Agree AG真人官方ty Raises 2025 AFFO Guidance, Plans $1.6B Investment Push

Agree AG真人官方ty Corporation Reports Second Quarter 2025 Results

Rhea-AI Impact

(Low)

Rhea-AI Sentiment

(Neutral)

Tags

earnings

07/31/2025 - 04:05 PM

Raises 2025 Investment Guidance to $1.4 Billion to $1.6 Billion

Increases 2025 AFFO Per Share Guidance to $4.29 to $4.32

ROYAL OAK, Mich.--(BUSINESS WIRE)-- Agree AG真人官方ty Corporation (NYSE: ADC) (the 鈥淐ompany鈥�) today announced results for the quarter ended June 30, 2025. All per share amounts included herein are on a diluted per common share basis unless otherwise stated.

Second Quarter 2025 Financial and Operating Highlights:

Invested approximately $350 million in 110 retail net lease properties across all three external growth platforms
Net Income per share attributable to common stockholders decreased 18.5% to $0.43
Core Funds from Operations (鈥淐ore FFO鈥�) per share increased 1.3% to $1.05
Adjusted Funds from Operations (鈥淎FFO鈥�) per share increased 1.7% to $1.06
Declared a monthly dividend of $0.256 per common share for June, a 2.4% year-over-year increase
Completed a public bond offering of $400 million of 5.60% senior unsecured notes due 2035 with an all-in rate of 5.35% inclusive of prior hedging activity
Completed a forward equity offering of 5.2 million shares of common stock, including the underwriters鈥� option to purchase additional shares, raising anticipated net proceeds of approximately $387 million
Balance sheet positioned for growth at 3.1 times proforma net debt to recurring EBITDA; 5.2 times excluding unsettled forward equity
Approximately $2.3 billion of liquidity at quarter end including availability on the revolving credit facility, outstanding forward equity, and cash on hand

First Half 2025 Financial and Operating Highlights:

Invested approximately $727 million in 162 retail net lease properties across all three external growth platforms
Committed approximately $140 million to 25 development or Developer Funding Platform (鈥淒FP鈥�) projects completed or under construction
Net Income per share attributable to common stockholders decreased 11.1% to $0.85
Core FFO per share increased 2.2% to $2.09
AFFO per share increased 2.4% to $2.12
Declared dividends of $1.527 per share, a 2.4% year-over-year increase
Raised approximately $603 million of forward equity via the Company's at-the-market equity (鈥淎TM鈥�) program and an overnight offering
Settled 3.3 million shares of outstanding forward equity for net proceeds of approximately $225 million

Financial Results

Net Income Attributable to Common Stockholders

Net Income for the three months ended June 30, 2025 decreased 10.5% to $47.3 million, compared to $52.9 million for the comparable period in 2024. Net Income per share for the three months ended June 30^th decreased 18.5% to $0.43 compared to $0.52 for the comparable period in 2024.

Net Income for the six months ended June 30, 2025 decreased 3.5% to $92.5 million, compared to $95.9 million for the comparable period in 2024. Net Income per share for the six months ended June 30^th decreased 11.1% to $0.85 compared to $0.95 for the comparable period in 2024.

Core FFO

Core FFO for the three months ended June 30, 2025 increased 11.3% to $115.9 million, compared to Core FFO of $104.2 million for the comparable period in 2024. Core FFO per share for the three months ended June 30^th increased 1.3% to $1.05, compared to Core FFO per share of $1.03 for the comparable period in 2024.

Core FFO for the six months ended June 30, 2025 increased 10.9% to $228.6 million, compared to Core FFO of $206.2 million for the comparable period in 2024. Core FFO per share for the six months ended June 30^th increased 2.2% to $2.09, compared to Core FFO per share of $2.05 for the comparable period in 2024.

AFFO

AFFO for the three months ended June 30, 2025 increased 11.7% to $117.7 million, compared to AFFO of $105.3 million for the comparable period in 2024. AFFO per share for the three months ended June 30^th increased 1.7% to $1.06, compared to AFFO per share of $1.04 for the comparable period in 2024.

AFFO for the six months ended June 30, 2025 increased 11.1% to $231.6 million, compared to AFFO of $208.6 million for the comparable period in 2024. AFFO per share for the six months ended June 30^th increased 2.4% to $2.12, compared to AFFO per share of $2.07 for the comparable period in 2024.

Dividend

In the second quarter, the Company declared monthly cash dividends of $0.256 per common share for each of April, May and June 2025. The monthly dividends declared during the second quarter reflect an annualized dividend amount of $3.072 per common share, representing a 2.4% increase over the annualized dividend amount of $3.00 per common share from the second quarter of 2024. The dividends represent payout ratios of approximately 73% of Core FFO per share and 72% of AFFO per share, respectively.

For the six months ended June 30, 2025, the Company declared monthly cash dividends totaling $1.527 per common share, a 2.4% increase over the dividends of $1.491 per common share declared for the comparable period in 2024. The dividends represent payout ratios of approximately 73% of Core FFO per share and 72% of AFFO per share, respectively.

Subsequent to quarter end, the Company declared a monthly cash dividend of $0.256 per common share for July 2025. The July monthly dividend reflects an annualized dividend amount of $3.072 per common share, representing a 2.4% increase over the annualized dividend amount of $3.00 per common share from the third quarter of 2024. The July dividend is payable on August 14, 2025 to stockholders of record at the close of business on July 31, 2025.

Additionally, subsequent to quarter end, the Company declared a monthly cash dividend on its 4.25% Series A Cumulative Redeemable Preferred Stock of $0.08854 per depositary share, which is equivalent to $1.0625 per annum. The dividend is payable on August 1, 2025 to stockholders of record at the close of business on July 22, 2025.

Earnings Guidance

The table below provides estimates for significant components of our 2025 earnings guidance. In addition, the AFFO per share guidance range includes an estimate for the dilutive impact of the Company's outstanding forward equity calculated in accordance with the treasury stock method.

