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Investments
6 Months Ended
Jun. 30, 2022
Investments.  
Investments

3. Investments

At June 30, 2022, STORE Capital had investments in 3,012 property locations representing 2,960 owned properties (of which 90 are accounted for as financing arrangements and 22 are accounted for as direct financing receivables), 24 properties where all the related land is subject to an operating ground lease and 28 properties which secure mortgage loans. The gross investment portfolio totaled $11.47 billion at June 30, 2022 and consisted of the gross acquisition cost of the real estate investments totaling $10.7 billion, loans and financing receivables with an aggregate carrying amount of $710.2 million and operating ground lease assets totaling $32.6 million. As of June 30, 2022, approximately 34% of these investments are assets of consolidated special purpose entity subsidiaries and are pledged as collateral under the non-recourse obligations of these special purpose entities (Note 4).

The gross dollar amount of the Company’s investments includes the investment in land, buildings, improvements and lease intangibles related to real estate investments as well as the carrying amount of the loans and financing receivables and operating ground lease assets. During the six months ended June 30, 2022, the Company had the following gross real estate and other investment activity (dollars in thousands):

    

Number of

    

Dollar

 

Investment

Amount of

 

Locations

Investments

 

Gross investments, December 31, 2021

 

2,866

$

10,748,937

Acquisition of and additions to real estate (a) (b)

 

156

842,044

Investment in loans and financing receivables

 

17

62,369

Sales of real estate

 

(24)

(107,764)

Principal collections on loans and financing receivables (b)

(3)

(58,913)

Net change in operating ground lease assets (c)

(717)

Provisions for impairment

(6,212)

Other

(7,521)

Gross investments, June 30, 2022 (d)

 

11,472,223

Less accumulated depreciation and amortization (d)

 

(1,292,202)

Net investments, June 30, 2022

 

3,012

$

10,180,021

(a)Excludes $19.1 million of tenant improvement advances disbursed in 2022 which were accrued as of December 31, 2021.
(b)Includes $8.9 million relating to a mortgage loan receivable which was repaid in full through a non-cash transaction in which the Company acquired the underlying collateral property (buildings and improvements) and leased them back to a customer.
(c)Represents amortization recognized on operating ground lease assets during the six months ended June 30, 2022.
(d)Includes the dollar amount of investments ($25.5 million) and the accumulated depreciation ($2.3 million) related to real estate investments held for sale at June 30, 2022.

The following table summarizes the revenues the Company recognized from its investment portfolio (in thousands):

Three Months Ended June 30,

Six Months Ended June 30,

 

    

2022

    

2021

    

2022

    

2021

 

Rental revenues:

    

    

    

    

    

    

Operating leases (a)(c)

$

209,882

$

180,004

$

411,774

$

349,320

Sublease income - operating ground leases (b)

703

702

1,406

1,405

Amortization of lease related intangibles and costs

 

(591)

 

(542)

 

(1,125)

 

(1,233)

Total rental revenues

$

209,994

$

180,164

$

412,055

$

349,492

Interest income on loans and financing receivables:

Mortgage and other loans receivable (c)

$

5,877

$

5,191

$

13,756

$

11,120

Sale-leaseback transactions accounted for as financing arrangements

 

5,686

 

4,464

 

11,013

 

8,560

Direct financing receivables

 

1,476

 

2,005

 

3,200

 

4,543

Total interest income on loans and financing receivables

$

13,039

$

11,660

$

27,969

$

24,223

(a)For the three months ended June 30, 2022 and 2021, includes $711,000 and $624,000, respectively, of property tax tenant reimbursement revenue and includes $0.3 million and $3.1 million, respectively, of variable lease revenue. For the six months ended June 30, 2022 and 2021, includes $1.4 million and $1.2 million, respectively, of property tax reimbursement revenue and includes $0.8 million and $6.2 million, respectively, of variable lease revenue.
(b)Represents total revenue recognized for the sublease of properties subject to operating ground leases to the related tenants; includes both payments made by the tenants to the ground lessors and straight-line revenue recognized for scheduled increases in the sublease rental payments.
(c)For the three and six months ended June 30, 2022, includes $0.3 million and $1.0 million, respectively, of revenue that has been recognized related to rent and financing relief arrangements granted as a result of the COVID-19 pandemic with a corresponding increase in receivables which are included in other assets, net on the condensed consolidated balance sheets. For the three and six months ended June 30, 2021, includes $2.9 million and $4.9 million, respectively, of revenue related to COVID-19 rent and financing relief arrangements.

