MORTGAGESEPTEMBER 30, 2023DECEMBER 31, 2022
Eat & play property Eugene, Oregon8.13 %8/31/2024$10,750 $10,417 $7,780 
Attraction property Powells Point, North Carolina7.75 %6/30/202529,378 29,192 29,227 
Fitness & wellness property Merriam, Kansas7.55 %7/31/20299,090 9,214 9,195 
Fitness & wellness property Omaha, Nebraska9.00 %6/30/203010,905 10,943 10,898 
Fitness & wellness property Omaha, Nebraska9.00 %6/30/203010,539 10,600 10,531 
Experiential lodging property Nashville, Tennessee6.99 %9/30/203170,000 71,120 70,576 
Ski property Girdwood, Alaska8.74 %7/31/203276,539 75,925 72,366 
Fitness & wellness properties Colorado and California7.15 %1/10/203356,751 56,915 56,911 
Eat & play property Austin, Texas11.31 %6/1/20339,844 9,844 10,253 
Attraction property Dallas, Texas (2)10.25 %6/9/2033— — — 
Experiential lodging property Breaux Bridge, LA7.25 %3/8/203411,305 11,373 11,373 
Ski property West Dover and Wilmington, Vermont12.32 %12/1/203451,050 51,049 51,049 
Four ski properties Ohio and Pennsylvania11.24 %12/1/203437,562 37,506 37,529 
Ski property Chesterland, Ohio11.72 %12/1/20344,550 4,514 4,532 
Ski property Hunter, New York9.03 %1/5/203621,000 21,000 21,000 
Eat & play property Midvale, Utah10.25 %5/31/203617,505 17,505 17,505 
Eat & play property West Chester, Ohio9.75 %8/1/203618,068 18,068 18,066 
Fitness & wellness property Fort Collins, Colorado8.00 %1/31/203810,292 10,064 10,089 
Early childhood education center Lake Mary, Florida8.23 %5/9/20394,200 4,380 4,360 
Early childhood education center Lithia, Florida8.75 %10/31/20393,959 4,003 4,028 
Experiential lodging property Frankenmuth, Michigan8.25 %10/14/204213,802 13,611 — 
Total$477,089 $477,243 $457,268 
(1) Amounts include accrued interest and are net of allowance for credit losses.
(2) No principal had been funded on this mortgage note as of September 30, 2023.
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SUMMARY OF UNCONSOLIDATED JOINT VENTURES
(UNAUDITED, DOLLARS IN THOUSANDS)
PROPERTYACQUISITION DATEPROPERTY TYPELOCATION
CARRYING VALUE AT SEPTEMBER 30, 2023
OWNERSHIP INTEREST
Bellwether Beach Resort & Beachcomber Beach Resort Hotel12/2018Experiential lodgingSt. Pete Beach, Florida$16,576 65 %
Jellystone Park Warrens8/2021Experiential lodgingWarrens, Wisconsin11,165 95 %
Camp Margaritaville Breaux Bridge5/2022Experiential lodgingBreaux Bridge, Louisiana19,957 85 %
Jellystone Kozy Rest11/2022Experiential lodgingHarrisville, Pennsylvania6,157 62 %
AS OF SEPTEMBER 30, 2023
TOTALEPR PORTION (2)
Total assets$256,463 $191,272
Mortgage notes payable due to third parties171,767 126,312
Mortgage note payable due to EPR (1)11,305 9,609
THREE MONTHS ENDED SEPTEMBER 30, 2023
NINE MONTHS ENDED SEPTEMBER 30, 2023
TOTALEPR PORTION (2)TOTALEPR PORTION (2)
Revenue and other income$23,833$18,327$62,184$45,282
Operating expenses20,95515,63055,95640,930
Net operating income$2,878$2,697$6,228$4,352
Interest expense3,0492,1649,0666,419
Net (loss) income$(171)$533$(2,838)$(2,067)
Allocated share of joint venture depreciation (2)n/a2,315n/a6,532
FFOAA (2)n/a$2,848n/a$4,465
(1) Mortgage note payable to EPR matures on March 8, 2034, with an interest rate of 7.25% through the sixth anniversary and SOFR plus 7.20%, with a cap of 8%, through maturity.
(2) Non-GAAP financial measure. See pages 25 through 27 for definitions.