	Prior 2025 Guidance⁽¹⁾		Revised 2025 Guidance
听	听		听
AFFO per share⁽²⁾	听	$4.27 to $4.30	$4.29 to $4.32
General and administrative expenses (% of adjusted revenue)⁽³⁾	听	5.6% to 5.9%	5.6% to 5.9%
Non-reimbursable real estate expenses (% of adjusted revenue)⁽³⁾	听	1.0% to 1.5%	1.0% to 1.5%
Income and other tax expense	听	$3 to $4 million	$2.5 to $3 million
Investment volume	听	$1.3 to $1.5 billion	$1.4 to $1.6 billion
Disposition volume	听	$10 to $50 million	$10 to $50 million

		The Company鈥檚 2025 guidance is subject to risks and uncertainties more fully described in this press release and in the Company鈥檚 filings with the Securities and Exchange Commission (the 鈥淪EC鈥�).
(1)		As issued on April 22, 2025.
(2)		The Company does not provide guidance with respect to the most directly comparable GAAP financial measure or provide reconciliations to GAAP from its forward-looking non-GAAP financial measure of AFFO per share guidance due to the inherent difficulty of forecasting the effect, timing and significance of certain amounts in the reconciliation that would be required by Item 10(e)(1)(i)(B) of Regulation S-K. Examples of these amounts include impairments of assets, gains and losses from sales of assets, and depreciation and amortization from new acquisitions or developments. In addition, certain non-recurring items may also significantly affect net income but are generally adjusted for in AFFO. Based on our historical experience, the dollar amounts of these items could be significant and could have a material impact on the Company鈥檚 GAAP results for the guidance period.
(3)		Adjusted revenue excludes the impact of the amortization of above and below market lease intangibles.

CEO Comments

"We are very pleased with our strong performance during the first half of the year,鈥� said Joey Agree, President and Chief Executive Officer. 鈥淒uring the quarter, we strategically raised over $800 million of debt and equity capital, bolstering our fortress balance sheet which now has $2.3 billion of liquidity. Given the continued strong performance of our portfolio, our fully funded balance sheet, and increasing activity across all three external growth platforms, we are increasing full-year 2025 investment guidance to a range of $1.4 billion to $1.6 billion and raising 2025 AFFO per share guidance to a range of $4.29 to $4.32.鈥�

Portfolio Update

As of June 30, 2025, the Company鈥檚 portfolio consisted of 2,513 properties located in all 50 states and contained approximately 52.0 million square feet of gross leasable area. At quarter end, the portfolio was approximately 99.6% leased, had a weighted-average remaining lease term of approximately 8.0 years, and generated 67.8% of annualized base rents from investment grade retail tenants.

Ground Lease Portfolio

During the second quarter, the Company acquired one ground lease for an aggregate purchase price of approximately $3.8 million, representing 1.0% of annualized base rents acquired.

As of June 30, 2025, the Company鈥檚 ground lease portfolio consisted of 232 leases located in 37 states and totaled approximately 6.4 million square feet of gross leasable area. Properties ground leased to tenants represented 10.3% of annualized base rents.

At quarter end, the ground lease portfolio was fully occupied, had a weighted-average remaining lease term of approximately 9.4 years, and generated 88.1% of annualized base rents from investment grade retail tenants.

Acquisitions

Total acquisition volume for the second quarter was approximately $327.5 million and included 91 properties net leased to leading retailers operating in sectors including auto parts, general merchandise, grocery stores, off-price, farm and rural supply, crafts and novelties, and tire and auto service. The properties are located in 29 states and leased to tenants operating in 21 sectors.

The properties were acquired at a weighted-average capitalization rate of 7.1% and had a weighted-average remaining lease term of approximately 12.2 years. Approximately 53.3% of annualized base rents acquired were generated from investment grade retail tenants.

For the six months ended June 30, 2025, total acquisition volume was approximately $686.4 million. The 137 acquired properties are located in 36 states and leased to tenants who operate in 25 retail sectors. The properties were acquired at a weighted-average capitalization rate of 7.2% and had a weighted-average remaining lease term of approximately 12.8 years. Approximately 61.4% of annualized base rents were generated from investment grade retail tenants.

Dispositions

During the second quarter, the Company sold four properties for gross proceeds of approximately $6.2 million. During the six months ended June 30, 2025, the Company sold five properties for gross proceeds of approximately $8.7 million.

The Company anticipates disposition volume for the full year 2025 to be between $10 million and $50 million.

Development and Developer Funding Platform

During the second quarter, the Company commenced one development or DFP project, with total anticipated costs of approximately $8.6 million. Construction continued during the quarter on 14 projects with anticipated costs totaling approximately $90.4 million. The Company completed four projects during the quarter with total costs of approximately $13.4 million.

For the six months ended June 30, 2025, the Company had 25 development or DFP projects completed or under construction with anticipated total costs of approximately $139.6 million. The projects are leased to leading retailers including TJX Companies, Burlington, 7-Eleven, Boot Barn, Starbucks, Gerber Collision, and Sunbelt Rentals.

The following table presents estimated costs for the Company's active or completed development and DFP projects for the six months ended June 30, 2025:

Quarter of Delivery	听	Number of Projects		Costs Funded to Date		Remaining Funding Costs		Anticipated Total Project Costs
Q1 2025		6	听	$27,234	听	$ -	听	$27,234
Q2 2025	听	4	听	13,403	听	-	听	13,403
Q3 2025		7	听	33,332	听	15,199	听	48,531
Q4 2025	听	5	听	17,776	听	12,557	听	30,333
Q1 2026	听	1	听	1,934	听	11,847	听	13,781
Q2 2026	听	1	听	1,523	听	1,127	听	2,650
Q4 2026	听	1	听	2,473	听	1,227	听	3,700
Total		25	听	$97,675	听	$41,957	听	$139,632
								听
Development and DFP project costs are in thousands; any differences are the result of rounding. Costs Funded to Date may include adjustments related to completed projects to arrive at the correct Anticipated Total Project Costs.