The Company has elected to account for the lease and nonlease components in its lease contracts as a single component if the timing and pattern of transfer for the separate components are the same and, if accounted for separately, the lease component would classify as an operating lease.

Significant Credit and Revenue Concentration

STORE Capital’s real estate investments are leased or financed to 579 customers geographically dispersed throughout 49 states. Only one state, Texas (11%), accounted for 10% or more of the total dollar amount of STORE Capital’s investment portfolio at June 30, 2022. None of the Company’s customers represented more than 10% of the Company’s real estate investment portfolio at June 30, 2022, with the largest customer representing 2.8% of the total investment portfolio. On an annualized basis, as of June 30, 2022, the largest customer also represented 2.9% of the Company’s total investment portfolio revenues and the Company’s customers operated their businesses across approximately 910 concepts; the largest of these concepts represented 2.1% of the Company’s total investment portfolio revenues.

The following table shows information regarding the diversification of the Company’s total investment portfolio among the different industries in which its tenants and borrowers operate as of June 30, 2022 (dollars in thousands):

    

    

    

Percentage of

 

Number of

Dollar

Total Dollar

 

Investment

Amount of

Amount of

 

Locations

Investments

Investments

 

Restaurants

 

759

$

1,330,875

 

12

Automotive repair and maintenance

 

253

674,775

 

6

Early childhood education centers

 

279

657,557

 

6

Metal fabrication

 

114

652,881

 

6

Health clubs

 

94

599,714

 

5

Furniture stores

65

425,003

4

Farm and ranch supply stores

 

41

377,293

 

3

All other service industries

 

1,038

3,956,364

 

34

All other retail industries

 

154

1,137,374

 

10

All other manufacturing industries

 

215

1,660,387

 

14

Total (a)

 

3,012

$

11,472,223

 

100

(a)Includes the dollar amount of investments ($25.5 million) related to real estate investments held for sale at June 30, 2022.

Real Estate Investments

The weighted average remaining noncancelable lease term of the Company’s operating leases with its tenants at June 30, 2022 was approximately 13.2 years. Substantially all the leases are triple net, which means that the lessees are responsible for the payment of all property operating expenses, including property taxes, maintenance and insurance; therefore, the Company is generally not responsible for repairs or other capital expenditures related to the properties while the triple-net leases are in effect. At June 30, 2022, 16 of the Company’s properties were vacant and not subject to a lease.

Scheduled future minimum rentals to be received under the remaining noncancelable term of the operating leases in place as of June 30, 2022, are as follows (in thousands):

Remainder of 2022

$

428,853

2023

858,487

2024

 

851,339

2025

 

847,880

2026

 

841,577

2027

829,838

Thereafter

 

6,714,451

Total future minimum rentals (a)

$

11,372,425

(a)Excludes future minimum rentals to be received under lease contracts associated with sale-leaseback transactions accounted for as financing arrangements. See Loans and Financing Receivables section below.

Substantially all the Company’s leases include one or more renewal options (generally two to four five-year options). Since lease renewal periods are exercisable at the option of the lessee, the preceding table presents future minimum lease payments due during the initial lease term only. In addition, the future minimum lease payments presented above do not include any contingent rentals such as lease escalations based on future changes in CPI.

Intangible Lease Assets

The following details intangible lease assets and related accumulated amortization (in thousands):

    

June 30,

    

December 31,

 

2022

2021

In-place leases

$

42,683

$

35,522

Ground lease-related intangibles

 

19,449

 

19,449

Total intangible lease assets

 

62,132

 

54,971

Accumulated amortization

 

(25,531)

 

(25,285)

Net intangible lease assets

$

36,601

$

29,686

Aggregate lease intangible amortization included in expense was $0.9 million during both the three months ended June 30, 2022 and 2021, and $1.8 million during both the six months ended June 30, 2022 and 2021. The amount amortized as a decrease to rental revenue for capitalized above-market lease intangibles was $0.2 million during the six months ended June 30, 2021.