SUMMARY OF UNCONSOLIDATED MORTGAGE NOTES PAYABLE DUE TO THIRD PARTIES
SEPTEMBER 30, 2023
PROPERTYMATURITYEXTENSIONSINTEREST RATETOTALEPR PORTION (2)
Bellwether Beach Resort & Beachcomber Beach Resort HotelMay 18, 2025Two additional one-year extensionsSOFR plus 3.65%, with SOFR capped at 3.5% through June 1, 2024$105,000 $68,250 
Jellystone Park WarrensSeptember 15, 2031n/a4%23,678 22,494 
Camp Margaritaville Breaux BridgeMarch 8, 2034n/a3.85% through April 7, 2025; 4.25% April 8, 2025 through maturity 38,500 32,725 
Jellystone Kozy RestNovember 1, 2029n/a6.38%4,589 2,843 
Total mortgage notes payable due to third parties$171,767 $126,312 
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INVESTMENT SPENDING AND DISPOSITION SUMMARIES
(UNAUDITED, DOLLARS IN THOUSANDS)
INVESTMENT SPENDING THREE MONTHS ENDED SEPTEMBER 30, 2023
INVESTMENT TYPETOTAL INVESTMENT SPENDINGNEW DEVELOPMENTRE-DEVELOPMENTASSET ACQUISITIONMORTGAGE NOTES OR NOTES RECEIVABLEINVESTMENT IN JOINT VENTURES
Theatres$2,787 $— $2,787 $— $— $— 
Eat & Play635 — 635 — — — 
Attractions10,841 — 58 — 10,783 — 
Ski740 — — — 740 — 
Experiential Lodging4,216 — — — — 4,216 
Fitness & Wellness15,753 14,506 1,247 — — — 
Cultural1,839 — 1,839 — — — 
Total Experiential36,811 14,506 6,566 — 11,523 4,216 
Total Investment Spending$36,811 $14,506 $6,566 $— $11,523 $4,216 
INVESTMENT SPENDING NINE MONTHS ENDED SEPTEMBER 30, 2023
INVESTMENT TYPETOTAL INVESTMENT SPENDINGNEW DEVELOPMENTRE-DEVELOPMENTASSET ACQUISITIONMORTGAGE NOTES OR NOTES RECEIVABLEINVESTMENT IN JOINT VENTURES
Theatres$2,787 $— $2,787 $— $— $— 
Eat & Play19,769 18,607 1,162 — — — 
Attractions17,411 — 3,610 — 13,801 — 
Ski3,762 — — — 3,762 — 
Experiential Lodging13,152 — — — — 13,152 
Fitness & Wellness73,813 25,561 1,457 43,770 3,025 — 
Cultural4,801 — 4,801 — — — 
Total Experiential135,495 44,168 13,817 43,770 20,588 13,152 
Total Investment Spending$135,495 $44,168 $13,817 $43,770 $20,588 $13,152 
2023 DISPOSITIONS
THREE MONTHS ENDED SEPTEMBER 30, 2023
NINE MONTHS ENDED SEPTEMBER 30, 2023
INVESTMENT TYPETOTAL DISPOSITIONSNET PROCEEDS FROM SALE OF REAL ESTATENET PROCEEDS FROM PAYDOWN OF MORTGAGE NOTESTOTAL DISPOSITIONSNET PROCEEDS FROM SALE OF REAL ESTATENET PROCEEDS FROM PAYDOWN OF MORTGAGE NOTES
Theatres$12,731 $12,731 $— $12,731 $12,731 $— 
Eat & Play— — — 4,029 4,029 — 
Total Experiential12,731 12,731 — 16,760 16,760 — 
Total Education13,853 13,853 — 18,197 18,197 — 
Total Education13,853 13,853 — 18,197 18,197 — 
Total Dispositions$26,584 $26,584 $— $34,957 $34,957 $— 
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PROPERTY UNDER DEVELOPMENT - INVESTMENT SPENDING ESTIMATES AT SEPTEMBER 30, 2023 (1)
(UNAUDITED, DOLLARS IN THOUSANDS)
SEPTEMBER 30, 2023OWNED BUILD-TO-SUIT SPENDING ESTIMATES
PROPERTY UNDER DEVELOPMENT# OF PROJECTS4TH QUARTER 20231ST QUARTER 20242ND QUARTER 20243RD QUARTER 2024THEREAFTERTOTAL EXPECTED COSTS (2)% LEASED
Total Build-to-Suit (3)$91,849 7$30,951 $30,908 $9,911 $9,911 $29,545 $203,075 100 %
Non Build-to-Suit Development9,464 
Total Property Under Development$101,313 
SEPTEMBER 30, 2023OWNED BUILD-TO-SUIT IN-SERVICE ESTIMATES
# OF PROJECTS4TH QUARTER 20231ST QUARTER 20242ND QUARTER 20243RD QUARTER 2024THEREAFTERTOTAL IN-SERVICE (2)ACTUAL IN-SERVICE 3RD QUARTER 2023
Total Build-to-Suit7$11,928 $113,907 $3,983 $— $73,257 $203,075 $— 
SEPTEMBER 30, 2023MORTGAGE BUILD-TO-SUIT SPENDING ESTIMATES
MORTGAGE NOTES RECEIVABLE# OF PROJECTS4TH QUARTER 20231ST QUARTER 20242ND QUARTER 20243RD QUARTER 2024THEREAFTERTOTAL EXPECTED COSTS (2)
Total Build-to-Suit Mortgage Notes$146,450 4$26,473 $22,918 $17,659 $5,693 $421 $219,614 
Non Build-to-Suit Mortgage Notes330,793 
Total Mortgage Notes Receivable$477,243 
(1) This schedule includes only those properties for which the Company has commenced construction as of September 30, 2023.
(2) "Total Expected Costs" and "Total In-Service" each reflect the total capital costs expected to be funded by the Company through completion (including capitalized interest or accrued interest as applicable).
(3) Total Build-to-Suit excludes property under development related to the Company's real estate joint ventures that own an experiential lodging property in Warrens, Wisconsin, Harrisville, Pennsylvania and Breaux Bridge, Louisiana. The Company's investment spending for these joint ventures is estimated at $5.3 million for the remainder of 2023.
