0001476204-24-000055 | 10-Q | XBRL Viewer | Phillips Edison Company INC

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Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, authorized (in shares)	10,000,000	10,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Common Stock
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized (in shares)	1,000,000,000	1,000,000,000
Common stock, issued (in shares)	122,323,000	122,024,000
Common stock, outstanding (in shares)	122,323,000	122,024,000

Derivatives and Hedging Activities

3 Months Ended

Mar. 31, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives and Hedging Activities


7. DERIVATIVES AND HEDGING ACTIVITIES

Risk Management Objective of Using Derivatives—We are exposed to certain risks arising from both our business operations and economic conditions. We principally manage our exposure to a wide variety of business and operational risks through management of our core business activities. We manage economic risks, including interest rate, liquidity, and credit risk, primarily by managing the amount, sources, and duration of our debt funding, and through the use of derivative financial instruments. Specifically, we enter into interest rate swaps to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. Our derivative financial instruments are used to manage differences in the amount, timing, and duration of our known or expected cash receipts and our known or expected cash payments principally related to our investments and borrowings.

Cash Flow Hedges of Interest Rate Risk—Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for our making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

The changes in the fair value of derivatives designated, and that qualify, as cash flow hedges are recorded in AOCI and are subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During the three months ended March 31, 2024 and 2023, such derivatives were used to hedge the variable cash flows associated with certain variable-rate debt. Amounts reported in AOCI related to these derivatives will be reclassified to Interest Expense, Net as interest payments are made on the variable-rate debt. During the next twelve months, we estimate that an additional $11.6 million will be reclassified from AOCI as a decrease to Interest Expense, Net.

In January 2024, we entered into an interest rate swap which has a notional amount of $150 million and swaps SOFR for a fixed rate of approximately 3.45% effective September 2024 and maturing December 2025.

The following is a summary of our interest rate swaps that were designated as cash flow hedges of interest rate risk as of March 31, 2024 and December 31, 2023 (dollars in thousands):


	March 31, 2024		December 31, 2023
Count	5		4
Notional amount(1)	$	700,000	$	700,000
Fixed SOFR	2.1% - 3.4%		2.1% - 3.4%
Maturity date	2024-2026		2024 - 2026
Weighted-average term (in years)	1.3		1.5

(1)Notional amount excludes interest rate swaps that were not effective as of March 31, 2024 and December 31, 2023.

The table below details the nature of the gain and loss recognized on interest rate derivatives designated as cash flow hedges in the consolidated statements of operations (in thousands):


	Three Months Ended March 31,
		2024		2023
Amount of gain (loss) recognized in Other Comprehensive Income		$	7,454	$	(1,952)
Amount of gain reclassified from AOCI into Interest Expense, Net		(4,549)		(4,547)

Credit-risk-related Contingent Features—We have agreements with our derivative counterparties that contain provisions where, if we default, or are capable of being declared in default, on any of our indebtedness, we could also be declared to be in default on our derivative obligations. As of March 31, 2024, there were no derivatives with a fair value in a net liability position, which would include accrued interest but exclude any adjustment for nonperformance risk related to these agreements.

Fair Value Measurements

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements


12. FAIR VALUE MEASUREMENTS

The following describes the methods we use to estimate the fair value of our financial and nonfinancial assets and liabilities:

Cash and Cash Equivalents, Restricted Cash, Accounts Receivable, and Accounts Payable—We consider the carrying values of these financial instruments to approximate fair value because of the short period of time between origination of the instruments and their expected realization.

Real Estate Investments—The purchase prices of the investment properties, including related lease intangible assets and liabilities, are allocated at estimated fair value based on Level 3 inputs, such as discount rates, capitalization rates, comparable sales, replacement costs, income and expense growth rates, and current market rents and allowances as determined by management.

Debt Obligations—We estimate the fair value of our revolving credit facility, term loans, secured portfolio of loans, and mortgages by discounting the future cash flows of each instrument at rates currently offered for similar debt instruments of comparable maturities by our lenders using Level 3 inputs. The discount rates used approximate current lending rates for loans or groups of loans with similar maturities and credit quality, assuming the debt is outstanding through maturity and considering the debt’s collateral (if applicable). We have utilized market information, as available, or present value techniques to estimate the amounts required to be disclosed. We estimate the fair value of our senior unsecured notes by using quoted prices in active markets, which are considered Level 1 inputs.

The following is a summary of borrowings as of March 31, 2024 and December 31, 2023 (in thousands):


	March 31, 2024				December 31, 2023
	Recorded Principal Balance(1)		Fair Value		Recorded Principal Balance(1)		Fair Value
Revolving credit facility	$	227,000	$	228,086	$	181,000	$	181,714
Term loans	957,076		971,332		956,132		970,238
Senior unsecured notes due 2031	343,876		283,892		343,698		284,865
Secured portfolio loan facilities	392,695		354,049		392,575		351,339
Mortgages(2)	94,907		92,937		95,867		94,966
Total	$	2,015,554	$	1,930,296	$	1,969,272	$	1,883,122

(1)As of March 31, 2024 and December 31, 2023, respectively, recorded principal balances include: (i) net deferred financing fees of $9.4 million and $10.3 million; (ii) assumed market debt adjustments of $0.6 million and $0.9 million; and (iii) notes payable discounts of $6.1 million and $6.3 million.

(2)Our finance lease liability is included in the mortgages line item, as presented.

Recurring and Nonrecurring Fair Value Measurements—Our marketable securities and interest rate swaps are measured and recognized at fair value on a recurring basis, while certain real estate assets and liabilities are measured and recognized at fair value as needed. Fair value measurements that occurred as of and during the three months ended March 31, 2024 and the year ended December 31, 2023 were as follows (in thousands):


	March 31, 2024						December 31, 2023
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Recurring
Marketable securities(1)	$	8,903	$	—	$	—	$	8,566	$	—	$	—
Derivative assets(1)(2)	—		15,271		—		—		12,669		—

(1)We record marketable securities and derivative assets in Other Assets, Net on our consolidated balance sheets.

(2)The fair values of the derivative assets exclude associated accrued interest receivable of $1.7 million as of March 31, 2024 and December 31, 2023.

Marketable Securities—We estimate the fair value of marketable securities using Level 1 inputs. We utilize unadjusted quoted prices for identical assets in active markets that we have the ability to access.

Derivative Instruments—As of March 31, 2024 and December 31, 2023, we had interest rate swaps that fixed SOFR on portions of our unsecured term loan facilities.

All interest rate swap agreements are measured at fair value on a recurring basis. The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves.

To comply with the provisions of ASC Topic 820, Fair Value Measurement, we incorporate credit valuation adjustments to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of our derivative contracts for the effect of nonperformance risk, we have considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees.

Although we determined that the significant inputs used to value our derivatives fell within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with our counterparties and our own credit risk utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by us and our counterparties. However, as of March 31, 2024 and December 31, 2023, we have assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our derivative positions and have determined that the credit valuation adjustments are not significant to the overall valuation of our derivatives. As a result, we have determined that our derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

Real Estate Asset Impairment—Our real estate assets are measured and recognized at fair value, less costs to sell for held-for-sale properties, on a nonrecurring basis dependent upon when we determine an impairment has occurred. There were no impairment charges recorded during the three months ended March 31, 2024 and March 31, 2023.

On a quarterly basis, we employ a multi-step approach to assess our real estate assets for possible impairment and record any impairment charges identified. The first step is the identification of potential triggering events, such as significant decreases in occupancy or the presence of large dark or vacant spaces. If we observe any of these indicators for a shopping center, we then perform an additional screen test consisting of a years-to-recover analysis to determine if we will recover the net book value of the property over its remaining economic life based upon net operating income (“NOI”) as forecasted for the current year. In the event that the results of this first step indicate a triggering event for a center, we proceed to the second step,

utilizing an undiscounted cash flow model for the center to identify potential impairment. If the undiscounted cash flows are less than the net book value of the center as of the balance sheet date, we record an impairment charge based on the fair value determined in the third step. In performing the third step, we utilize market data such as capitalization rates and sales price per square foot on comparable recent real estate transactions to estimate the fair value of the real estate assets. We also utilize expected net sales proceeds to estimate the fair value of any centers that are actively being marketed for sale.