Leasing Activity and Expirations

During the second quarter, the Company executed new leases, extensions or options on approximately 948,000 square feet of gross leasable area throughout the existing portfolio. Notable new leases, extensions or options included a 218,000-square foot Walmart Supercenter in Franklin, Ohio, a 58,000-square foot Best Buy in Palmdale, California, and five geographically diverse leases with TJX Companies comprising over 125,000-square feet.

For the six months ended June 30, 2025, the Company executed new leases, extensions or options on approximately 1.5 million square feet of gross leasable area throughout the existing portfolio.

As of June 30, 2025, the Company鈥檚 2025 lease maturities represented 0.4% of annualized base rents. The following table presents contractual lease expirations within the Company鈥檚 portfolio as of June 30, 2025, assuming no tenants exercise renewal options:

Year	Leases		Annualized Base Rent⁽¹⁾		Percent of Annualized Base Rent		Gross Leasable Area		Percent of Gross Leasable Area
									听
2025	16	听	$2,601	听	0.4%	听	230	听	0.4%
2026	91		19,751	听	2.9%	听	2,057	听	4.0%
2027	165	听	37,322	听	5.5%	听	3,489	听	6.7%
2028	177		46,400	听	6.9%	听	4,057	听	7.8%
2029	210	听	66,393	听	9.8%	听	6,268	听	12.1%
2030	323		69,766	听	10.3%	听	5,819	听	11.2%
2031	210	听	51,540	听	7.6%	听	3,845	听	7.4%
2032	243		50,883	听	7.5%	听	3,679	听	7.1%
2033	220	听	50,298	听	7.5%	听	3,935	听	7.6%
2034	216		49,913	听	7.4%	听	3,339	听	6.4%
Thereafter	833	听	229,674	听	34.2%	听	15,056	听	29.3%
Total Portfolio	2,704	听	$674,541	听	100.0%	听	51,774	听	100.0%

		The contractual lease expirations presented above exclude the effect of replacement tenant leases that had been executed as of June 30, 2025, but that had not yet commenced. Annualized Base Rent and gross leasable area (square feet) are in thousands; any differences are the result of rounding.
(1)		Annualized Base Rent represents the annualized amount of contractual minimum rent required by tenant lease agreements as of June 30, 2025, computed on a straight-line basis. Annualized Base Rent is not, and is not intended to be, a presentation in accordance with generally accepted accounting principles (鈥淕AAP鈥�). The Company believes annualized contractual minimum rent is useful to management, investors, and other interested parties in analyzing concentrations and leasing activity.

Top Tenants

The Company added Genuine Parts Company (NAPA Auto Parts) to its top tenants during the second quarter of 2025. The following table presents annualized base rents for all tenants that represent 1.5% or greater of the Company鈥檚 total annualized base rent as of June 30, 2025:

Tenant		Annualized Base Rent⁽¹⁾		Percent of Annualized Base Rent
				听
Walmart	听	$40,287	听	6.0%
Tractor Supply		32,580		4.8%
Dollar General	听	28,437	听	4.2%
Best Buy		21,721		3.2%
O'Reilly Auto Parts	听	20,724	听	3.1%
Kroger		20,534		3.0%
TJX Companies	听	20,068	听	3.0%
CVS		20,027		3.0%
Hobby Lobby	听	19,097	听	2.8%
Dollar Tree		18,618		2.8%
Lowe's	听	17,884	听	2.7%
Gerber Collision		15,386		2.3%
Sunbelt Rentals	听	15,321	听	2.3%
7-Eleven		14,690		2.2%
Burlington	听	14,653	听	2.2%
Sherwin-Williams		12,439		1.8%
Home Depot	听	11,384	听	1.7%
*Genuine Parts Company (NAPA Auto Parts)*	听	*11,144*	听	*1.7%*
Wawa	听	10,410	听	1.5%
Other⁽²⁾	听	309,137	听	45.7%
Total Portfolio	听	$674,541	听	100.0%

Annualized Base Rent is in thousands; any differences are the result of rounding.
Bolded and italicized tenants represent additions for the three months ended June 30, 2025.
(1)		Refer to footnote 1 on page 6 for the Company鈥檚 definition of Annualized Base Rent.
(2)		Includes tenants generating less than 1.5% of Annualized Base Rent.

Retail Sectors

The following table presents annualized base rents for all the Company鈥檚 retail sectors as of June 30, 2025:

Sector		Annualized Base Rent⁽¹⁾		Percent of Annualized Base Rent
				听
Grocery Stores	听	$71,484	听	10.6%
Home Improvement	听	59,248	听	8.8%
Tire and Auto Service	听	51,757	听	7.7%
Convenience Stores	听	51,271	听	7.6%
Auto Parts	听	46,950	听	7.0%
Dollar Stores	听	45,511	听	6.7%
Off-Price Retail	听	40,304	听	6.0%
General Merchandise	听	35,732	听	5.3%
Farm and Rural Supply	听	34,351	听	5.1%
Consumer Electronics	听	25,316	听	3.8%
Pharmacy	听	24,978	听	3.7%
Crafts and Novelties	听	21,416	听	3.2%
Health Services	听	16,853	听	2.5%
Warehouse Clubs	听	16,809	听	2.5%
Equipment Rental	听	16,377	听	2.4%
Discount Stores	听	15,653	听	2.3%
Dealerships	听	15,078	听	2.2%
Health and Fitness	听	13,557	听	2.0%
Restaurants - Quick Service	听	13,087	听	1.9%
Specialty Retail	听	9,612	听	1.4%
Sporting Goods	听	9,293	听	1.4%
Financial Services	听	7,388	听	1.1%
Restaurants - Casual Dining	听	5,716	听	0.8%
Home Furnishings	听	4,700	听	0.7%
Shoes	听	4,134	听	0.6%
Theaters	听	3,976	听	0.6%
Pet Supplies	听	3,782	听	0.6%
Beauty and Cosmetics	听	3,493	听	0.5%
Entertainment Retail	听	2,651	听	0.4%
Apparel	听	2,161	听	0.3%
Miscellaneous	听	1,279	听	0.2%
Office Supplies	听	624	听	0.1%
Total Portfolio		$674,541	听	100.0%

		Annualized Base Rent is in thousands; any differences are the result of rounding.
(1)		Refer to footnote 1 on page 6 for the Company鈥檚 definition of Annualized Base Rent.