Based on the balance of the intangible assets at June 30, 2022, the aggregate amortization expense is expected to be $1.9 million for the remainder of 2022, $3.5 million in 2023, $3.0 million in 2024, $2.5 million in 2025, $2.3 million in 2026 and $2.2 million in 2027. The weighted average remaining amortization period is approximately 10 years for the in-place lease intangibles and approximately 42 years for the amortizing ground lease-related intangibles.

Operating Ground Lease Assets

As of June 30, 2022, STORE Capital had operating ground lease assets aggregating $32.6 million. Typically, the lease payment obligations for these leases are the responsibility of the tenants operating on the properties, in accordance with the Company’s leases with those respective tenants. The Company recognized total lease cost for these operating ground lease assets of $821,000 and $827,000 during the three months ended June 30, 2022 and 2021, respectively, and $1.6 million during both the six months ended June 30, 2022 and 2021. The Company also recognized, in rental revenues, sublease revenue associated with its operating ground leases of $703,000 and $702,000 for the three months ended June 30, 2022 and 2021, respectively, and $1.4 million for both the six months ended June 30, 2022 and 2021.

The future minimum lease payments to be paid under the operating ground leases as of June 30, 2022 were as follows (in thousands):

    

    

Ground

    

 

Ground

Leases

Leases

Paid by

Paid by

STORE Capital's

STORE Capital

Tenants (a)

Total

 

Remainder of 2022

$

200

$

1,569

$

1,769

2023

4,149

2,629

6,778

2024

 

55

 

2,711

 

2,766

2025

 

57

 

2,395

 

2,452

2026

 

57

 

2,233

 

2,290

2027

57

2,227

2,284

Thereafter

 

3,014

 

42,282

 

45,296

Total lease payments

7,589

56,046

63,635

Less imputed interest

 

(2,790)

 

(27,498)

 

(30,288)

Total operating lease liabilities - ground leases

$

4,799

$

28,548

$

33,347

(a)STORE Capital’s tenants, who are generally sub-tenants under the ground leases, are responsible for paying the rent under these ground leases. In the event the tenant fails to make the required ground lease payments, the Company would be primarily responsible for the payment, assuming the Company does not re-tenant the property or sell the leasehold interest. Of the total $56.0 million commitment, $19.0 million is due for periods beyond the current term of the Company’s leases with the tenants. Amounts exclude contingent rent due under three leases where the ground lease payment, or a portion thereof, is based on the level of the tenant’s sales.

Loans and Financing Receivables

The Company’s loans and financing receivables are summarized below (dollars in thousands):

Interest

Maturity

June 30,

December 31,

 

Type

Rate (a)

Date

2022

2021

 

Six mortgage loans receivable

7.98

%  

2022 - 2026

$

114,171

$

114,911

Three mortgage loans receivable

 

8.83

%  

2032 - 2036

 

11,674

 

14,444

Fourteen mortgage loans receivable (b)

 

8.51

%  

2051 - 2062

 

193,008

 

216,547

Total mortgage loans receivable

 

318,853

 

345,902

Equipment and other loans receivable

7.34

%  

2022 - 2036

18,386

25,409

Total principal amount outstanding—loans receivable

 

337,239

 

371,311

Unamortized loan origination costs

 

963

 

1,046

Sale-leaseback transactions accounted for as financing arrangements (c)

7.51

%  

2034 - 2043

316,180

255,483

Direct financing receivables

 

61,063

 

78,637

Allowance for credit and loan losses (d)

(5,259)

(9,208)

Total loans and financing receivables

$

710,186

$

697,269

(a)Represents the weighted average interest rate as of the balance sheet date.
(b)Four of these mortgage loans allow for prepayment in whole, but not in part, with penalties ranging from 20% to 70% depending on the timing of the prepayment.
(c)In accordance with ASC Topic 842, represents sale-leaseback transactions accounted for as financing arrangements rather than as investments in real estate subject to operating leases. Interest rate shown is the weighted average initial rental or capitalization rate on the leases; the leases mature between 2034 and 2043 and the purchase options expire between 2024 and 2042.
(d)Balance includes $2.5 million of loan loss reserves recognized prior to December 31, 2019, $2.5 million credit loss reserves recognized upon the adoption of ASC Topic 326 on January 1, 2020 and an aggregate $3.9 million of credit losses recognized since the adoption of ASC Topic 326 net of $3.7 million of loans that were written-off against previously established reserves.