In addition to these procedures, we also review undeveloped or unimproved land parcels that we own for evidence of impairment and record any impairment charges as necessary. Primary impairment triggers for these land parcels are changes to our plans or intentions with regards to such properties, or planned dispositions at prices that are less than the current carrying values.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Derivatives and Hedging Activities (Tables)

3 Months Ended

Mar. 31, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Interest Rate Derivatives

The following is a summary of our interest rate swaps that were designated as cash flow hedges of interest rate risk as of March 31, 2024 and December 31, 2023 (dollars in thousands):


	March 31, 2024		December 31, 2023
Count	5		4
Notional amount(1)	$	700,000	$	700,000
Fixed SOFR	2.1% - 3.4%		2.1% - 3.4%
Maturity date	2024-2026		2024 - 2026
Weighted-average term (in years)	1.3		1.5

(1)Notional amount excludes interest rate swaps that were not effective as of March 31, 2024 and December 31, 2023.

Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss)

The table below details the nature of the gain and loss recognized on interest rate derivatives designated as cash flow hedges in the consolidated statements of operations (in thousands):


	Three Months Ended March 31,
		2024		2023
Amount of gain (loss) recognized in Other Comprehensive Income		$	7,454	$	(1,952)
Amount of gain reclassified from AOCI into Interest Expense, Net		(4,549)		(4,547)

Leases - Lessor (Details) - USD ($) $ in Thousands	3 Months Ended
Leases - Lessor (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Mar. 31, 2023
Operating Lease, Lease Income
Rental income related to fixed lease payments	$ 118,083	$ 108,864
Rental income related to variable lease payments	38,177	35,763
Straight-line rent amortization	1,993	2,443
Amortization of lease assets	1,406	1,216
Lease buyout income	246	355
Adjustments for collectability	(1,837)	(913)
Total rental income	158,068	$ 147,728
Future Minimum Payments Due, Maturity
Remaining 2024	350,899
2025	434,754
2026	368,248
2027	300,545
2028	229,612
Thereafter	581,927
Total	$ 2,265,985
Florida \| Geographic Concentration Risk \| Revenue Benchmark
Future Minimum Payments Due, Maturity
Concentration risk (as a percent)	12.40%
California \| Geographic Concentration Risk \| Revenue Benchmark
Future Minimum Payments Due, Maturity
Concentration risk (as a percent)	11.00%

Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

Summary of Borrowings

The following is a summary of borrowings as of March 31, 2024 and December 31, 2023 (in thousands):


	March 31, 2024				December 31, 2023
	Recorded Principal Balance(1)		Fair Value		Recorded Principal Balance(1)		Fair Value
Revolving credit facility	$	227,000	$	228,086	$	181,000	$	181,714
Term loans	957,076		971,332		956,132		970,238
Senior unsecured notes due 2031	343,876		283,892		343,698		284,865
Secured portfolio loan facilities	392,695		354,049		392,575		351,339
Mortgages(2)	94,907		92,937		95,867		94,966
Total	$	2,015,554	$	1,930,296	$	1,969,272	$	1,883,122

(2)Our finance lease liability is included in the mortgages line item, as presented.

Summary of Recurring and Nonrecurring Fair Value

Fair value measurements that occurred as of and during the three months ended March 31, 2024 and the year ended December 31, 2023 were as follows (in thousands):


	March 31, 2024						December 31, 2023
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Recurring
Marketable securities(1)	$	8,903	$	—	$	—	$	8,566	$	—	$	—
Derivative assets(1)(2)	—		15,271		—		—		12,669		—

(1)We record marketable securities and derivative assets in Other Assets, Net on our consolidated balance sheets.

(2)The fair values of the derivative assets exclude associated accrued interest receivable of $1.7 million as of March 31, 2024 and December 31, 2023.

Debt Obligations - Schedule of Debt Obligations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Finance lease liability	$ 238	$ 308
Discount on notes payable	(6,124)	(6,302)
Assumed market debt adjustments, net	(630)	(858)
Deferred financing expenses, net	(9,393)	(10,303)
Total	$ 2,015,554	$ 1,969,272
Weighted-average interest rate on debt (as a percent)	4.30%	4.20%
Revolving credit facility
Debt Instrument [Line Items]
Line of credit - interest spread	1.10%
Outstanding principal balance	$ 227,000	$ 181,000
Term loans
Debt Instrument [Line Items]
Outstanding principal balance	$ 964,750	964,750
Term loans \| Minimum
Debt Instrument [Line Items]
Interest rate	3.30%
Term loans \| Maximum
Debt Instrument [Line Items]
Interest rate	6.60%
Senior notes \| Senior unsecured notes due 2031
Debt Instrument [Line Items]
Interest rate	2.60%
Outstanding principal balance	$ 350,000	350,000
Secured loan facilities \| Secured loan facilities
Debt Instrument [Line Items]
Outstanding principal balance	$ 395,000	395,000
Secured loan facilities \| Minimum \| Secured loan facilities
Debt Instrument [Line Items]
Interest rate	3.40%
Secured loan facilities \| Maximum \| Secured loan facilities
Debt Instrument [Line Items]
Interest rate	3.50%
Mortgages
Debt Instrument [Line Items]
Outstanding principal balance	$ 94,713	$ 95,677
Mortgages \| Minimum
Debt Instrument [Line Items]
Interest rate	3.50%
Mortgages \| Maximum
Debt Instrument [Line Items]
Interest rate	6.40%

Related Party Transactions

3 Months Ended

Mar. 31, 2024

Related Party Transactions


11. RELATED PARTY TRANSACTIONS

Revenue—We have entered into agreements with the Managed Funds related to certain advisory, management, and administrative services we provide to their real estate assets in exchange for fees and reimbursement of certain expenses. Summarized below are amounts included in Fees and Management Income. The revenue includes the fees and reimbursements earned by us from the Managed Funds and other revenues that are not in the scope of ASC Topic 606, Revenue from Contracts with Customers, but that are included in this table for the purpose of disclosing all related party revenues (in thousands):


	Three Months Ended March 31,
		2024		2023
Recurring fees(1)		$	1,015	$	1,012
Realized performance income(2)		—		75
Transactional revenue and reimbursements(3)		574		542
Insurance premiums(4)		976		849
Total fees and management income		$	2,565	$	2,478

(1)Recurring fees include asset management fees and property management fees.

(2)Realized performance income includes fees received related to the achievement of certain performance targets in our NRP joint venture.

(3)Transactional revenue includes items such as leasing commissions and construction management fees.

(4)Insurance premium income includes amounts for reinsurance from third parties not affiliated with us.

Tax Protection Agreement—Through our Operating Partnership, we are currently party to a tax protection agreement (the “2017 TPA”) with certain partners that contributed property to our Operating Partnership on October 4, 2017, among them certain of our executive officers, including Jeffrey S. Edison, our Chairman and Chief Executive Officer, under which the Operating Partnership agreed to indemnify such partners for tax liabilities that could accrue to them personally related to our potential disposition of certain properties within our portfolio. The 2017 TPA will expire on October 4, 2027. On July 19, 2021, we entered into an additional tax protection agreement (the “2021 TPA”) with certain of our executive officers, including Mr. Edison. The 2021 TPA carries a term of four years and will become effective upon the expiration of the 2017 TPA. As of March 31, 2024, the potential “make-whole amount” on the estimated aggregate amount of built-in gain subject to protection under the agreements is approximately $122.2 million. The protection provided under the terms of the 2021 TPA will expire in 2031. We have not recorded any liability related to the 2017 TPA or the 2021 TPA on our consolidated balance sheets for any periods presented, nor recognized any expense since the inception of the 2017 TPA, owing to the fact that any potential liability under the agreements is controlled by us and we believe we will either (i) continue to own and operate the protected properties or (ii) be able to successfully complete tax-deferred exchanges under Section 1031 of the Internal Revenue Code of 1986, as amended (unless there is a change in applicable law) or complete other tax-efficient transactions to avoid any liability under the agreements.