Geographic Diversification

The following table presents annualized base rents for all states that represent 1.5% or greater of the Company鈥檚 total annualized base rent as of June 30, 2025:

State		Annualized Base Rent⁽¹⁾		Percent of Annualized Base Rent
				听
Texas	听	$48,361	听	7.2%
Illinois	听	40,548	听	6.0%
Michigan	听	36,528	听	5.4%
Ohio	听	34,177	听	5.1%
Pennsylvania	听	33,539	听	5.0%
Florida	听	33,237	听	4.9%
New York	听	32,792	听	4.9%
North Carolina	听	32,419	听	4.8%
California	听	29,212	听	4.3%
Georgia	听	25,976	听	3.9%
New Jersey	听	24,194	听	3.6%
Wisconsin	听	19,780	听	2.9%
Missouri	听	18,562	听	2.8%
Louisiana	听	18,449	听	2.7%
Virginia	听	16,980	听	2.5%
South Carolina	听	15,864	听	2.4%
Kansas	听	15,556	听	2.3%
Mississippi	听	15,502	听	2.3%
Minnesota	听	14,065	听	2.1%
Connecticut	听	13,474	听	2.0%
Indiana	听	12,861	听	1.9%
Massachusetts	听	12,727	听	1.9%
Tennessee	听	12,686	听	1.9%
Alabama	听	11,244	听	1.7%
Oklahoma	听	10,488	听	1.6%
Other⁽²⁾	听	95,320	听	13.9%
Total Portfolio		$674,541	听	100.0%

		Annualized Base Rent is in thousands; any differences are the result of rounding.
(1)		Refer to footnote 1 on page 6 for the Company鈥檚 definition of Annualized Base Rent.
(2)		Includes states generating less than 1.5% of Annualized Base Rent.

Capital Markets, Liquidity and Balance Sheet

Capital Markets

In April 2025, the Company completed a follow-on public offering of approximately 5.2 million shares of common stock, including the full exercise of the underwriters' option to purchase additional shares, in connection with forward sale agreements. Upon settlement, the offering is anticipated to raise net proceeds of $387.2 million after deducting fees and making certain other adjustments as provided in the equity distribution agreements.

In May 2025, the Company completed a $400 million public bond offering of 5.60% senior unsecured notes due 2035 (the "Notes"). In connection with the offering, the Company terminated related swap agreements of $325 million, receiving $13.6 million upon termination. Considering the effect of the terminated swap agreements, the all-in rate to the Company for the Notes is 5.35%.

During the second quarter, the Company entered into forward sale agreements in connection with its ATM program to sell an aggregate of 0.4 million shares of common stock for net proceeds of $27.4 million. Additionally, the Company settled 0.7 million shares under existing forward sale agreements for net proceeds of $41.2 million.

The following table presents the Company鈥檚 outstanding forward equity offerings as of June 30, 2025:

Forward Equity Offerings		Shares Sold		Shares Settled		Shares Remaining		Net Proceeds Received		Anticipated Net Proceeds Remaining
听
Q3 2024 ATM Forward Offerings	听	6,602,317	听	2,869,424	听	3,732,893	听	$196,707,425	听	$271,392,061
Q4 2024 ATM Forward Offerings	听	739,013	听	-	听	739,013	听	-	听	55,081,875
October 2024 Forward Offering	听	5,060,000	听	-	听	5,060,000	听	-	听	366,942,092
Q1 2025 ATM Forward Offerings	听	2,408,201	听	-	听	2,408,201	听	-	听	181,396,169
Q2 2025 ATM Forward Offerings	听	362,021	听	-	听	362,021	听	-	听	27,384,328
April 2025 Forward Offering	听	5,175,000	听	-	听	5,175,000	听	-	听	387,195,570
Total Forward Equity Offerings		20,346,552	听	2,869,424	听	17,477,128	听	$196,707,425	听	$1,289,392,095

Liquidity

As of June 30, 2025, the Company had total liquidity of $2.3 billion, which includes $1.0 billion of availability under its revolving credit facility after adjusting for outstanding commercial paper notes and revolver borrowings, $1.3 billion of outstanding forward equity, and $8.9 million of cash on hand. The Company鈥檚 $1.25 billion revolving credit facility includes an accordion option that allows the Company to request additional lender commitments of up to a total of $2.0 billion.

Balance Sheet

As of June 30, 2025, the Company鈥檚 net debt to recurring EBITDA was 5.2 times. The Company鈥檚 proforma net debt to recurring EBITDA was 3.1 times when deducting the $1.3 billion of anticipated net proceeds from the outstanding forward equity offerings from the Company鈥檚 net debt of $3.2 billion as of June 30, 2025. The Company鈥檚 fixed charge coverage ratio was 4.2 times at quarter end.

The Company鈥檚 total debt to enterprise value was 28.2% as of June 30, 2025. Enterprise value is calculated as the sum of net debt, the liquidation value of the Company鈥檚 preferred stock, and the market value of the Company鈥檚 outstanding shares of common stock, assuming conversion of Agree Limited Partnership (the 鈥淥perating Partnership鈥� or 鈥淥P鈥�) common units into common stock of the Company.

For the three months and six months ended June 30, 2025, the Company's fully diluted weighted-average shares outstanding were 110.4 million and 109.0 million, respectively. The basic weighted-average shares outstanding for the three and six months ended June 30, 2025 were 109.8 million and 108.4 million, respectively.

For the three months and six months ended June 30, 2025, the Company's fully diluted weighted-average shares and units outstanding were 110.7 million and 109.3 million, respectively. The basic weighted-average shares and units outstanding for the three and six months ended June 30, 2025 were 110.1 million and 108.8 million, respectively.