Note: This schedule includes future estimates for which the Company can give no assurance as to timing or amounts. Development projects have risks. See Item 1A - "Risk Factors" in the Company's most recent Annual Report on Form 10-K and, to the extent applicable, the Company's Quarterly Reports on Form 10-Q.
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PORTFOLIO DETAIL AS OF SEPTEMBER 30, 2023
(UNAUDITED)
PROPERTY TYPEPROPERTIESOPERATORSANNUALIZED ADJUSTED EBITDAre (1)STRATEGIC FOCUS
Theatres (2) (4)1691939 %Reduce
Eat & Play578(3)24 %Grow
Attractions24811 %Grow
Ski113%Grow
Experiential Lodging74%Grow
Fitness & Wellness166%Grow
Gaming11%Grow
Cultural32%Grow
EXPERIENTIAL PORTFOLIO2885193 %
Early Childhood Education (5)627%Reduce
Private schools91%Reduce
EDUCATION PORTFOLIO718%
TOTAL PORTFOLIO35959100 %
(1) See pages 25 through 27 for definitions.
(2) Excludes seven theatres located in Entertainment Districts (included in Eat & Play).
(3) Excludes non-theatre operators at Entertainment districts.
(4) Includes 11 properties that the Company intends to sell.
(5) Includes three properties that the Company intends to sell.
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LEASE EXPIRATIONS
AS OF SEPTEMBER 30, 2023
(UNAUDITED, DOLLARS IN THOUSANDS)
YEARTOTAL NUMBER OF PROPERTIES
RENTAL REVENUE FOR THE TRAILING TWELVE MONTHS ENDED SEPTEMBER 30, 2023 (1)
% OF TOTAL REVENUE
2023— $— — %
20244,457 %
20253,402 — %
20268,178 %
202722,554 %
202816,744 %
202911 18,017 %
203017 29,689 %
203111,094 %
203210 12,392 %
20339,479 %
203436 74,856 11 %
203531 76,490 11 %
203641 79,114 11 %
203730 62,329 %
203842 62,432 %
20395,384 %
20408,759 %
204130 18,608 %
204216,278 %
Thereafter19,835 %
304 $560,091 79 %
Note: This schedule excludes non-theatre tenant leases within the Company's entertainment districts, properties under development, land held for development, properties operated by the Company and investments in mortgage notes receivable.
(1) Rental revenue for the trailing twelve months ended September 30, 2023 includes lease revenue related to the Company's existing operating ground leases (leases in which the Company is a sub-lessor) as well as the gross-up of tenant reimbursed expenses recognized during the trailing twelve months ended September 30, 2023 in accordance with Accounting Standards Update (ASU) No. 2016-02 Leases (Topic 842).
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TOP TEN CUSTOMERS BY PERCENTAGE OF TOTAL REVENUE
(UNAUDITED)
PERCENTAGE OF TOTAL REVENUEPERCENTAGE OF TOTAL REVENUE
FOR THE THREE MONTHS ENDEDFOR THE NINE MONTHS ENDED
CUSTOMERSSEPTEMBER 30, 2023 (1) SEPTEMBER 30, 2023 (1)
1.Topgolf14.7%14.7%
2.AMC Theatres13.8%14.5%
3.Regal Entertainment Group12.9%13.4%
4.Cinemark6.2%6.5%
5.Premier Parks4.8%4.5%
6.Vail Resorts4.3%4.7%
7.Camelback Resort3.2%3.3%
8.Santikos Theaters, LLC (2)2.6%2.7%
9.Six Flags2.6%2.7%
10.Endeavor Schools (3)1.6%2.0%
Total66.7%69.0%
(1) Excludes deferral collections from cash basis tenants recognized as revenue, including deferred amounts received related to the resolution of Regal's bankruptcy, for the three and nine months ended September 30, 2023.
(2) On July 27, 2023, Santikos acquired VSS-Southern.
(3) Excludes termination fee recognized as revenue for the three and nine months ended September 30, 2023.
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GUIDANCE
(UNAUDITED, DOLLARS IN MILLIONS, EXCEPT PER SHARE DATA)
MEASURE2023 GUIDANCE
YTD ACTUALSCURRENTPRIOR
Investment spending $135.5$225.0to$275.0$200.0to$300.0
Disposition proceeds and mortgage note payoff$35.0$45.0to$60.0$31.0to$41.0
Percentage rent $6.0$11.0to$13.0$11.0to$13.0
General and administrative expense$42.7$56.0to$58.0$56.0to$58.0
FFO per diluted share$3.99$5.06to$5.14$4.97to$5.07
FFO as adjusted (FFOAA) per diluted share$4.00$5.10to$5.18$5.05to$5.15
RECONCILIATION FROM NET INCOME AVAILABLE TO COMMON SHAREHOLDERS OF EPR PROPERTIES (PER DILUTED SHARE):YTD ACTUALS2023 GUIDANCE
Net income available to common shareholders of EPR Properties$1.45$1.98to$2.06
(Gain) loss on sale of real estate(0.02)(0.04)
Impairment of real estate investments, net0.850.85
Real estate depreciation and amortization1.672.20
Allocated share of joint venture depreciation0.090.12
Impact of Series C and Series E Dilution, if applicable(0.05)(0.05)
FFO available to common shareholders of EPR Properties $3.99$5.06to$5.14
Severance expense0.010.01
Transaction costs0.020.05
Provision (benefit) for credit losses, net(0.01)(0.01)
Deferred income tax benefit
Impact of Series C and Series E Dilution, if applicable(0.01)(0.01)
FFO as adjusted (FFOAA) available to common shareholders of EPR Properties $4.00$5.10to$5.18