Other Related Party Matters— As of March 31, 2024, we were the limited guarantor of a $175 million mortgage loan secured by GRP I properties. Our guaranty for the GRP I debt is limited to being the non-recourse carveout guarantor and the environmental indemnitor. Further, we are also party to an agreement with GRP I in which any potential liability under such guarantee will be apportioned between us and GRP I based on our respective ownership percentages in the joint venture. We have no liability recorded on our consolidated balance sheets for the guaranty as of March 31, 2024 and December 31, 2023.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenues:
Rental income	$ 158,068	$ 147,728
Fees and management income	2,565	2,478
Other property income	669	858
Total revenues	161,302	151,064
Operating Expenses:
Property operating	26,534	25,062
Real estate taxes	18,854	18,056
General and administrative	11,813	11,533
Depreciation and amortization	60,206	58,498
Total operating expenses	117,407	113,149
Other:
Interest expense, net	(23,335)	(19,466)
(Loss) gain on disposal of property, net	(5)	942
Other expense, net	(929)	(755)
Net income	19,626	18,636
Net income attributable to noncontrolling interests	(1,956)	(2,017)
Net income attributable to stockholders	$ 17,670	$ 16,619
Earnings per share of common stock:
Net income per share attributable to stockholders - basic (in dollars per share)	$ 0.14	$ 0.14
Net income per share attributable to stockholders - diluted (in dollars per share)	$ 0.14	$ 0.14
Comprehensive income:
Net income	$ 19,626	$ 18,636
Other comprehensive income (loss):
Change in unrealized value on interest rate swaps	2,905	(6,499)
Comprehensive income	22,531	12,137
Net income attributable to noncontrolling interests	(1,956)	(2,017)
Change in unrealized value on interest rate swaps attributable to noncontrolling interests	(294)	704
Reallocation of comprehensive income (loss) upon conversion of noncontrolling interests	10	(27)
Comprehensive income attributable to stockholders	$ 20,291	$ 10,797

Debt Obligations - Schedule of Debt Allocation (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Fixed-rate debt	$ 1,539,951	$ 1,540,985
Variable-rate debt	491,750	445,750
Unsecured debt	1,541,750	1,495,750
Secured debt	489,951	490,985
Total	2,031,701	$ 1,986,735
Long-term Debt
Debt Instrument [Line Items]
Derivative liabilities	$ 700,000
Weighted-average term (in years)	1 year 3 months 18 days

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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+ Details

Fair Value Measurements - Narrative (Details) - USD ($)	3 Months Ended
Fair Value Measurements - Narrative (Details) - USD ($)	Mar. 31, 2024	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Impairment charge of real estate	$ 0	$ 0

Commitments and Contingencies

3 Months Ended

Mar. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies


8. COMMITMENTS AND CONTINGENCIES

Litigation—We are involved in various claims and litigation matters arising in the ordinary course of business, some of which involve claims for damages. Many of these matters are covered by insurance, although they may nevertheless be subject to deductibles or retentions. Although the ultimate liability for these matters cannot be determined, based upon information currently available, we believe the resolution of such claims and litigation will not have a material adverse effect on our consolidated financial statements.

Environmental Matters—In connection with the ownership and operation of real estate, we may potentially be liable for costs and damages related to environmental matters. In addition, we may own or acquire certain properties that are subject to environmental remediation. Depending on the nature of the environmental matter, the seller of the property, a tenant of the property, and/or another third party may be responsible for environmental remediation costs related to a property. Additionally, in connection with the purchase of certain properties, the respective sellers and/or tenants may agree to indemnify us against future remediation costs. We also carry environmental liability insurance on our properties that provides limited coverage for any remediation liability and/or pollution liability for third-party bodily injury and/or property damage claims for which we may be liable. We are not currently aware of any environmental matters that we believe are reasonably likely to have a material adverse effect on our consolidated financial statements.

Captive Insurance—Our captive insurance company, Silver Rock Insurance, Inc. (“Silver Rock”), provides general liability insurance, wind, reinsurance, and other coverage to us and our GRP I joint venture. We capitalize Silver Rock in accordance with applicable regulatory requirements.

Silver Rock establishes annual premiums based on the past loss experience of the insured properties. An independent third party was engaged to perform an actuarial estimate of projected future claims, related deductibles, and projected future expenses necessary to fund associated risk management programs. Premiums paid to Silver Rock may be adjusted based on this estimate, and such premiums may be reimbursed by tenants pursuant to specific lease terms.

As of March 31, 2024, we had four letters of credit outstanding totaling approximately $12.5 million to provide security for our obligations under Silver Rock’s insurance and reinsurance contracts.

Real Estate Activity - Schedule of Asset Acquisition (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
ASSETS
Total assets	$ 61,785	$ 83,078
LIABILITIES
Debt obligations, net	0	9,619
Below-market lease liabilities	5,374	4,028
Other liabilities assumed	225	0
Total liabilities	5,599	13,647
Net assets acquired	56,186	69,431
In-place lease assets
ASSETS
Intangible assets acquired	5,503	592
Above-market lease assets
ASSETS
Intangible assets acquired	54	7,111
Below-market debt
ASSETS
Intangible assets acquired	0	443
Land and improvements
ASSETS
Property, plant and equipment	19,903	25,079
Building and improvements
ASSETS
Property, plant and equipment	$ 36,325	$ 49,853

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 19,626	$ 18,636
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of real estate assets	59,776	57,953
Depreciation and amortization of corporate assets	430	545
Net amortization of above- and below-market leases	(1,419)	(1,228)
Amortization of deferred financing expenses	1,192	894
Amortization of debt and derivative adjustments	710	667
Loss (gain) on disposal of property, net	5	(942)
Straight-line rent	(2,366)	(2,566)
Share-based compensation	1,597	472
Return on investment in unconsolidated joint ventures	70	11
Other	(298)	(350)
Changes in operating assets and liabilities:
Other assets, net	(8,707)	(16,715)
Accounts payable and other liabilities	(7,478)	5,386
Net cash provided by operating activities	63,138	62,763
CASH FLOWS FROM INVESTING ACTIVITIES:
Real estate acquisitions	(56,186)	(69,431)
Capital expenditures	(12,931)	(23,878)
(Payments) proceeds from sale of real estate, net	(4)
(Payments) proceeds from sale of real estate, net		1,091
Return of investment in unconsolidated joint ventures	560	606
Insurance proceeds for property damage claims	1,924	194
Net cash used in investing activities	(66,637)	(91,418)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from revolving credit facility	128,000	162,000
Payments on revolving credit facility	(82,000)	(76,000)
Payments on mortgages and loans payable	(1,040)	(25,477)
Distributions paid	(35,976)	(33,276)
Distributions to noncontrolling interests	(4,266)	(3,977)
Net cash provided by financing activities	4,718	23,270
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH	1,219	(5,385)
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH:
Beginning of period	8,878	17,349
End of period	10,097	11,964
RECONCILIATION TO CONSOLIDATED BALANCE SHEETS:
Cash and cash equivalents	5,631	6,405
Restricted cash	4,466	5,559
Cash, cash equivalents, and restricted cash at end of period	10,097	11,964
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest	19,335	15,166
SUPPLEMENTAL SCHEDULE OF NON-CASH ACTIVITIES:
Right-of-use (“ROU”) assets obtained in exchange for new lease liabilities	0	888
Accrued capital expenditures	5,263	7,570
Assumed other liabilities	225	0
Assumed debt obligations, net	0	9,619
Assumed below-market debt	0	443
Change in distributions payable	(38)	(248)
Change in distributions payable - noncontrolling interests	$ (123)	$ 96

Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Numerator:
Net income attributable to stockholders - basic	$ 17,670	$ 16,619
Net income attributable to convertible OP units	1,956	2,017
Net income - diluted	$ 19,626	$ 18,636
Denominator:
Weighted-average shares - basic (in shares)	122,221	117,223
OP units (in shares)	13,752	14,234
Dilutive restricted stock awards (in shares)	431	486
Adjusted weighted-average shares - diluted (in shares)	136,404	131,943
Earnings per common share:
Basic income per share (in dollars per share)	$ 0.14	$ 0.14
Diluted income per share (in dollars per share)	$ 0.14	$ 0.14

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Mar. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2024

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The following table provides a reconciliation of the numerator and denominator of the earnings per share calculations (in thousands, except per share amounts):


	Three Months Ended March 31,
		2024		2023
Numerator:
Net income attributable to stockholders - basic		$	17,670	$	16,619
Net income attributable to convertible OP units(1)		1,956		2,017
Net income - diluted		$	19,626	$	18,636
Denominator:
Weighted-average shares - basic		122,221		117,223
OP units(1)		13,752		14,234
Dilutive restricted stock awards		431		486
Adjusted weighted-average shares - diluted		136,404		131,943
Earnings per common share:
Basic and diluted income per share		$	0.14	$	0.14

(1)OP units include units that are convertible into common stock or cash, at the Operating Partnership’s option. The Operating Partnership income or loss attributable to these OP units, which is included as a component of Net Income Attributable to Noncontrolling Interests on the consolidated statements of operations, has been added back in the numerator as these OP units were included in the denominator for all periods presented. OP units are allocated income on a consistent basis with the common stockholder and therefore have no dilutive impact to earnings per share of common stock.