The Company鈥檚 assets are held by, and its operations are conducted through, the Operating Partnership, of which the Company is the sole general partner. As of June 30, 2025, there were 347,619 Operating Partnership common units outstanding, and the Company held a 99.7% common interest in the Operating Partnership.

Conference Call/Webcast

The Company will host its quarterly analyst and investor conference call on Friday, August 1, 2025 at 9:00 AM ET. To participate in the conference call, please dial (800) 715-9871 approximately ten minutes before the call begins.

Additionally, a webcast of the conference call will be available via the Company鈥檚 website. To access the webcast, visit ten minutes prior to the start of the conference call and go to the Investors section of the website. A replay of the conference call webcast will be archived and available online through the Investors section of .

About Agree AG真人官方ty Corporation

Agree AG真人官方ty Corporation is a publicly traded real estate investment trust that is RETHINKING RETAIL through the acquisition and development of properties net leased to industry-leading, omni-channel retail tenants. As of June 30, 2025, the Company owned and operated a portfolio of 2,513 properties, located in all 50 states and containing approximately 52.0 million square feet of gross leasable area. The Company鈥檚 common stock is listed on the New York Stock Exchange under the symbol 鈥淎DC鈥�. For additional information on the Company and RETHINKING RETAIL, please visit .

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the 鈥淪ecurities Act鈥�) and Section 21E of the Securities Exchange Act of 1934, as amended (the 鈥淓xchange Act鈥�). The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe the Company鈥檚 future plans, strategies and expectations, are generally identifiable by use of the words 鈥渁nticipate,鈥� 鈥渆stimate,鈥� 鈥渟hould,鈥� 鈥渆xpect,鈥� 鈥渂elieve,鈥� 鈥渋ntend,鈥� 鈥渕ay,鈥� 鈥渨ill,鈥� 鈥渟eek,鈥� 鈥渃ould,鈥� 鈥減roject鈥� or other similar expressions. You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond the Company鈥檚 control and which could materially affect the Company鈥檚 results of operations, financial condition, cash flows, performance or future achievements or events. Factors which may cause actual results to differ materially from current expectations include, but are not limited to, the factors included in the Company鈥檚 Annual Report on Form 10-K for the year ended December 31, 2024, including those set forth under the headings 鈥淏usiness,鈥� 鈥淩isk Factors,鈥� and 鈥淢anagement鈥檚 Discussion and Analysis of Financial Condition and Results of Operations鈥� and subsequent quarterly reports filed with the SEC. The forward-looking statements included in this press release are made as of the date hereof. Unless legally required, the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events, changes in the Company鈥檚 expectations or assumptions or otherwise.

For further information about the Company鈥檚 business and financial results, please refer to the 鈥淢anagement鈥檚 Discussion and Analysis of Financial Condition and Results of Operations鈥� and 鈥淩isk Factors鈥� sections of the Company鈥檚 SEC filings, including, but not limited to, its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, copies of which may be obtained at the Investor Relations section of the Company鈥檚 website at

The Company defines the 鈥渨eighted-average capitalization rate鈥� for acquisitions and dispositions as the sum of contractual fixed annual rents computed on a straight-line basis over the primary lease terms and anticipated annual net tenant recoveries, divided by the purchase and sale prices for occupied properties.

The Company defines the "all-in rate" as the interest rate that reflects the straight-line amortization of the terminated swap agreements and original issuance discount, as applicable.

References to 鈥淐ore FFO鈥� and 鈥淎FFO鈥� in this press release are representative of Core FFO attributable to OP common unitholders and AFFO attributable to OP common unitholders. Detailed calculations for these measures are shown in the Reconciliation of Net Income to FFO, Core FFO and Adjusted FFO table as 鈥淐ore Funds From Operations 鈥� OP Common Unitholders鈥� and 鈥淎djusted Funds from Operations 鈥� OP Common Unitholders鈥�.

Agree AG真人官方ty Corporation
Consolidated Balance Sheet
($ in thousands, except share and per-share data)
(Unaudited)
	June 30, 2025				December 31, 2024
Assets:	听			听	听
AG真人官方 Estate Investments:
Land	$	2,663,023	听		$	2,514,167	听
Buildings	听	5,872,397	听		听	5,412,564	听
Less accumulated depreciation	听	(638,960	)		听	(564,429	)
Property under development	听	62,165	听		听	55,806	听
Net real estate investments	听	7,958,625	听		听	7,418,108	听
AG真人官方 estate held for sale, net	听	3,473	听	听	听	-	听
Cash and cash equivalents	听	5,824	听		听	6,399	听
Cash held in escrows	听	3,087	听		听	-	听
Accounts receivable - tenants, net	听	108,117	听		听	106,416	听
Lease intangibles, net of accumulated amortization of $517,216 and $461,419 at June 30, 2025 and December 31, 2024, respectively	听	923,092	听		听	864,937	听
Other assets, net	听	82,526	听		听	90,586	听
Total Assets	$	9,084,744	听		$	8,486,446	听
	听				听
Liabilities:	听				听
Mortgage notes payable, net	听	41,886	听		听	42,210	听
Unsecured term loans, net	听	347,767	听		听	347,452	听
Senior unsecured notes, net	听	2,582,892	听		听	2,237,759	听
Unsecured revolving credit facility and commercial paper notes	听	247,000	听		听	158,000	听
Dividends and distributions payable	听	29,039	听		听	27,842	听
Accounts payable, accrued expenses, and other liabilities	听	132,089	听		听	116,273	听
Lease intangibles, net of accumulated amortization of $48,389 and $46,003 at June 30, 2025 and December 31, 2024, respectively	听	49,667	听		听	46,249	听
Total Liabilities	$	3,430,340	听		$	2,975,785	听
	听				听
Equity:	听				听
Preferred Stock, $.0001 par value per share, 4,000,000 shares authorized, 7,000 shares Series A outstanding, at stated liquidation value of $25,000 per share, at June 30, 2025 and December 31, 2024	听	175,000	听		听	175,000	听
Common stock, $.0001 par value, 360,000,000 and 180,000,000 shares authorized, 110,666,238 and 107,248,705 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively	听	11	听		听	10	听
Additional paid-in-capital	听	5,992,510	听		听	5,765,582	听
Dividends in excess of net income	听	(545,372	)		听	(470,622	)
Accumulated other comprehensive income	听	31,891	听		听	40,076	听
Total equity - Agree AG真人官方ty Corporation	$	5,654,040	听		$	5,510,046	听
Non-controlling interest	听	364	听		听	615	听
Total Equity	$	5,654,404	听		$	5,510,661	听
Total Liabilities and Equity	$	9,084,744	听		$	8,486,446	听
听	听			听	听