Note: This schedule includes future estimates for which the Company can give no assurance as to timing or amounts. See cautionary statement concerning forward-looking statements on page 3.
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DEFINITIONS - NON-GAAP FINANCIAL MEASURES

EBITDAre
The National Association of Real Estate Investment Trusts (“NAREIT”) developed EBITDAre as a relative non-GAAP financial measure of REITs, independent of a company's capital structure, to provide a uniform basis to measure the enterprise value of a company. Pursuant to the definition of EBITDAre by the Board of Governors of NAREIT, the Company calculates EBITDAre as net income, computed in accordance with GAAP, excluding interest expense (net), income tax expense (benefit), depreciation and amortization, gains and losses from disposition of real estate, impairment losses on real estate, costs associated with loan refinancing or payoff and adjustments for unconsolidated partnerships, joint ventures and other affiliates. Management provides EBITDAre herein because it believes this information is useful to investors as a supplemental performance measure because it can help facilitate comparisons of operating performance between periods and with other REITs. The Company's method of calculating EBITDAre may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. EBITDAre is not a measure of performance under GAAP, does not represent cash generated from operations as defined by GAAP and is not indicative of cash available to fund all cash needs, including distributions. This measure should not be considered an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or cash flows or liquidity as defined by GAAP.

ADJUSTED EBITDAre AND ANNUALIZED ADJUSTED EBITDAre
Management uses Adjusted EBITDAre in its analysis of the performance of the business and operations of the Company. Management believes Adjusted EBITDAre is useful to investors because it excludes various items that management believes are not indicative of operating performance, and because it is an informative measure to use in computing various financial ratios to evaluate the Company. The Company defines Adjusted EBITDAre as EBITDAre (defined above) for the quarter excluding sale participation income, gain on insurance recovery, severance expense, transaction costs, provision (benefit) for credit losses, net, impairment losses on operating lease right-of-use assets and prepayment fees. This number for the quarter is then multiplied by four to get an annual amount. Annualized Adjusted EBITDAre is Adjusted EBITDAre further adjusted to reflect (1) in-service and disposed projects (2) property under development that is build-to-suit at the initial cash yields of the projects upon completion (3) removal of other non-recurring items including out of period deferrals and stub rent payments and (4) annualization of the following items to ultimately reflect the financial results of the trailing twelve months: (i) percentage rent and participating interest income and (ii) adjusted EBITDAre of managed properties and joint ventures.