Subsequent Events

3 Months Ended

Mar. 31, 2024

Subsequent Events [Abstract]

Subsequent Events


13. SUBSEQUENT EVENTS

In preparing the condensed and unaudited consolidated financial statements, we have evaluated subsequent events through the date of filing of this report on Form 10-Q for recognition and/or disclosure purposes. Based on this evaluation, we have determined that there were no events that have occurred that require recognition or disclosure, other than certain events and transactions that have been disclosed elsewhere in these consolidated financial statements.

Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies


2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Set forth below is a summary of the significant accounting estimates and policies that management believes are important to the preparation of our condensed consolidated interim financial statements. Certain of our accounting estimates are particularly important for an understanding of our financial position and results of operations and require the application of significant judgment by management. For example, significant estimates and assumptions have been made with respect to the useful lives of assets, remaining hold periods of assets, recoverable amounts of receivables, and other fair value measurement assessments required for the preparation of the consolidated interim financial statements. As a result, these estimates are subject to a degree of uncertainty.

There were no changes to our significant accounting policies during the three months ended March 31, 2024, except for those discussed below. For a full summary of our significant accounting policies, refer to our 2023 Annual Report on Form 10-K, filed with the U.S. Securities and Exchange Commission (“SEC”) on February 12, 2024.

Basis of Presentation and Principles of Consolidation—The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. Readers of this Quarterly Report on Form 10-Q should refer to our audited consolidated financial statements for the year ended December 31, 2023, which are included in our 2023 Annual Report on Form 10-K. In the opinion of management, all normal and recurring adjustments necessary for the fair presentation of the unaudited consolidated financial statements for the periods presented have been included in this Quarterly Report. Our results of operations for the three months ended March 31, 2024 are not necessarily indicative of the operating results expected for the full year.

The accompanying consolidated financial statements include our accounts and the accounts of the Operating Partnership and its wholly-owned subsidiaries (over which we exercise financial and operating control). The financial statements of the Operating Partnership are prepared using accounting policies consistent with our accounting policies. All intercompany balances and transactions are eliminated upon consolidation.

Income Taxes—Our consolidated financial statements include the operations of wholly-owned subsidiaries that have jointly elected to be treated as taxable REIT subsidiary entities and are subject to U.S. federal, state, and local income taxes at regular corporate tax rates. We recognized an insignificant amount of federal, state, and local income tax expense for the three months ended March 31, 2024 and 2023, and we retain a full valuation allowance for our net deferred tax asset. All income tax amounts are included in Other Expense, Net on our consolidated statements of operations and comprehensive income (“consolidated statements of operations”).

Recently Issued or Adopted Accounting Pronouncements—There were no recently issued or adopted accounting pronouncements during the three months ended March 31, 2024 that impacted the Company.

Equity

3 Months Ended

Mar. 31, 2024

Equity [Abstract]

Equity


9. EQUITY

General—The holders of common stock are entitled to one vote per share on all matters voted on by stockholders, including one vote per nominee in the election of our Board of Directors (the “Board”). Our charter does not provide for cumulative voting in the election of directors.

At-the-Market Offering (“ATM”)—In February 2022, we and the Operating Partnership entered into a sales agreement relating to the potential sale of shares of common stock pursuant to a continuous offering program. In accordance with the terms of the sales agreement, we could offer and sell shares of our common stock having an aggregate offering price of up to $250 million from time to time through our sales agents, or, if applicable, as forward sellers. During the three months ended March 31, 2024, we issued approximately 46,000 shares of our common stock at a gross weighted average price of $37.05 per share under this ATM program for net proceeds of $1.7 million, after approximately $17,000 in commissions. During the three months ended March 31, 2023, no shares of our common stock were issued under this ATM program.

In February 2024, we and the Operating Partnership entered into a new sales agreement relating to the potential sale of shares of common stock pursuant to a continuous offering program, which replaced the previous agreement. In accordance with the terms of the sales agreement, we may offer and sell shares of our common stock having an aggregate offering price of up to $250 million from time to time through our sales agents, or, if applicable, as forward sellers. No shares were issued under the current ATM program during the three months ended March 31, 2024. As of March 31, 2024, approximately $250 million of common stock remained available for issuance under the current ATM program.

Distributions—In 2024, we declared and paid monthly distributions of $0.0975 per common share and Operating Partnership unit (“OP unit”), or $1.17 annualized, for each month beginning January 2024 through March 2024. Distributions paid to stockholders and OP unit holders of record subsequent to March 31, 2024 were as follows (dollars in thousands, excluding per share amounts):

Month

Date of Record

Date Distribution Paid

Monthly Distribution Rate

Cash Distribution

March

3/15/2024

4/1/2024

0.0975

13,234

Convertible Noncontrolling Interests—As of March 31, 2024 and December 31, 2023, we had approximately 13.7 million and 13.8 million outstanding non-voting OP units, respectively. Additionally, certain of our outstanding restricted share and performance share awards will result in the issuance of OP units upon vesting in future periods.

Under the terms of the Fourth Amended and Restated Agreement of Limited Partnership, OP unit holders may elect to cause the Operating Partnership to redeem their OP units. The Operating Partnership controls the form of the redemption, and may elect to redeem OP units for shares of our common stock, provided that the OP units have been outstanding for at least one year, or for cash. As the form of redemption for OP units is within our control, the OP units outstanding as of March 31, 2024 and December 31, 2023 are classified as Noncontrolling Interests within permanent equity on our consolidated balance sheets.

The table below is a summary of our OP unit activity for the three months ended March 31, 2024 and 2023 (dollars and shares in thousands):


	Three Months Ended March 31,
		2024		2023
OP units converted into shares of common stock(1)		192		—
Distributions declared on OP units(2)		$	4,143	$	4,073

(1)OP units convert into shares of our common stock at a 1:1 ratio.

(2)Distributions declared on OP units are included in Distributions to Noncontrolling Interests on the consolidated statements of equity.

Share Repurchase Program—In August 2022, our Board approved a new share repurchase program of up to $250 million of common stock. The program may be suspended or discontinued at any time, and does not obligate us to repurchase any dollar amount or particular number of shares. No share repurchases have been made to date under this program.

- Definition

The entire disclosure for equity.

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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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+ Details

Summary of Significant Accounting Policies (Policies)	3 Months Ended
Summary of Significant Accounting Policies (Policies)	Mar. 31, 2024
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation—The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. Readers of this Quarterly Report on Form 10-Q should refer to our audited consolidated financial statements for the year ended December 31, 2023, which are included in our 2023 Annual Report on Form 10-K. In the opinion of management, all normal and recurring adjustments necessary for the fair presentation of the unaudited consolidated financial statements for the periods presented have been included in this Quarterly Report. Our results of operations for the three months ended March 31, 2024 are not necessarily indicative of the operating results expected for the full year. The accompanying consolidated financial statements include our accounts and the accounts of the Operating Partnership and its wholly-owned subsidiaries (over which we exercise financial and operating control). The financial statements of the Operating Partnership are prepared using accounting policies consistent with our accounting policies. All intercompany balances and transactions are eliminated upon consolidation.
Income Taxes	Income Taxes—Our consolidated financial statements include the operations of wholly-owned subsidiaries that have jointly elected to be treated as taxable REIT subsidiary entities and are subject to U.S. federal, state, and local income taxes at regular corporate tax rates. We recognized an insignificant amount of federal, state, and local income tax expense for the three months ended March 31, 2024 and 2023, and we retain a full valuation allowance for our net deferred tax asset. All income tax amounts are included in Other Expense, Net on our consolidated statements of operations and comprehensive income (“consolidated statements of operations”).
Recently Issued or Adopted Accounting Pronouncements	Recently Issued or Adopted Accounting Pronouncements—There were no recently issued or adopted accounting pronouncements during the three months ended March 31, 2024 that impacted the Company.
Earnings per Share	Basic earnings per share (“EPS”) is computed by dividing Net Income Attributable to Stockholders by the weighted-average number of shares of common stock outstanding for the period. Diluted EPS reflects the potential dilution that could occur from share equivalent activity.