Agree AG真人官方ty Corporation

Consolidated Statements of Operations and Comprehensive Income

($ in thousands, except share and per share-data)

(Unaudited)

听

Three months ended
June 30,

听

Six months ended
June 30,

听

2025

听

2024

听

2025

听

2024

听

Revenues

听

Rental Income

175,397

听

152,424

听

344,510

听

301,847

听

Other

听

130

听

151

听

177

听

182

听

Total Revenues

175,527

听

152,575

听

344,687

听

302,029

听

Operating Expenses

听

AG真人官方 estate taxes

12,833

听

10,721

听

24,346

听

21,422

听

Property operating expenses

听

8,416

听

6,487

听

16,797

听

13,860

听

Land lease expense

听

550

听

415

听

1,036

听

830

听

General and administrative

听

11,332

听

9,707

听

22,104

听

19,222

听

Depreciation and amortization

听

58,939

听

50,454

听

114,693

听

98,917

听

Provision for impairment

听

2,961

听

7,292

听

4,530

听

Total Operating Expenses

95,031

听

77,784

听

186,268

听

158,781

听

Gain on sale of assets, net

听

1,510

听

7,156

听

2,282

听

9,252

听

Gain (loss) on involuntary conversion, net

听

(35

)

听

Income from Operations

82,006

听

81,967

听

160,701

听

152,465

听

Other (Expense) Income

听

Interest expense, net

(32,274

)

听

(26,416

)

听

(63,037

)

听

(50,867

)

Income and other tax expense

听

(425

)

听

(1,004

)

听

(1,250

)

听

(2,154

)

Other (expense) income

听

366

听

483

听

Net Income

49,353

听

54,913

听

96,501

听

99,927

听

Less net income attributable to non-controlling interest

听

155

听

189

听

307

听

344

听

Net Income Attributable to Agree AG真人官方ty Corporation

49,198

听

54,724

听

96,194

听

99,583

听

Less Series A Preferred Stock Dividends

听

1,859

听

1,859

听

3,718

听

3,718

听

Net Income Attributable to Common Stockholders

47,339

听

52,865

听

92,476

听

95,865

听

Net Income Per Share Attributable to Common Stockholders

听

Basic

0.43

听

0.53

听

0.85

听

0.95

听

Diluted

0.43

听

0.52

听

0.85

听

0.95

听

Other Comprehensive Income

听

Net Income

49,353

听

54,913

听

96,501

听

99,927

听

Amortization of interest rate swaps

听

(880

)

听

(675

)

听

(1,616

)

听

(1,305

)

Change in fair value and settlement of interest rate swaps

听

3,435

听

4,172

听

(6,596

)

听

15,716

听

Total Comprehensive Income

听

51,908

听

58,410

听

88,289

听

114,338

听

Less comprehensive income attributable to non-controlling interest

听

163

听

201

听

280

听

394

听

Comprehensive Income Attributable to Agree AG真人官方ty Corporation

51,745

听

58,209

听

88,009

听

113,944

听

Weighted Average Number of Common Shares Outstanding - Basic

听

109,758,046

听

100,349,943

听

108,419,011

听

100,319,591

听

Weighted Average Number of Common Shares Outstanding - Diluted

听

110,377,221

听

100,454,703

听

108,996,422

听

100,415,466

听

Agree AG真人官方ty Corporation

Reconciliation of Net Income to FFO, Core FFO and Adjusted FFO

($ in thousands, except share and per-share data)

(Unaudited)

听

Three months ended

June 30,

听

Six months ended

June 30,

听

2025

听

2024

听

2025

听

2024

听

Net Income

49,353

听

54,913

听

96,501

听

99,927

听

Less Series A Preferred Stock Dividends

听

1,859

听

1,859

听

3,718

听

3,718

听

Net Income attributable to OP Common Unitholders

听

47,494

听

53,054

听

92,783

听

96,209

听

Depreciation of rental real estate assets

听

38,698

听

33,531

听

75,861

听

65,497

听

Amortization of lease intangibles - in-place leases and leasing costs

听

19,679

听

16,424

听

37,743

听

32,420

听

Provision for impairment

听

2,961

听

7,292

听

4,530

听

(Gain) loss on sale or involuntary conversion of assets, net

听

(1,510

)

听

(7,176

)

听

(2,282

)

听

(9,217

)

Funds from Operations - OP Common Unitholders

107,322

听

95,833

听

211,397

听

189,439

听

Amortization of above (below) market lease intangibles, net and assumed mortgage debt discount, net

听

8,620

听

8,381

听

17,250

听

16,759

听

Core Funds from Operations - OP Common Unitholders

115,942

听

104,214

听

228,647

听

206,198

听

Straight-line accrued rent

听

(3,789

)

听

(3,496

)

听

(7,798

)

听

(6,343

)