The Company's method of calculating Adjusted EBITDAre and Annualized Adjusted EBITDAre may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. Adjusted EBITDAre and Annualized Adjusted EBITDAre are not measures of performance under GAAP, do not represent cash generated from operations as defined by GAAP and are not indicative of cash available to fund all cash needs, including distributions. These measures should not be considered as an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or cash flows or liquidity as defined by GAAP.

NET DEBT
Net Debt represents debt (reported in accordance with GAAP) adjusted to exclude deferred financing costs, net and reduced for cash and cash equivalents. By excluding deferred financing costs, net, and reducing debt for cash and cash equivalents on hand, the result provides an estimate of the contractual amount of borrowed capital to be repaid, net of cash available to repay it. The Company believes this calculation constitutes a beneficial supplemental non-GAAP financial disclosure to investors in understanding its financial condition. The Company's method of calculating Net Debt may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.



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NET DEBT TO ADJUSTED EBITDAre RATIO, NET DEBT TO GROSS ASSETS RATIO AND NET DEBT TO TOTAL MARKET CAPITALIZATION RATIO
Net Debt to Adjusted EBITDAre Ratio, Net Debt to Gross Assets Ratio and Net Debt to Total Market Capitalization Ratio are supplemental measures derived from non-GAAP financial measures that the Company uses to evaluate its capital structure and the magnitude of its debt against its operating performance. The Company believes that investors commonly use versions of these ratios in a similar manner. In addition, financial institutions use versions of these ratios in connection with debt agreements to set pricing and covenant limitations. The Company's method of calculating Net Debt to Adjusted EBITDAre Ratio, Net Debt to Gross Assets Ratio and Net Debt to Total Market Capitalization Ratio may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

FUNDS FROM OPERATIONS (“FFO”) AND FFO AS ADJUSTED
NAREIT developed FFO as a relative non-GAAP financial measure of performance of an equity REIT in order to recognize that income-producing real estate historically has not depreciated on the basis determined under GAAP and management provides FFO herein because it believes this information is useful to investors in this regard. FFO is a widely used measure of the operating performance of real estate companies and is provided here as a supplemental measure to GAAP net income available to common shareholders and earnings per share. Pursuant to the definition of FFO by the Board of Governors of NAREIT, the Company calculates FFO as net income available to common shareholders, computed in accordance with GAAP, excluding gains and losses from disposition of real estate and impairment losses on real estate, plus real estate related depreciation and amortization, and after adjustments for unconsolidated partnerships, joint ventures and other affiliates. Adjustments for unconsolidated partnerships, joint ventures and other affiliates are calculated to reflect FFO on the same basis. The Company has calculated FFO for all periods presented in accordance with this definition. In addition, the Company presents FFO as adjusted. Management believes it is useful to provide FFO as adjusted as a supplemental measure to GAAP net income available to common shareholders and earnings per share. FFO as adjusted is FFO plus severance expense, transaction costs, provision (benefit) for credit losses, net, costs associated with loan refinancing or payoff, preferred share redemption costs and impairment of operating lease right-of-use assets, and by subtracting sale participation income, gain on insurance recovery and deferred income tax expense (benefit). FFO and FFO as adjusted are non-GAAP financial measures. FFO and FFO as adjusted do not represent cash flows from operations as defined by GAAP and are not indicative that cash flows are adequate to fund all cash needs and are not to be considered an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations, cash flows or liquidity as defined by GAAP. It should also be noted that not all REITs calculate FFO and FFO as adjusted the same way so comparisons with other REITs may not be meaningful.

ADJUSTED FUNDS FROM OPERATIONS (“AFFO”)
In addition to FFO, the Company presents AFFO by adding to FFO severance expense, transaction costs, provision (benefit) for credit losses, net, costs associated with loan refinancing or payoff, preferred share redemption costs, impairment of operating lease right-of-use assets, termination fees associated with tenants' exercises of public charter school buy-out options, non-real estate depreciation and amortization, deferred financing fees amortization, share-based compensation expense to management and trustees and amortization of above and below market leases, net and tenant allowances and by subtracting sale participation income, maintenance capital expenditures (including second generation tenant improvements and leasing commissions), straight-lined rental revenue (removing the impact of straight-line ground sublease expense), non-cash portion of mortgage and other financing income, gain on insurance recovery and deferred income tax (benefit) expense. AFFO is a widely used measure of the operating performance of real estate companies and is provided here as a supplemental measure to GAAP net income available to common shareholders and earnings per share and management provides AFFO herein because it believes this information is useful to investors in this regard. AFFO is a non-GAAP financial measure. AFFO does not represent cash flows from operations as defined by GAAP and is not indicative that cash flows are adequate to fund all cash needs and is not to be considered an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or its cash flows or liquidity as defined by GAAP. It should also be noted that not all REITs calculate AFFO the same way so comparisons with other REITs may not be meaningful.