- Definition

Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.

+ References + Details

Other Assets, Net

3 Months Ended

Mar. 31, 2024

Other Assets [Abstract]

Other Assets, Net


5. OTHER ASSETS, NET

The following is a summary of Other Assets, Net outstanding as of March 31, 2024 and December 31, 2023 (in thousands):


	March 31, 2024		December 31, 2023
Other assets, net:
Deferred leasing commissions and costs	$	54,001	$	53,379
Deferred financing expenses(1)	8,984		8,984
Office equipment, including capital lease assets, and other	24,352		24,073
Corporate intangible assets	6,686		6,686
Total depreciable and amortizable assets	94,023		93,122
Accumulated depreciation and amortization	(53,816)		(53,205)
Net depreciable and amortizable assets	40,207		39,917
Accounts receivable, net(2)	49,164		44,548
Accounts receivable - affiliates	989		803
Deferred rent receivable, net(3)	64,658		62,288
Derivative assets	15,271		12,669
Prepaid expenses and other	10,394		10,745
Investment in third parties	6,888		6,875
Investment in marketable securities	8,903		8,566
Total other assets, net	$	196,474	$	186,411

(1)Deferred financing expenses per the above table are related to our revolving credit facility, and as such we have elected to classify them as an asset rather than as a contra-liability.

(2)Net of $2.4 million and $1.9 million of general reserves for uncollectible amounts as of March 31, 2024 and December 31, 2023, respectively. Receivables that were removed for tenants considered to be non-creditworthy were $6.3 million and $6.0 million as of March 31, 2024 and December 31, 2023, respectively.

(3)Net of $4.9 million and $4.6 million of receivables removed as of March 31, 2024 and December 31, 2023, respectively, related to straight-line rent for tenants previously or currently considered to be non-creditworthy.

Equity - Narrative (Details)	3 Months Ended		20 Months Ended
Equity - Narrative (Details)	Mar. 31, 2024 USD ($) vote $ / shares shares	Mar. 31, 2023 shares	Mar. 31, 2024 USD ($) vote shares	Dec. 31, 2023 shares	Aug. 31, 2022 USD ($)	Feb. 28, 2022 USD ($)
Class of Stock [Line Items]
Common stock, votes per share (in votes per share) \| vote	1		1
OP units outstanding, shares \| shares	13,700,000		13,700,000	13,800,000
Stock repurchase program, authorized amount					$ 250,000,000
Number of shares repurchased during period \| shares			0
At-the-Market Offering
Class of Stock [Line Items]
Common stock, sales agreement, authorized amount						$ 250,000,000
Common stock, number of shares issued in transaction (in shares) \| shares	46,000	0
Sale of stock, gross weighted average price per share (in dollars per share) \| $ / shares	$ 37,050.00
Common stock, net proceeds	$ 1,700,000
Commission costs	17,000
Common stock, value remaining for future issuance	$ 250,000,000		$ 250,000,000

Real Estate Activity - Acquisition of Intangible Leases Amortization Periods (Details)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted-average useful life, acquired below-market leases	12 years	18 years
Assumed below market debt weighted average useful life		2 years
In-place lease assets
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted-average useful life, acquired leases	10 years	12 years
Above-market lease assets
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted-average useful life, acquired leases	2 years	8 years

Equity - Schedule of OP Unit Activity (Details) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($) shares	Mar. 31, 2023 USD ($) shares	Jan. 18, 2022
Equity [Abstract]
OP units converted into shares of common stock (in shares) \| shares	192	0
Distributions paid on OP units \| $	$ 4,143	$ 4,073
OP conversion ratio			1

Equity (Tables)

3 Months Ended

Mar. 31, 2024

Equity [Abstract]

Schedule of Dividends Payable

Month

Date of Record

Date Distribution Paid

Monthly Distribution Rate

Cash Distribution

March

3/15/2024

4/1/2024

0.0975

13,234

Schedule of OP Unit Activity

The table below is a summary of our OP unit activity for the three months ended March 31, 2024 and 2023 (dollars and shares in thousands):


	Three Months Ended March 31,
		2024		2023
OP units converted into shares of common stock(1)		192		—
Distributions declared on OP units(2)		$	4,143	$	4,073

(1)OP units convert into shares of our common stock at a 1:1 ratio.

(2)Distributions declared on OP units are included in Distributions to Noncontrolling Interests on the consolidated statements of equity.

Leases (Tables)

3 Months Ended

Mar. 31, 2024

Leases [Abstract]

Summary of Operating Leases

All of our leases are currently classified as operating leases. Lease income related to our operating leases was as follows (in thousands):


	Three Months Ended March 31,
		2024		2023
Rental income related to fixed lease payments(1)		$	118,083	$	108,864
Rental income related to variable lease payments(1)(2)		38,177		35,763
Straight-line rent amortization(3)		1,993		2,443
Amortization of lease assets		1,406		1,216
Lease buyout income		246		355
Adjustments for collectibility(4)		(1,837)		(913)
Total rental income		$	158,068	$	147,728

(1)Includes rental income related to lease payments before assessing for collectibility.

(2)Variable payments are primarily related to tenant recovery income.

(3)Includes revenue adjustments to straight-line rent for tenants considered non-creditworthy.

(4)Includes general reserves as well as adjustments for tenants considered non-creditworthy for which we are recording revenue on a cash basis, per Accounting Standards Codification (“ASC”) Topic 842, Leases.

Schedule of Operating Lease Maturity

Approximate future fixed contractual lease payments to be received under non-cancelable operating leases in effect as of March 31, 2024, assuming no new or renegotiated leases or option extensions on lease agreements, and including the impact of rent abatements and tenants who have been moved to the cash basis of accounting for revenue recognition purposes, are as follows (in thousands):


Year	Amount
Remaining 2024	$	350,899
2025	434,754
2026	368,248
2027	300,545
2028	229,612
Thereafter	581,927
Total	$	2,265,985

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure
Net income attributable to stockholders - basic	$ 17,670	$ 16,619

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

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+ Details

Debt Obligations

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Debt Obligations


6. DEBT OBLIGATIONS

The following is a summary of the outstanding principal balances and interest rates, which includes the effect of derivative financial instruments, for our debt obligations as of March 31, 2024 and December 31, 2023 (dollars in thousands):


	Interest Rate(1)	March 31, 2024			December 31, 2023
Revolving credit facility	SOFR + 1.1%	$	227,000		$	181,000
Term loans(2)	3.3% - 6.6%	964,750			964,750
Senior unsecured notes due 2031	2.6%	350,000			350,000
Secured loan facilities	3.4% - 3.5%	395,000			395,000
Mortgages	3.5% - 6.4%	94,713			95,677
Finance lease liability		238			308
Discount on notes payable		(6,124)			(6,302)
Assumed market debt adjustments, net		(630)			(858)
Deferred financing expenses, net		(9,393)			(10,303)
Total		$	2,015,554		$	1,969,272

Weighted-average interest rate(3)		4.3		%	4.2		%

(1)Interest rates are as of March 31, 2024.

(2)Our term loans carry an interest rate of the Secured Overnight Financing Rate (“SOFR”) plus a spread. While most of the rates are fixed through the use of swaps, a portion of these loans are not subject to a swap, and thus are still indexed to SOFR.

(3)Includes the effects of derivative financial instruments that were effective as of March 31, 2024 and December 31, 2023 (see Notes 7 and 12).