Stock based compensation expense

听

3,259

听

2,789

听

6,388

听

5,213

听

Amortization of financing costs and original issue discounts

听

1,703

听

1,302

听

3,315

听

2,488

听

Non-real estate depreciation

听

562

听

499

听

1,089

听

1,000

听

Adjusted Funds from Operations - OP Common Unitholders

117,677

听

105,308

听

231,641

听

208,556

听

Funds from Operations Per Common Share and OP Unit - Basic

0.97

听

0.95

听

1.94

听

1.88

听

Funds from Operations Per Common Share and OP Unit - Diluted

0.97

听

0.95

听

1.93

听

1.88

听

Core Funds from Operations Per Common Share and OP Unit - Basic

1.05

听

1.03

听

2.10

听

2.05

听

Core Funds from Operations Per Common Share and OP Unit - Diluted

1.05

听

1.03

听

2.09

听

2.05

听

Adjusted Funds from Operations Per Common Share and OP Unit - Basic

1.07

听

1.05

听

2.13

听

2.07

听

Adjusted Funds from Operations Per Common Share and OP Unit - Diluted

1.06

听

1.04

听

2.12

听

2.07

听

Weighted Average Number of Common Shares and OP Units Outstanding - Basic

听

110,105,665

听

100,697,562

听

108,766,630

听

100,667,210

听

Weighted Average Number of Common Shares and OP Units Outstanding - Diluted

听

110,724,840

听

100,802,322

听

109,344,041

听

100,763,085

听

Additional supplemental disclosure

听

Scheduled principal repayments

254

听

239

听

505

听

474

听

Capitalized interest

听

497

听

398

听

939

听

701

听

Capitalized building improvements

听

2,762

听

3,296

听

3,362

听

3,789

听

Non-GAAP Financial Measures

Funds from Operations (鈥淔FO鈥� or 鈥淣areit FFO鈥�)
FFO is defined by the National Association of AG真人官方 Estate Investment Trusts, Inc. (鈥淣areit鈥�) to mean net income computed in accordance with GAAP, excluding gains (or losses) from sales of real estate assets and/or changes in control, plus real estate related depreciation and amortization and any impairment charges on depreciable real estate assets, and after adjustments for unconsolidated partnerships and joint ventures. Historical cost accounting for real estate assets in accordance with GAAP implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, most real estate industry investors consider FFO to be helpful in evaluating a real estate company鈥檚 operations. FFO should not be considered an alternative to net income as the primary indicator of the Company鈥檚 operating performance, or as an alternative to cash flow as a measure of liquidity. Further, while the Company adheres to the Nareit definition of FFO, its presentation of FFO is not necessarily comparable to similarly titled measures of other REITs due to the fact that all REITs may not use the same definition.

Core Funds from Operations (鈥淐ore FFO鈥�)
The Company defines Core FFO as Nareit FFO with the addback of (i) noncash amortization of acquisition purchase price related to above- and below- market lease intangibles and discount on assumed debt and (ii) certain infrequently occurring items that reduce or increase net income in accordance with GAAP. Management believes that its measure of Core FFO facilitates useful comparison of performance to its peers who predominantly transact in sale-leaseback transactions and are thereby not required by GAAP to allocate purchase price to lease intangibles. Unlike many of its peers, the Company has acquired the substantial majority of its net-leased properties through acquisitions of properties from third parties or in connection with the acquisitions of ground leases from third parties. Core FFO should not be considered an alternative to net income as the primary indicator of the Company鈥檚 operating performance, or as an alternative to cash flow as a measure of liquidity. Further, the Company鈥檚 presentation of Core FFO is not necessarily comparable to similarly titled measures of other REITs due to the fact that all REITs may not use the same definition.

Adjusted Funds from Operations (鈥淎FFO鈥�)
AFFO is a non-GAAP financial measure of operating performance used by many companies in the REIT industry. AFFO further adjusts FFO and Core FFO for certain non-cash items that reduce or increase net income computed in accordance with GAAP. Management considers AFFO a useful supplemental measure of the Company鈥檚 performance, however, AFFO should not be considered an alternative to net income as an indication of its performance, or to cash flow as a measure of liquidity or ability to make distributions. The Company鈥檚 computation of AFFO may differ from the methodology for calculating AFFO used by other equity REITs, and therefore may not be comparable to such other REITs.

听

Agree AG真人官方ty Corporation
Reconciliation of Non-GAAP Financial Measures
($ in thousands, except share and per-share data)
(Unaudited)
	听
	Three months ended June 30,
	听	2025	听
	听
Mortgage notes payable, net	$	41,886	听
Unsecured term loan, net	听	347,767	听
Senior unsecured notes, net	听	2,582,892	听
Unsecured revolving credit facility and commercial paper notes	听	247,000	听
Total Debt per the Consolidated Balance Sheet	$	3,219,545	听
听
Unamortized debt issuance costs and discounts, net	听	30,854	听
Total Debt	$	3,250,399	听
听	听
Cash and cash equivalents	$	(5,824	)
Cash held in escrows	听	(3,087	)
Net Debt	$	3,241,488	听
听	听
Anticipated Net Proceeds from Forward Equity Offerings	听	(1,289,392	)
Proforma Net Debt	$	1,952,096	听
听	听
Net Income	$	49,353	听
Interest expense, net	听	32,274	听
Income and other tax expense	听	425	听
Depreciation of rental real estate assets	听	38,698	听
Amortization of lease intangibles - in-place leases and leasing costs	听	19,679	听
Non-real estate depreciation	听	562	听
Provision for Impairment	听	2,961	听
(Gain) loss on sale or involuntary conversion of assets, net	听	(1,510	)
EBITDAre	$	142,442	听
听	听
Run-Rate Impact of Investment, Disposition and Leasing Activity	$	4,356	听
Amortization of above (below) market lease intangibles, net	听	8,537	听
Recurring EBITDA	$	155,335	听
听	听
Annualized Recurring EBITDA	$	621,340	听
听	听
Total Debt per the Consolidated Balance Sheet to Annualized Net Income		16.5	x
听	听
Net Debt to Recurring EBITDA		5.2	x
听	听
Proforma Net Debt to Recurring EBITDA		3.1	x

听

Non-GAAP Financial Measures

Total Debt and Net Debt

The Company defines Total Debt as debt per the consolidated balance sheet excluding unamortized debt issuance costs, original issue discounts and debt discounts. Net Debt is defined as Total Debt less cash, cash equivalents and cash held in escrows. The Company considers the non-GAAP measures of Total Debt and Net Debt to be key supplemental measures of the Company's overall liquidity, capital structure and leverage because they provide industry analysts, lenders and investors useful information in understanding our financial condition. The Company's calculation of Total Debt and Net Debt may not be comparable to Total Debt and Net Debt reported by other REITs that interpret the definitions differently than the Company. The Company presents Net Debt on both an actual and proforma basis, assuming the net proceeds of the Forward Offerings (see below) are used to pay down debt. The Company believes the proforma measure may be useful to investors in understanding the potential effect of the Forward Offerings on the Company's capital structure, its future borrowing capacity, and its ability to service its debt.