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INTEREST COVERAGE RATIO
The interest coverage ratio is calculated as the interest coverage amount divided by interest expense, gross. The Company calculates the interest coverage amount by adding to net income impairment charges, provision (benefit) for credit losses, net, transaction costs, interest expense, gross (including interest expense in discontinued operations), severance expense, depreciation and amortization, share-based compensation expense to management and trustees and costs associated with loan refinancing or payoff; subtracting sale participation income, interest cost capitalized, straight-line rental revenue, gain on early extinguishment of debt, gain (loss) on sale of real estate from continuing and discontinued operations, gain on insurance recovery, gain on previously held equity interest, gain on early extinguishment of debt, prepayment fees and deferred income tax benefit (expense). The Company calculates interest expense, gross, by adding to interest expense, net, interest income and interest cost capitalized. The Company considers the interest coverage ratio to be an appropriate supplemental measure of a company’s ability to meet its interest expense obligations and management believes it is useful to investors in this regard. The Company's calculation of the interest coverage ratio may be different from the calculation used by other companies, and therefore, comparability may be limited. This information should not be considered as an alternative to any GAAP liquidity measures.

FIXED CHARGE COVERAGE RATIO
The fixed charge coverage ratio is calculated in exactly the same manner as the interest coverage ratio, except that interest expense, gross and preferred share dividends are also added to the denominator. The Company considers the fixed charge coverage ratio to be an appropriate supplemental measure of a company’s ability to make its interest and preferred share dividend payments and management believes it is useful to investors in this regard. The Company's calculation of the fixed charge coverage ratio may be different from the calculation used by other companies and, therefore, comparability may be limited. This information should not be considered as an alternative to any GAAP liquidity measures.

DEBT SERVICE COVERAGE RATIO
The debt service coverage ratio is calculated in exactly the same manner as the interest coverage ratio, except that interest expense, gross and recurring principal payments are also added to the denominator. The Company considers the debt service coverage ratio to be an appropriate supplemental measure of a company’s ability to make its debt service payments and management believes it is useful to investors in this regard. The Company's calculation of the debt service coverage ratio may be different from the calculation used by other companies and, therefore, comparability may be limited. This information should not be considered as an alternative to any GAAP liquidity measures.

NON-GAAP PRO-RATA FINANCIAL INFORMATION - UNCONSOLIDATED JOINT VENTURES
This information includes non-GAAP financial measures. The Company's share of unconsolidated joint ventures is derived on an entity-by-entity basis by applying its ownership percentage to each line item in the GAAP financial statements of these properties to calculate its share of that line item. The Company believes this form of presentation offers insights into the financial performance and condition of our Company as a whole, given the significance of its unconsolidated joint ventures that are accounted for under the equity method of accounting, although the presentation of such information may not accurately depict the legal and economic implications of holding an unconsolidated joint venture. The Company's method of calculating its proportionate interest may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. The Company does not control the unconsolidated joint venture for purposes of GAAP and the presentation of the assets and liabilities and revenues and expenses do not represent a legal claim to such items. Due to these limitations, the non-GAAP pro-rata financial information should not be considered in isolation or as a substitute for the Company's consolidated financial statements as reported under GAAP.


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Appendix to Supplemental Operating and Financial Data
Reconciliation of Certain Non-GAAP Financial Measures
Third Quarter and Nine Months Ended September 30, 2023