Debt Allocation—The allocation of total debt between fixed-rate and variable-rate as well as between secured and unsecured, excluding market debt adjustments, discount on senior notes, and deferred financing expenses, net, and including the effects of derivative financial instruments as of March 31, 2024 and December 31, 2023 is summarized below (in thousands):


	March 31, 2024		December 31, 2023
As to interest rate(1):
Fixed-rate debt	$	1,539,951	$	1,540,985
Variable-rate debt	491,750		445,750
Total	$	2,031,701	$	1,986,735
As to collateralization:
Unsecured debt	$	1,541,750	$	1,495,750
Secured debt	489,951		490,985
Total	$	2,031,701	$	1,986,735

(1)Fixed-rate debt includes, and variable-rate debt excludes, the portion of such debt that has been hedged by interest rate derivatives. As of March 31, 2024, $700 million in variable-rate debt is hedged to a fixed rate for a weighted-average period of 1.3 years (see Notes 7 and 12).

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section 50
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+ Details

Derivatives and Hedging Activities (Details) $ in Thousands	3 Months Ended		12 Months Ended
Derivatives and Hedging Activities (Details) $ in Thousands	Mar. 31, 2024 USD ($) Debt_Instrument	Mar. 31, 2023 USD ($)	Dec. 31, 2023 USD ($) Debt_Instrument	Jan. 31, 2024 USD ($)
Derivative Instruments, Gain (Loss) [Line Items]
Amount of gain (loss) recognized in Other Comprehensive Income	$ 7,454	$ (1,952)
Interest Expense, Net
Derivative Instruments, Gain (Loss) [Line Items]
Amount of gain reclassified from AOCI into Interest Expense, Net	(4,549)	$ (4,547)
Interest rate swap \| Designated as hedging instrument
Derivative Instruments, Gain (Loss) [Line Items]
Reclassification from OCI to income, decrease to interest expense, net	$ 11,600
Interest rate swap \| SOFR \| Designated as hedging instrument
Derivative Instruments, Gain (Loss) [Line Items]
Count \| Debt_Instrument	5
Notional amount	$ 700,000			$ 150,000
Fixed SOFR				3.45%
Weighted-average term (in years)	1 year 3 months 18 days
Interest rate swap \| SOFR \| Designated as hedging instrument \| Minimum
Derivative Instruments, Gain (Loss) [Line Items]
Fixed SOFR	2.10%
Interest rate swap \| SOFR \| Designated as hedging instrument \| Maximum
Derivative Instruments, Gain (Loss) [Line Items]
Fixed SOFR	3.40%
Interest rate swap \| LIBOR \| Designated as hedging instrument
Derivative Instruments, Gain (Loss) [Line Items]
Count \| Debt_Instrument			4
Notional amount			$ 700,000
Weighted-average term (in years)			1 year 6 months
Interest rate swap \| LIBOR \| Designated as hedging instrument \| Minimum
Derivative Instruments, Gain (Loss) [Line Items]
Fixed SOFR			2.10%
Interest rate swap \| LIBOR \| Designated as hedging instrument \| Maximum
Derivative Instruments, Gain (Loss) [Line Items]
Fixed SOFR			3.40%

Organization (Details)	Mar. 31, 2024 joint_venture fund property
Schedule of Equity Method Investments [Line Items]
Number of joint ventures \| joint_venture	2
Number of private funds \| fund	1
Number of real estate properties	284
Grocery Retail Partners I
Schedule of Equity Method Investments [Line Items]
Number of real estate properties	20
Equity method investment, ownership percentage (as a percent)	14.00%

Organization

3 Months Ended

Mar. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization


1. ORGANIZATION

Phillips Edison & Company, Inc. (“we,” the “Company,” “PECO,” “our,” or “us”) was formed as a Maryland corporation in October 2009. Substantially all of our business is conducted through Phillips Edison Grocery Center Operating Partnership I, L.P. (the “Operating Partnership”), a Delaware limited partnership formed in December 2009. We are a limited partner of the Operating Partnership, and our wholly-owned subsidiary, Phillips Edison Grocery Center OP GP I LLC, is the sole general partner of the Operating Partnership.

We are a real estate investment trust (“REIT”) that invests primarily in omni-channel grocery-anchored neighborhood and community shopping centers that have a mix of creditworthy national, regional, and local retailers that sell necessity-based goods and services in strong demographic markets throughout the United States. In addition to managing our own shopping centers, our third-party investment management business provides comprehensive real estate and asset management services to two unconsolidated institutional joint ventures, Grocery Retail Partners I LLC (“GRP I”) and Necessity Retail Partners (“NRP”), in which we have partial ownership interests, and one private fund (collectively, the “Managed Funds”) as of March 31, 2024.

As of March 31, 2024, we wholly-owned 284 real estate properties. Additionally, we owned a 14% interest in GRP I, which owned 20 properties.

Real Estate Activity

3 Months Ended

Mar. 31, 2024

Real Estate Investments, Net [Abstract]

Real Estate Activity


4. REAL ESTATE ACTIVITY

Acquisitions—The following table summarizes our real estate acquisition activity (dollars in thousands):


	Three Months Ended March 31,
	2024		2023
Number of properties acquired	2		4
Number of outparcels acquired(1)(2)	1		—
Contract price	$	55,902	$	78,650
Total price of acquisitions(3)	56,186		69,431

(1)Outparcels acquired are adjacent to shopping centers that we own.

(2)During the three months ended March 31, 2024, we acquired an outparcel adjacent to a property that is owned by our unconsolidated joint venture, GRP I. Therefore, the outparcel is an addition to our total property count.

(3)Total price of acquisitions includes closing costs less credits and assumed liabilities.

The aggregate purchase price of the assets acquired during the three months ended March 31, 2024 and 2023 were allocated as follows (in thousands):


	March 31, 2024		March 31, 2023
ASSETS
Land and improvements	$	19,903	$	25,079
Building and improvements	36,325		49,853
In-place lease assets	5,503		592
Above-market lease assets	54		7,111
Below-market debt	—		443
Total assets	61,785		83,078

LIABILITIES
Debt obligations, net	—		9,619
Below-market lease liabilities	5,374		4,028
Other liabilities assumed	225		—
Total liabilities	5,599		13,647

Net assets acquired	$	56,186	$	69,431

The weighted-average amortization periods for in-place, above-market, and below-market lease intangibles and below-market debt acquired during the three months ended March 31, 2024 and 2023 are as follows (in years):


	March 31, 2024	March 31, 2023
Acquired in-place leases	10	12
Acquired above-market leases	2	8
Acquired below-market leases	12	18
Assumed below-market debt	—	2

Property Dispositions—We sold no properties during the three months ended March 31, 2024 and 2023. During the three months ended March 31, 2024, we recognized a minimal loss on disposal of property due to miscellaneous write-off activity and expenses related to previous and future potential dispositions. During the three months ended March 31, 2023, we recognized a gain on disposal of property of $0.9 million related to land acquired from us by local authorities.

Consolidated Statements of Equity (Parenthetical) - $ / shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Statement of Stockholders' Equity [Abstract]
Common distributions declared (in dollars per share)	$ 0.2925	$ 0.2799

Other Assets, Net (Tables)

3 Months Ended

Mar. 31, 2024

Other Assets [Abstract]

Schedule of Other Assets

The following is a summary of Other Assets, Net outstanding as of March 31, 2024 and December 31, 2023 (in thousands):


	March 31, 2024		December 31, 2023
Other assets, net:
Deferred leasing commissions and costs	$	54,001	$	53,379
Deferred financing expenses(1)	8,984		8,984
Office equipment, including capital lease assets, and other	24,352		24,073
Corporate intangible assets	6,686		6,686
Total depreciable and amortizable assets	94,023		93,122
Accumulated depreciation and amortization	(53,816)		(53,205)
Net depreciable and amortizable assets	40,207		39,917
Accounts receivable, net(2)	49,164		44,548
Accounts receivable - affiliates	989		803
Deferred rent receivable, net(3)	64,658		62,288
Derivative assets	15,271		12,669
Prepaid expenses and other	10,394		10,745
Investment in third parties	6,888		6,875
Investment in marketable securities	8,903		8,566
Total other assets, net	$	196,474	$	186,411

(1)Deferred financing expenses per the above table are related to our revolving credit facility, and as such we have elected to classify them as an asset rather than as a contra-liability.