Loans Receivable

At June 30, 2022, the Company held 41 loans receivable with an aggregate carrying amount of $334.3 million. Twenty-three of the loans are mortgage loans secured by land and/or buildings and improvements on the mortgaged property; the interest rates on ten of the mortgage loans are subject to increases over the term of the loans. Six of the mortgage loans are shorter-term loans (maturing prior to 2027) that generally require monthly interest-only payments with a balloon payment at maturity. The remaining mortgage loans receivable generally require the borrowers to make monthly principal and interest payments based on a 40-year amortization period with balloon payments, if any, at maturity or earlier upon the occurrence of certain other events. The equipment and other loans generally require the borrower to make monthly interest-only payments with a balloon payment at maturity.

The long-term mortgage loans receivable generally allow for prepayments in whole, but not in part, without penalty or with penalties ranging from 1% to 20%, depending on the timing of the prepayment, except as noted in the table above. All other loans receivable allow for prepayments in whole or in part without penalty. Absent prepayments, scheduled maturities are expected to be as follows (in thousands):

    

Scheduled

    

    

 

Principal

Balloon

Total

Payments

Payments

Payments

 

Remainder of 2022

$

1,524

$

25,292

$

26,816

2023

3,221

78,479

81,700

2024

 

2,121

 

 

2,121

2025

 

1,916

 

 

1,916

2026

 

1,877

 

20,371

 

22,248

2027

1,576

548

2,124

Thereafter

 

182,139

 

18,175

 

200,314

Total principal payments

$

194,374

$

142,865

$

337,239

Sale-Leaseback Transactions Accounted for as Financing Arrangements

As of June 30, 2022 and December 31, 2021, the Company had $316.2 million and $255.5 million, respectively, of investments acquired through sale-leaseback transactions accounted for as financing arrangements rather than as investments in real estate subject to an operating lease; revenue from these arrangements is recognized in interest income rather than as rental revenue. The scheduled future minimum rentals to be received under these agreements (which will be reflected in interest income) as of June 30, 2022, were as follows (in thousands):

Remainder of 2022

$

12,114

2023

24,289

2024

 

24,436

2025

 

24,589

2026

 

24,697

2027

24,812

Thereafter

 

295,257

Total future scheduled payments

$

430,194

Direct Financing Receivables

As of both June 30, 2022 and December 31, 2021, the Company had $61.1 million and $78.6 million, respectively, of investments accounted for as direct financing leases under previous accounting guidance; the components of these investments were as follows (in thousands):

June 30,

    

December 31,

2022

2021

Minimum lease payments receivable

$

123,031

    

$

159,371

Estimated residual value of leased assets

 

6,889

 

8,938

Unearned income

 

(68,857)

 

(89,672)

Net investment

$

61,063

$

78,637

As of June 30, 2022, the future minimum lease payments to be received under the direct financing lease receivables are expected to be $3.2 million for the remainder of 2022, average approximately $6.5 million for each of the next five years and $87.5 million thereafter.

Provision for Credit Losses

In accordance with ASC Topic 326, the Company evaluates the collectibility of its loans and financing receivables at the time each financing receivable is issued and subsequently on a quarterly basis utilizing an expected credit loss model based on credit quality indicators. The Company groups individual loans and financing receivables based on the implied credit rating associated with each borrower. Based on credit quality indicators as of June 30, 2022, $123.3 million of loans and financing receivables were categorized as investment grade and $591.2 million were categorized as non-investment grade. During the six months ended June 30, 2022, there were $0.3 million of net reductions of prior provisions for credit losses recognized, $3.7 million of write-offs charged against the allowance and no recoveries of amounts previously written off.

As of June 30, 2022, the year of origination for loans and financing receivables with a credit quality indicator of investment grade was none in 2022, $8.0 million in 2021, none in 2020, $88.9 million in 2019, none in 2018 and $26.4 million prior to 2018. The year of origination for loans and financing receivables with a credit quality indicator of non-investment grade was $58.7 million in 2022, $104.6 million in 2021, $94.3 million in 2020, $146.4 million in 2019, $34.2 million in 2018 and $153.0 million prior to 2018.