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CALCULATION OF INTEREST, FIXED CHARGE AND DEBT SERVICE COVERAGE RATIOS
(UNAUDITED, DOLLARS IN THOUSANDS)
INTEREST COVERAGE RATIO (1):3RD QUARTER 20232ND QUARTER 20231ST QUARTER 20234TH QUARTER 20223RD QUARTER 20222ND QUARTER 2022
Net income$56,260 $13,600 $57,657 $42,329 $50,799 $40,909 
Impairment charges20,887 43,785 — 22,998 — — 
Impairment charges on joint ventures— — — — — 647 
Severance expense— 547 — — — — 
Transaction costs847 36 270 993 148 1,145 
Provision (benefit) for credit losses, net(719)(275)587 1,369 241 9,512 
Interest expense, gross33,647 33,541 33,510 33,522 33,595 33,512 
Depreciation and amortization42,432 43,705 41,204 41,303 41,539 40,766 
Share-based compensation expense
to management and trustees4,354 4,477 4,322 4,114 4,138 4,169 
Sale participation income— — — (9,134)— — 
Interest cost capitalized(857)(846)(783)(680)(335)(71)
Straight-line rental revenue(4,407)(1,149)(2,105)(2,291)(2,374)(1,733)
(Gain) loss on sale of real estate (2,550)575 560 (347)(304)— 
Deferred income tax benefit(76)(92)(90)(132)(37)— 
Interest coverage amount$149,818 $137,904 $135,132 $134,044 $127,410 $128,856 
Interest expense, net$31,208 $31,591 $31,722 $31,879 $32,747 $33,289 
Interest income1,582 1,104 1,005 963 513 152 
Interest cost capitalized857 846 783 680 335 71 
Interest expense, gross$33,647 $33,541 $33,510 $33,522 $33,595 $33,512 
Interest coverage ratio4.5 4.1 4.0 4.0 3.8 3.8 
FIXED CHARGE COVERAGE RATIO (1):
Interest coverage amount$149,818 $137,904 $135,132 $134,044 $127,410 $128,856 
Interest expense, gross$33,647 $33,541 $33,510 $33,522 $33,595 $33,512 
Preferred share dividends6,032 6,040 6,033 6,042 6,033 6,033 
Fixed charges$39,679 $39,581 $39,543 $39,564 $39,628 $39,545 
Fixed charge coverage ratio3.8 3.5 3.4 3.4 3.2 3.3 
DEBT SERVICE COVERAGE RATIO (1):
Interest coverage amount$149,818 $137,904 $135,132 $134,044 $127,410 $128,856 
Interest expense, gross$33,647 $33,541 $33,510 $33,522 $33,595 $33,512 
Recurring principal payments— — — — — — 
Debt service$33,647 $33,541 $33,510 $33,522 $33,595 $33,512 
Debt service coverage ratio4.5 4.1 4.0 4.0 3.8 3.8 
(1) See pages 25 through 27 for definitions.
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RECONCILIATION OF INTEREST COVERAGE AMOUNT TO NET CASH PROVIDED BY OPERATING ACTIVITIES
(UNAUDITED, DOLLARS IN THOUSANDS)
The interest coverage amount per the table on page 29 is a non-GAAP financial measure and should not be considered an alternative to any GAAP liquidity measures. It is most directly comparable to the GAAP liquidity measure, “Net cash provided by operating activities,” and is not directly comparable to the GAAP liquidity measures, “Net cash used by investing activities” and “Net cash provided by financing activities.” The interest coverage amount can be reconciled to “Net cash provided by operating activities” per the consolidated statements of cash flows as follows:
3RD QUARTER 20232ND QUARTER 20231ST QUARTER 20234TH QUARTER 20223RD QUARTER 20222ND QUARTER 2022
Net cash provided by operating activities$149,204 $99,358 $121,530 $92,041 $132,625 $88,963 
Equity in income (loss) from joint ventures533 (615)(1,985)(3,559)572 1,421 
Distributions from joint ventures(1,300)— — — — (780)
Amortization of deferred financing costs(2,170)(2,150)(2,129)(2,109)(2,090)(2,090)
Amortization of above and below market leases and tenant allowances, net182 185 89 90 89 89 
Changes in assets and liabilities:
Operating lease assets and liabilities187 (143)(317)(226)(337)51 
Mortgage notes accrued interest receivable(420)621 296 576 274 (40)
Accounts receivable1,560 2,749 (2,998)188 (3,994)(4,744)
Other assets(1,593)(95)6,276 (617)(2,812)(1,959)
Accounts payable and accrued liabilities(8,795)3,395 (8,861)9,186 (20,807)12,177 
Unearned rents and interest(16,800)2,774 (7,661)16,064 (7,144)2,915 
Straight-line rental revenue(4,407)(1,149)(2,105)(2,291)(2,374)(1,733)
Interest expense, gross33,647 33,541 33,510 33,522 33,595 33,512 
Interest cost capitalized(857)(846)(783)(680)(335)(71)
Sale participation income— — — (9,134)— — 