Debt Obligations (Tables)

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Schedule of Debt Obligations


	Interest Rate(1)	March 31, 2024			December 31, 2023
Revolving credit facility	SOFR + 1.1%	$	227,000		$	181,000
Term loans(2)	3.3% - 6.6%	964,750			964,750
Senior unsecured notes due 2031	2.6%	350,000			350,000
Secured loan facilities	3.4% - 3.5%	395,000			395,000
Mortgages	3.5% - 6.4%	94,713			95,677
Finance lease liability		238			308
Discount on notes payable		(6,124)			(6,302)
Assumed market debt adjustments, net		(630)			(858)
Deferred financing expenses, net		(9,393)			(10,303)
Total		$	2,015,554		$	1,969,272

Weighted-average interest rate(3)		4.3		%	4.2		%

(1)Interest rates are as of March 31, 2024.

(3)Includes the effects of derivative financial instruments that were effective as of March 31, 2024 and December 31, 2023 (see Notes 7 and 12).

Schedule of Debt Allocation

The allocation of total debt between fixed-rate and variable-rate as well as between secured and unsecured, excluding market debt adjustments, discount on senior notes, and deferred financing expenses, net, and including the effects of derivative financial instruments as of March 31, 2024 and December 31, 2023 is summarized below (in thousands):


	March 31, 2024		December 31, 2023
As to interest rate(1):
Fixed-rate debt	$	1,539,951	$	1,540,985
Variable-rate debt	491,750		445,750
Total	$	2,031,701	$	1,986,735
As to collateralization:
Unsecured debt	$	1,541,750	$	1,495,750
Secured debt	489,951		490,985
Total	$	2,031,701	$	1,986,735

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

Real Estate Activity - Narrative (Details) $ in Thousands	3 Months Ended
Real Estate Activity - Narrative (Details) $ in Thousands	Mar. 31, 2024 property	Mar. 31, 2023 USD ($) property
Real Estate Investments, Net [Abstract]
Number of properties sold \| property	0	0
Gain on disposal of property, net \| $		$ 900

- Definition

The net gain (loss) resulting from sales and other disposals of real estate owned for investment purposes.

+ References + Details

Other Assets, Net (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Other Assets [Line Items]
Deferred leasing commissions and costs	$ 54,001	$ 53,379
Deferred financing expenses	8,984	8,984
Office equipment, including capital lease assets, and other	24,352	24,073
Corporate intangible assets	6,686	6,686
Total depreciable and amortizable assets	94,023	93,122
Accumulated depreciation and amortization	(53,816)	(53,205)
Net depreciable and amortizable assets	40,207	39,917
Deferred rent receivable, net	64,658	62,288
Derivative assets	15,271	12,669
Prepaid expenses and other	10,394	10,745
Investment in third parties	6,888	6,875
Investment in marketable securities	8,903	8,566
Other assets, net	196,474	186,411
Uncollectable lease receivables, general reserves	2,400	1,900
Lease billings, nonaccrual basis	6,300	6,000
Uncollectible lease receivables - straight line rent	4,900	4,600
Nonrelated Party
Other Assets [Line Items]
Accounts receivable, net	49,164	44,548
Affiliates
Other Assets [Line Items]
Accounts receivable, net	$ 989	$ 803

Consolidated Statements of Equity - USD ($) shares in Thousands, $ in Thousands	Total	Total Stockholders’ Equity	Common Stock Common Stock	APIC	AOCI	Accumulated Deficit	Noncontrolling Interests
Beginning balance (in shares) at Dec. 31, 2022			117,126
Beginning balance at Dec. 31, 2022	$ 2,597,433	$ 2,236,487	$ 1,171	$ 3,383,978	$ 21,003	$ (1,169,665)	$ 360,946
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Change in unrealized value on interest rate swaps	(6,499)	(5,795)			(5,795)		(704)
Common distributions declared	(33,028)	(33,028)				(33,028)
Distributions to noncontrolling interests	(4,073)						(4,073)
Share-based compensation (in shares)			133
Share-based compensation	$ 472	(1,609)	$ 1	(1,610)			2,081
Conversion of noncontrolling interests (in shares)	0
Conversion of noncontrolling interests	$ 0	(27)			(27)		27
Net income	18,636	16,619				16,619	2,017
Ending balance (in shares) at Mar. 31, 2023			117,259
Ending balance at Mar. 31, 2023	2,572,941	2,212,647	$ 1,172	3,382,368	15,181	(1,186,074)	360,294
Beginning balance (in shares) at Dec. 31, 2023			122,024
Beginning balance at Dec. 31, 2023	2,653,351	2,310,308	$ 1,220	3,546,838	10,523	(1,248,273)	343,043
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock (in shares)			46
Issuance of common stock	0	0
Change in unrealized value on interest rate swaps	2,905	2,611			2,611		294
Common distributions declared	(35,938)	(35,938)				(35,938)
Distributions to noncontrolling interests	(4,143)						(4,143)
Share-based compensation (in shares)			61
Share-based compensation	$ 1,597	113	$ 1	112			1,484
Conversion of noncontrolling interests (in shares)	192		192
Conversion of noncontrolling interests	$ 0	4,740	$ 2	4,728	10		(4,740)
Net income	19,626	17,670				17,670	1,956
Ending balance (in shares) at Mar. 31, 2024			122,323
Ending balance at Mar. 31, 2024	$ 2,637,398	$ 2,299,504	$ 1,223	$ 3,551,678	$ 13,144	$ (1,266,541)	$ 337,894

Related Party Transactions (Tables)

3 Months Ended

Mar. 31, 2024

Disaggregation of Revenue

Summarized below are amounts included in Fees and Management Income. The revenue includes the fees and reimbursements earned by us from the Managed Funds and other revenues that are not in the scope of ASC Topic 606, Revenue from Contracts with Customers, but that are included in this table for the purpose of disclosing all related party revenues (in thousands):


	Three Months Ended March 31,
		2024		2023
Recurring fees(1)		$	1,015	$	1,012
Realized performance income(2)		—		75
Transactional revenue and reimbursements(3)		574		542
Insurance premiums(4)		976		849
Total fees and management income		$	2,565	$	2,478

(1)Recurring fees include asset management fees and property management fees.

(2)Realized performance income includes fees received related to the achievement of certain performance targets in our NRP joint venture.

(3)Transactional revenue includes items such as leasing commissions and construction management fees.

(4)Insurance premium income includes amounts for reinsurance from third parties not affiliated with us.

Earnings Per Share

3 Months Ended

Mar. 31, 2024

Earnings Per Share [Abstract]

Earnings Per Share


10. EARNINGS PER SHARE

Basic earnings per share (“EPS”) is computed by dividing Net Income Attributable to Stockholders by the weighted-average number of shares of common stock outstanding for the period. Diluted EPS reflects the potential dilution that could occur from share equivalent activity.

The following table provides a reconciliation of the numerator and denominator of the earnings per share calculations (in thousands, except per share amounts):


	Three Months Ended March 31,
		2024		2023
Numerator:
Net income attributable to stockholders - basic		$	17,670	$	16,619
Net income attributable to convertible OP units(1)		1,956		2,017
Net income - diluted		$	19,626	$	18,636
Denominator:
Weighted-average shares - basic		122,221		117,223
OP units(1)		13,752		14,234
Dilutive restricted stock awards		431		486
Adjusted weighted-average shares - diluted		136,404		131,943
Earnings per common share:
Basic and diluted income per share		$	0.14	$	0.14

Commitments and Contingencies (Details) $ in Millions	Mar. 31, 2024 USD ($) letterOfCredit
Commitments and Contingencies Disclosure [Abstract]
Number of letters of credit outstanding \| letterOfCredit	4
Letters of credit outstanding \| $	$ 12.5

Leases

3 Months Ended

Mar. 31, 2024

Leases [Abstract]

Leases


3. LEASES

Lessor—The majority of our leases are largely similar in that the leased asset is retail space within our properties, and the lease agreements generally contain similar provisions and features, without substantial variations. All of our leases are currently classified as operating leases. Lease income related to our operating leases was as follows (in thousands):


	Three Months Ended March 31,
		2024		2023
Rental income related to fixed lease payments(1)		$	118,083	$	108,864
Rental income related to variable lease payments(1)(2)		38,177		35,763
Straight-line rent amortization(3)		1,993		2,443
Amortization of lease assets		1,406		1,216
Lease buyout income		246		355
Adjustments for collectibility(4)		(1,837)		(913)
Total rental income		$	158,068	$	147,728

(1)Includes rental income related to lease payments before assessing for collectibility.