Forward Offerings

The Company has 17,477,128 shares remaining to be settled under the Forward Equity Offerings. Upon settlement, the offerings are anticipated to raise net proceeds of approximately $1.3 billion based on the applicable forward sale price as of June 30, 2025. The applicable forward sale price varies depending on the offering. The Company is contractually obligated to settle the offerings by certain dates between August 2025 and October 2026.

EBITDAre

EBITDAre is defined by Nareit to mean net income computed in accordance with GAAP, plus interest expense, income tax expense, depreciation and amortization, any gains (or losses) from sales of real estate assets and/or changes in control, any impairment charges on depreciable real estate assets, and after adjustments for unconsolidated partnerships and joint ventures. The Company considers the non-GAAP measure of EBITDAre to be a key supplemental measure of the Company's performance and should be considered along with, but not as an alternative to, net income or loss as a measure of the Company's operating performance. The Company considers EBITDAre a key supplemental measure of the Company's operating performance because it provides an additional supplemental measure of the Company's performance and operating cash flow that is widely known by industry analysts, lenders and investors. The Company鈥檚 calculation of EBITDAre may not be comparable to EBITDAre reported by other REITs that interpret the Nareit definition differently than the Company.

Recurring EBITDA

The Company defines Recurring EBITDA as EBITDAre with the addback of noncash amortization of above- and below- market lease intangibles, and after adjustments for the run-rate impact of the Company's investment and disposition activity for the period presented, as well as adjustments for non-recurring benefits or expenses. The Company considers the non-GAAP measure of Recurring EBITDA to be a key supplemental measure of the Company's performance and should be considered along with, but not as an alternative to, net income or loss as a measure of the Company's operating performance. The Company considers Recurring EBITDA a key supplemental measure of the Company's operating performance because it represents the Company's earnings run rate for the period presented and because it is widely followed by industry analysts, lenders and investors. Our Recurring EBITDA may not be comparable to Recurring EBITDA reported by other companies that have a different interpretation of the definition of Recurring EBITDA. Our ratio of net debt to Recurring EBITDA is used by management as a measure of leverage and may be useful to investors in understanding the Company鈥檚 ability to service its debt, as well as assess the borrowing capacity of the Company. Our ratio of net debt to Recurring EBITDA is calculated by taking annualized Recurring EBITDA and dividing it by our net debt per the consolidated balance sheet.

Annualized Net Income

Represents net income for the three months ended June 30, 2025, on an annualized basis.

听

Agree AG真人官方ty Corporation

Rental Income

($ in thousands, except share and per share-data)

(Unaudited)

听

Three months ended

June 30,

Six months ended

June 30,

听

2025

听

2024

听

2025

听

2024

听

Rental Income Source⁽¹⁾

听

Minimum rents⁽²⁾

160,205

听

140,945

听

314,211

听

277,979

听

Percentage rents⁽²⁾

听

557

听

337

听

2,113

听

1,705

听

Operating cost reimbursement⁽²⁾

听

19,383

听

15,943

听

37,471

听

32,412

听

Straight-line rental adjustments⁽³⁾

听

3,789

听

3,496

听

7,798

听

6,343

听

Amortization of (above) below market lease intangibles⁽⁴⁾

听

(8,537

)

听

(8,297

)

听

(17,083

)

听

(16,592

)

听

Total Rental Income

175,397

听

152,424

听

344,510

听

301,847

听

(1) The Company adopted Financial Accounting Standards Board Accounting Standards Codification (鈥淔ASB ASC鈥�) 842 鈥淟eases鈥� using the modified retrospective approach as of January 1, 2019. The Company adopted the practical expedient in FASB ASC 842 that alleviates the requirement to separately present lease and non-lease components of lease contracts. As a result, all income earned pursuant to tenant leases is reflected as one line, 鈥淩ental Income,鈥� in the consolidated statement of operations. The purpose of this table is to provide additional supplementary detail of Rental Income.

听

(2) Represents contractual rentals and/or reimbursements as required by tenant lease agreements, recognized on an accrual basis of accounting. The Company believes that the presentation of contractual lease income is not, and is not intended to be, a presentation in accordance with GAAP. The Company believes this information is frequently used by management, investors, analysts and other interested parties to evaluate the Company鈥檚 performance.

听

(3) Represents adjustments to recognize minimum rents on a straight-line basis, consistent with the requirements of FASB ASC 842.

听

(4) In allocating the fair value of an acquired property, above- and below-market lease intangibles are recorded based on the present value of the difference between the contractual amounts to be paid pursuant to the leases at the time of acquisition and the Company鈥檚 estimate of current market lease rates for the property.

听

View source version on businesswire.com:

Contact:

Peter Coughenour

Chief Financial Officer

Agree AG真人官方ty Corporation

(248) 737-4190

Source: Agree AG真人官方ty Corporation

AG真人官方

Agree AG真人官方ty Corporation Reports Second Quarter 2025 Results

NYSE:ADC

ADC Rankings

ADC Latest News

ADC Latest SEC Filings

ADC Stock Data

Agree AG真人官方ty Corporation Reports Second Quarter 2025 Results

NYSE:ADC

ADC Rankings

ADC Latest News

ADC Latest SEC Filings

ADC Stock Data

Related Articles