Transaction costs847 36 270 993 148 1,145 
Severance expense (cash portion) — 243 — — — — 
Interest coverage amount (1)$149,818 $137,904 $135,132 $134,044 $127,410 $128,856 
Net cash used by investing activities$(7,562)$(27,961)$(61,510)$(79,920)$(67,945)$(178,685)
Net cash used by financing activities$(68,040)$(68,201)$(71,486)$(67,677)$(67,524)$(67,898)
(1) See pages 25 through 27 for definitions.
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RECONCILIATION OF EBITDAre, ADJUSTED EBITDAre AND ANNUALIZED ADJUSTED EBITDAre
(UNAUDITED, DOLLARS IN THOUSANDS)
ADJUSTED EBITDAre (2):3RD QUARTER 20232ND QUARTER 20231ST QUARTER 20234TH QUARTER 20223RD QUARTER 20222ND QUARTER 2022
Net income$56,260 $13,600 $57,657 $42,329 $50,799 $40,909 
Interest expense, net31,208 31,591 31,722 31,879 32,747 33,289 
Income tax expense 372 347 341 86 388 444 
Depreciation and amortization42,432 43,705 41,204 41,303 41,539 40,766 
(Gain) loss on sale of real estate(2,550)575 560 (347)(304)— 
Impairment of real estate investments, net20,887 43,785 — 21,030 — — 
Allocated share of joint venture depreciation2,315 2,162 2,055 1,833 2,093 1,996 
Allocated share of joint venture interest expense2,164 2,172 2,083 2,215 1,822 1,276 
Impairment charges on joint ventures— — — — — 647 
EBITDAre$153,088 $137,937 $135,622 $140,328 $129,084 $119,327 
Sale participation income (1)— — — (9,134)— — 
Severance expense— 547 — — — — 
Transaction costs847 36 270 993 148 1,145 
Provision (benefit) for credit losses, net(719)(275)587 1,369 241 9,512 
Impairment of operating lease right-of-use assets — — — 1,968 — — 
Adjusted EBITDAre (for the quarter)$153,216 $138,245 $136,479 $135,524 $129,473 $129,984 
Adjusted EBITDAre (3)$612,864 $552,980 $545,916 $542,096 $517,892 $519,936 
ANNUALIZED ADJUSTED EBITDAre (2):
Adjusted EBITDAre (for the quarter)$153,216 $138,245 $136,479 $135,524 $129,473 $129,984 
In-service and disposition adjustments (4)157 551 712 602 305 3,063 
Managed and JV property adjustments (5)(3,120)(960)502 3,370 — — 
Property under development adjustments (6)1,874 1,462 1,716 1,522 — — 
Percentage rent/participation adjustments (5)674 483 395 (2,824)797 1,481 
Deferral and stub rent collections not previously recognized (7)(19,358)(8,038)(6,776)(5,012)(5,432)(5,038)
Non-recurring adjustments (8)(3,666)(97)902 (462)6,345 (1,093)
Annualized Adjusted EBITDAre (for the quarter)$129,777 $131,646 $133,930 $132,720 $131,488 $128,397 
Annualized Adjusted EBITDAre (9)$519,108 $526,584 $535,720 $530,880 $525,952 $513,588 
See footnotes on following page.
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(1) Included in other income in the consolidated statements of income in the Company's Annual Reports on Form 10-K and the Company's Quarterly Reports on Form 10-Q. Reconciliation is as follows:
3RD QUARTER 20232ND QUARTER 20231ST QUARTER 20234TH QUARTER 20223RD QUARTER 20222ND QUARTER 2022
Income from settlement of foreign currency swap contracts$196 $216 $224 $246 $159 $26 
Sale participation income— — — 9,134 — — 
Operating income from operated properties14,208 9,765 9,101 7,325 11,186 9,370 
Miscellaneous income18 143 51 15 565 
Other income$14,422 $10,124 $9,333 $16,756 $11,360 $9,961 
(2) See pages 25 through 27 for definitions.
(3) Adjusted EBITDAre for the quarter is multiplied by four to calculate an annualized amount.
(4) Adjustments for rental properties commencing or terminating GAAP net operating income during the quarter and adjustments to revenue from mortgage notes receivable to be consistent with end of quarter balance.
(5) To annualize amounts from the actual latest quarterly amount to the trailing 12-month amount divided by four.
(6) To add in income for property under development that is build-to-suit at the initial cash yields of the projects upon completion.
(7) To remove non-recurring, out-of-period deferred and stub rent collections.
(8) Adjustments for various non-recurring items during the quarter.
(9) Annualized Adjusted EBITDAre for the quarter is multiplied by four to calculate an annualized amount.
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