(2)Variable payments are primarily related to tenant recovery income.

(3)Includes revenue adjustments to straight-line rent for tenants considered non-creditworthy.


Year	Amount
Remaining 2024	$	350,899
2025	434,754
2026	368,248
2027	300,545
2028	229,612
Thereafter	581,927
Total	$	2,265,985

No single tenant comprised 10% or more of our aggregate annualized base rent (“ABR”) as of March 31, 2024. As of March 31, 2024, our wholly-owned real estate investments in Florida and California represented 12.4% and 11.0% of our ABR, respectively. As a result, the geographic concentration of our portfolio makes it particularly susceptible to adverse weather or economic events in the Florida and California real estate markets.

Real Estate Activity (Tables)

3 Months Ended

Mar. 31, 2024

Real Estate Investments, Net [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes our real estate acquisition activity (dollars in thousands):


	Three Months Ended March 31,
	2024		2023
Number of properties acquired	2		4
Number of outparcels acquired(1)(2)	1		—
Contract price	$	55,902	$	78,650
Total price of acquisitions(3)	56,186		69,431

(1)Outparcels acquired are adjacent to shopping centers that we own.

(3)Total price of acquisitions includes closing costs less credits and assumed liabilities.

Schedule of Asset Acquisition

The aggregate purchase price of the assets acquired during the three months ended March 31, 2024 and 2023 were allocated as follows (in thousands):


	March 31, 2024		March 31, 2023
ASSETS
Land and improvements	$	19,903	$	25,079
Building and improvements	36,325		49,853
In-place lease assets	5,503		592
Above-market lease assets	54		7,111
Below-market debt	—		443
Total assets	61,785		83,078

LIABILITIES
Debt obligations, net	—		9,619
Below-market lease liabilities	5,374		4,028
Other liabilities assumed	225		—
Total liabilities	5,599		13,647

Net assets acquired	$	56,186	$	69,431

Schedule of Acquired Intangible Leases


	March 31, 2024	March 31, 2023
Acquired in-place leases	10	12
Acquired above-market leases	2	8
Acquired below-market leases	12	18
Assumed below-market debt	—	2

Cover - shares shares in Millions	3 Months Ended
Cover - shares shares in Millions	Mar. 31, 2024	Apr. 19, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	000-54691
Entity Registrant Name	PHILLIPS EDISON & COMPANY, INC.
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	27-1106076
Entity Address, Address Line One	11501 Northlake Drive
Entity Address, City or Town	Cincinnati
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	45249
City Area Code	(513)
Local Phone Number	554-1110
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	PECO
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		122.4
Fiscal period focus	Q1
Fiscal year focus	2024
Amendment flag	false
Entity CIK	0001476204
Current fiscal year end date	--12-31

Related Party Transactions - Narrative (Details) - USD ($) $ in Millions	Jul. 19, 2021	Mar. 31, 2024
Executive officers \| 2021 TPA
Related Party Transaction [Line Items]
Term of contract	4 years
Off-balance sheet risks, liability		$ 122.2
Grocery Retail Partners I
Related Party Transaction [Line Items]
Guarantor, maximum exposure		$ 175.0

Fair Value Measurements - Summary of Borrowings (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Recorded Principal Balance	$ 2,015,554	$ 1,969,272
Deferred financing costs	9,393	10,303
Assumed market debt adjustments, net	630	858
Discount on notes payable	6,124	6,302
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	1,930,296	1,883,122
Term loans
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Recorded Principal Balance	957,076	956,132
Term loans \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	971,332	970,238
Senior notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Recorded Principal Balance	343,876	343,698
Senior notes \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	283,892	284,865
Secured loan facilities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Recorded Principal Balance	392,695	392,575
Secured loan facilities \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	354,049	351,339
Mortgages
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Recorded Principal Balance	94,907	95,867
Mortgages \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	92,937	94,966
Revolving credit facility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Recorded Principal Balance	227,000	181,000
Revolving credit facility \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 228,086	$ 181,714

Related Party Transactions - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Related Party Transaction [Line Items]
Fees and management income	$ 2,565	$ 2,478
Insurance premiums
Related Party Transaction [Line Items]
Fees and management income	976	849
Affiliates \| Recurring fees
Related Party Transaction [Line Items]
Fees and management income	1,015	1,012
Affiliates \| Realized performance income
Related Party Transaction [Line Items]
Fees and management income	0	75
Affiliates \| Transactional revenue and reimbursements
Related Party Transaction [Line Items]
Fees and management income	$ 574	$ 542

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479941/924-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

Equity - Schedule of Dividends Payable (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended	3 Months Ended
	Apr. 01, 2024	Mar. 31, 2024	Mar. 31, 2024	Mar. 31, 2023
Equity, Class of Treasury Stock [Line Items]
Common distributions declared (in dollars per share)			$ 0.2925	$ 0.2799
Distributions paid			$ 35,976	$ 33,276
Dividend declared
Equity, Class of Treasury Stock [Line Items]
Common distributions declared (in dollars per share)		$ 0.0975	$ 1.17
Dividend paid \| Subsequent event
Equity, Class of Treasury Stock [Line Items]
Distributions paid	$ 13,234

Real Estate Activity - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($) property parcel	Mar. 31, 2023 USD ($) property parcel
Real Estate Investments, Net [Abstract]
Number of properties acquired \| property	2	4
Number of outparcels acquired \| parcel	1	0
Contract price	$ 55,902	$ 78,650
Total price of acquisitions	$ 56,186	$ 69,431

Fair Value Measurements - Summary of Recurring and Nonrecurring Fair Value (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Marketable securities	$ 8,903	$ 8,566
Derivative assets	15,271	12,669
Interest receivable	1,700	1,700
Recurring \| Level 1
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Marketable securities	8,903	8,566
Recurring \| Level 1 \| Interest rate swap \| Not designated as hedging instrument
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Derivative assets	0	0
Recurring \| Level 2
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Marketable securities	0	0
Recurring \| Level 2 \| Interest rate swap \| Not designated as hedging instrument
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Derivative assets	15,271	12,669
Recurring \| Level 3
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Marketable securities	0	0
Recurring \| Level 3 \| Interest rate swap \| Not designated as hedging instrument
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Derivative assets	$ 0	$ 0

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Investment in real estate:
Land and improvements	$ 1,789,539	$ 1,768,487
Building and improvements	3,860,003	3,818,184
In-place lease assets	500,918	495,525
Above-market lease assets	74,499	74,446
Total investment in real estate assets	6,224,959	6,156,642
Accumulated depreciation and amortization	(1,598,743)	(1,540,551)
Net investment in real estate assets	4,626,216	4,616,091
Investment in unconsolidated joint ventures	24,656	25,220
Total investment in real estate assets, net	4,650,872	4,641,311
Cash and cash equivalents	5,631	4,872
Restricted cash	4,466	4,006
Goodwill	29,066	29,066
Other assets, net	196,474	186,411
Total assets	4,886,509	4,865,666
Liabilities:
Debt obligations, net	2,015,554	1,969,272
Below-market lease liabilities, net	110,774	108,223
Accounts payable and other liabilities	102,162	116,461
Deferred income	20,621	18,359
Total liabilities	2,249,111	2,212,315
Commitments and contingencies (see Note 8)	0	0
Equity:
Preferred stock, $0.01 par value per share, 10,000 shares authorized, zero shares issued and outstanding at March 31, 2024 and December 31, 2023	0	0
Common stock, $0.01 par value per share, 1,000,000 shares authorized, 122,323 and 122,024 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively	1,223	1,220
Additional paid-in capital (“APIC”)	3,551,678	3,546,838
Accumulated other comprehensive income (“AOCI”)	13,144	10,523
Accumulated deficit	(1,266,541)	(1,248,273)
Total stockholders’ equity	2,299,504	2,310,308
Noncontrolling interests	337,894	343,043
Total equity	2,637,398	2,653,351
Total liabilities and equity	$ 4,886,509	$ 4,865,666