DEBT, NET OF DEFERRED FINANCING COSTS

12 Months Ended

Dec. 31, 2024

Debt Disclosure [Abstract]

Debt, Net of Deferred Financing Costs

NOTE 6 – DEBT, NET OF DEFERRED FINANCING COSTS

At December 31, 2024, our debt consisted of (1) $515 million of non-amortizing term loans and (2) $625 million of senior unsecured fixed rate notes. At December 31, 2023, our debt consisted of (1) $430 million of non-amortizing term loans and (2) $675 million of senior unsecured fixed rate notes. The outstanding borrowings under the revolving credit facility were $5 million and $16 million at December 31, 2024 and 2023, respectively. At December 31, 2024 and 2023, there were no outstanding letters of credit. At December 31, 2024, we had $245.0 million of borrowing capacity under the revolving credit facility. The weighted average interest rate on the term loans before consideration of the interest rate hedges described in Note 7 - Derivative Financial Instruments was 5.62% and 6.40% at December 31, 2024 and 2023, respectively. The weighted average interest rate on the revolving credit facility was 5.46% and 6.46% at December 31, 2024 and 2023, respectively.

Revolving Credit and Term Loan Agreement

On March 14, 2024, FCPT entered into an Incremental Amendment to the Third Amended and Restated Revolving Credit and Term Loan Agreement with a group of existing lenders (the “Credit Agreement”). The Company utilized the accordion feature of the Third Amended and Restated Revolving Credit and Term Loan Agreement to enter into a new $85 million term loan (the “Term Loan”), the proceeds from which were used to repay the $50 million of senior unsecured notes payable due in June 2024. The Term Loan matures in March 2027 with one twelve month extension exercisable at the Company’s option, subject to certain conditions.

The following table presents the Term Loan balances.

						Outstanding Balance
	Maturity	Interest				December 31,
(Dollars in thousands)	Date	Rate				2024		2023
Term Loans:
Term loan due 2025	Nov 2025		5.65	%	(a)(c)	$	150,000	$	150,000
Term loan due 2026	Nov 2026		5.65	%	(a)		100,000		100,000
Term loan due 2027	Jan 2027		5.60	%	(a)		90,000		90,000
Term loan due 2027	Mar 2027		5.60	%	(a)(b)		85,000		—
Term loan due 2028	Jan 2028		5.60	%	(a)		90,000		90,000
Total Term Loans						$	515,000	$	430,000

(a)Loan is a variable-rate loan which resets daily at Daily Simple SOFR + 10 bps + applicable credit spread of 0.95% to 1.00% at December 31, 2024.

(b)Loan has a 12 month extension exercisable at the Company's option, subject to certain conditions.

(c)See Note 15 - Subsequent Events for additional information.

Note Purchase Agreements

The following table presents the senior unsecured fixed rate notes balance.

					Outstanding Balance
	Maturity	Interest			December 31,
(Dollars in thousands)	Date	Rate			2024		2023
Notes Payable:
Senior unsecured fixed rate note, issued June 2017	Jun 2024		4.68	%	$	—	$	50,000
Senior unsecured fixed rate note, issued December 2018	Dec 2026		4.63	%		50,000		50,000
Senior unsecured fixed rate note, issued June 2017	Jun 2027		4.93	%		75,000		75,000
Senior unsecured fixed rate note, issued December 2018	Dec 2028		4.76	%		50,000		50,000
Senior unsecured fixed rate note, issued April 2021	Apr 2029		2.74	%		50,000		50,000
Senior unsecured fixed rate note, issued March 2020	Jun 2029		3.15	%		50,000		50,000
Senior unsecured fixed rate note, issued March 2020	Apr 2030		3.20	%		75,000		75,000
Senior unsecured fixed rate note, issued March 2022	Mar 2031		3.09	%		50,000		50,000
Senior unsecured fixed rate note, issued April 2021	Apr 2031		2.99	%		50,000		50,000
Senior unsecured fixed rate note, issued March 2022	Mar 2032		3.11	%		75,000		75,000
Senior unsecured fixed rate note, issued July 2023	Jul 2033		6.44	%		100,000		100,000
Total Notes					$	625,000	$	675,000

The Note Purchase Agreements contain customary events of default, including payment defaults, cross defaults with certain other indebtedness, breaches of covenants and bankruptcy events. In the case of an event of default, the purchasers may, among other remedies, accelerate the payment of all obligations.

The Note Purchase Agreements have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state or other jurisdiction, and may not be offered or sold in the United States or any other jurisdiction absent registration or an applicable exemption from the registration requirements of the Securities Act and the applicable securities laws of any state or other jurisdiction. FCPT OP offered and sold the notes.

Debt Maturities

The following presents scheduled principal payments related to the Company’s debt.

(In thousands)	December 31, 2024
2025	$	155,000
2026		150,000
2027		250,000
2028		140,000
2029		100,000
Thereafter		350,000
Total Scheduled Principal Payments	$	1,145,000

Deferred Financing Costs

At December 31, 2024 and 2023, term loan and revolving credit facility net unamortized deferred financing costs were approximately $3.7 million and $4.3 million, respectively. During the years ended December 31, 2024, 2023, and 2022, amortization of deferred financing costs was $1.9 million, $1.6 million, and $1.5 million, respectively.

At December 31, 2024 and 2023, senior unsecured notes net unamortized deferred financing costs were approximately $3.4 million and $4.1 million, respectively. During the years ended December 31, 2024, 2023, and 2022, amortization of deferred financing costs was $0.7 million, $0.7 million, and $0.6 million, respectively.

Debt Covenants

Under the terms of both the Note Purchase Agreement and Loan Agreement (the “Agreements”), FCPT acts as a guarantor to FCPT OP. The Agreements contain customary financial covenants, including (1) total indebtedness to consolidated capitalization value (each as defined in the Loan Agreement) not to exceed 60%, (2) mortgage-secured leverage ratio not to exceed 40%, (3) minimum fixed charge coverage ratio of 1.50 to 1.00, (4) maximum unencumbered leverage ratio not to exceed 60%, and (5) minimum unencumbered interest coverage ratio not less than 1.75 to 1.00. They also contain restrictive covenants that, among other things, restrict the ability of FCPT OP, the Company and their subsidiaries to enter into transactions with affiliates, merge, consolidate, create liens or make certain restricted payments. In addition, the Agreements include provisions providing that certain of such covenants will be automatically amended in the Note Purchase Agreement to conform to certain amendments that may from time to time be implemented to corresponding covenants under the Loan Agreement. At December 31, 2024, the Company was in compliance with all debt covenants.